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Haynes and Boone, LLP

Darrel A. Rice

Darrel A. Rice

Senior Counsel

Haynes and Boone, LLP
Texas, U.S.A.

tel: +1 214 651 5969
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Local Time: Thu. 11:40

Profile
Darrel Rice, included in "Best Lawyers in America" for the past ten years, has extensive experience in diverse areas of corporate finance, including mergers and acquisitions, public and private offerings of securities, and private equity, venture capital, and debt financing transactions. He is experienced in representing companies, financial institutions, boards of directors, and individuals in connection with mergers, asset acquisitions, stock purchases, loan portfolio transactions, joint ventures, asset securitization transactions, and other business agreements, as well as other corporate and securities matters, including SEC reporting and corporate governance matters. He is a contributing author on "Acquisition Financing" in the Commercial Finance Guide.

Education

J.D., Southern Methodist University Dedman School of Law, 1972, Order of the Coif; Barristers; Research Editor
Southwestern Law Journal, 1971-1972
B.S., University of Arkansas, 1969, "Who's Who Among Students in American Universities and Colleges"
Areas of Practice
Professional Career

Significant Accomplishments

Joint Ventures

Private joint venture to construct, own, and operate an oil and gas solids disposal landfill.
Private joint venture to develop and operate small-scale LNG liquefaction plants.
Private joint venture to develop, own, and operate a salt water disposal pipeline.
Numerous private joint ventures to develop and own salt water disposal wells.

Venture Capital

Venture capital financing of a company which manufactures and distributes performance outdoor apparel brands focused on the fishing and hunting industries.

Mergers and Acquisitions

High Roller Wells in connection with the $240 million sale by Oilfield Water Lines LP (“OWL”) of its salt water disposal wells and salt water hauling business to NGL Energy Partners LP. OWL is a partnership involving High Roller Wells and the Mark Cuban Companies.
Salty's Manufacturing, Ltd. in the $162 million sale of thirteen salt water disposal wells, a frac tank manufacturing plant, and a salt water hauling business to Stallion Oilfield Services.
The Special Committee of the Board of Transportation 100 Holdco, LLC, a private equity-backed company, in connection with the merger of its subsidiary, Greatwide Logistics Services LLC, and Cardinal Logistics Management Corp.
Ameri-Tech Industries, LLC in the sale of oilfield workforce housing assets to Aries Building Systems, LLC, a wholly owned subsidiary of Reliant Asset Management, LLC.
Hudson Holdings Corporation in connection with its acquisition by Rodman & Renshaw Capital Group, Inc. in exchange for common stock of Rodman & Renshaw Capital Group, Inc.
The equity holders of National Default Exchange, L.P. in the sale of all outstanding equity interests to American Processing Company, LLC, a subsidiary of Dolan Media Company, for a total consideration of approximately $208 million.
Ameri-Tech Building Systems, Ltd. in the sale of oilfield workforce housing assets to Ashton Capital Partners, LLC.
Tracor, Inc., a public defense contractor, in its acquisition by General Electric Company PLC for approximately $1.4 billion.
Tracor, Inc. in its acquisition of a publicly-held defense contractor, AEL Industries, Inc., for a total consideration of approximately $120 million.
T-Netix, Inc., a specialized telecommunications company, in its acquisition by H.I.G. Capital, through tender offer, for a total consideration of approximately $72 million.
Tracor, Inc. in its acquisition of substantially all the assets of Westmark Systems, Inc. in exchange for approximately 8,200,000 shares of Common Stock of Tracor, Inc.
A private equity-backed company in its acquisition of the assets of a privately-held drugstore chain, and related financing (senior and subordinated debt).

Lending and Debt Financing Transactions

Banks or borrowers in numerous bank credit agreement and debt financing transactions, including acquisition financings, loan restructures, syndicated loan transactions, letters of credit, residential mortgage loan repurchase and mortgage warehouse financing transactions, loans secured by mortgage servicing rights (MSRs), and other types of secured and unsecured credit facilities.
A privately-held company in the cross-border project financing of a Peruvian LNG facility.
Banks in connection with defaulted loans, workouts, and restructures of credit facilities.
Tracor, Inc. in connection with a registered exchange offer for its senior subordinated notes.
Tracor, Inc. in connection with a tender offer and consent solicitation for its senior subordinated notes.
Tracor, Inc. in connection with the private placement of its senior subordinated notes.
Tracor, Inc. in connection with a Rule 144A offering of its senior subordinated notes.

Securities Offerings

SWS Group, Inc., the publicly-held parent of a broker-dealer and a bank, in a public offering of shares of common stock.
SWS Group, Inc. in connection with an underwritten shelf offering of common stock.
Tracor, Inc., a publicly-held defense contractor, in connection with multiple public offerings of common stock.
CEC Entertainment, Inc., a publicly-held restaurant company, in connection with a secondary public offering of shares of its common stock.
National Default Exchange Holdings, L.P., a privately-held mortgage default and foreclosure outsourcing firm, in connection with its recapitalization by private equity firm Trinity Hunt Partners.
A privately-held company engaged in providing software and Internet outsourcing solutions for property management, in connection with its private placement of Series A Convertible Preferred Stock in a recapitalization by a private equity firm.
CEC Entertainment, Inc. in connection with its tender offer to amend stock options issued under its stock option plan.
Tracor, Inc. in connection with its Rule 144A offering of common stock.

WSG's members are independent firms and are not affiliated in the joint practice of professional services. Each member exercises its own individual judgments on all client matters.

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