Stoler Law



Corporate Practice

Client Representation


        Formations of corporations, partnerships and limited liability companies.


        Local, state, national and international mergers, acquisitions, dispositions and equity investments.


        Industries include oil and gas, energy, power plants, pipelines, high-tech, chemical, industrial and manufacturing, steel, and data storage.


        Attorney role includes development and advice of ownership structure, analysis of potential debt and equity investments, financial opportunities, and lead role in negotiation and drafting of joint venture, shareholder, partnership and limited liability company agreements, letters of intent, agreements of merger, purchase and sale agreements, and related closing documents.

Highlighted Experience


         Stock sale of private company with international subsidiaries; responsibilities included analysis of corporate value and financial position, arranging structure of stock sale including post-closing protection of client and financial rights, and negotiation and redrafting of all closing documents.


        Merger of Texas and Delaware companies for purposes of consolidation of financial positions and future opportunities; responsibilities included analysis of current Texas and Delaware law requirements, and drafting of documents to complete merger.

        Stock investment and option rights in out-of-state corporation with international subsidiaries; responsibilities included review of facts regarding client' investment opportunities and related return on investments, and negotiating and redrafting documents to protect client's financial position.

        Acquisition and financing of five power plants in three non-Texas states, structured as an equity purchase; responsibilities included drafting and approval of letter of intent, development of due diligence requirements and analysis of due diligence report, negotiation and related drafting of acquisition documents, structuring finance, and negotiation of all financing documents.


        Acquisition of steel processing plant, related real estate, and applicable operating arrangements; responsibilities included drafting and approval of letter of intent, all due diligence, negotiation and related drafting of purchase agreement, joint operating agreements, and physical trading agreements.


        Sale of private equity interest in chemical business; responsibilities included development of minority shareholder position, assisting valuation experts and client to develop purchase price utilizing traditional valuation techniques, structuring of financial terms of sale and related issues; negotiation and related drafting of legal documents.


        Disposition of data storage company; responsibilities included analysis and engagement of national investment banker, and related industry consultants, negotiation of related project options and real estate, negotiation and documentation of limited liability companies regarding further equity and debt investment, and contractual issues addressing development of additional power through local utilities.