PROFESSIONAL QUALIFICATIONS

Admitted to bar: 1977, Texas

Education: Wilson College and Temple University (B.A., with high honors, 1971); University of Texas (M.A., English language and linguistics, 1974; J.D., 1977); Note and Comment Editor, Texas Law Review, 1976

REPRESENTATIVE EXPERIENCE

• Has represented sellers, purchasers and principal shareholders in over 200 merger, acquisition and restructure transactions, ranging in size from small transactions to those in excess of $100 million – businesses acquired or sold include magazine publishers, manufacturing concerns, wireless cable television operations, car dealerships, hospitals, professional practices, insurance agencies, and businesses in the aviation, plastics, software development, electronics and furniture industries.
• Has represented a publicly-owned REIT in connection with issuance of over $200 million of equity and over $300 million of loan and sale/leaseback transactions.
• Has represented public companies in initial and follow-on equity and debt offerings (including rounds of common and preferred equity, subordinated debt, various securitized offerings, and registrations involving employee benefit plans).
• Has supervised public company compliance with periodic reporting requirements under the 1934 Act (reports on Forms 10-K, 10-Q, and proxy filings).
• Has advised officers and directors of publicly-reporting companies regarding disclosure matters, stock sales issues (including Section 16(b), Rule 10b-5 and Rule 144 matters) and securities matters generally.
• Has represented private companies and investors in a range of private placements, venture capital financings, and other capital raising transactions.
• Has represented a variety of professionals, including physicians, accountants and lawyers, in entity formation and dissolution, partnership negotiations, negotiation of compensation and severance arrangements, resolution of practice management issues and various other matters.
• Has represented small and mid-sized companies (corporations, partnerships, LLCs and other entities) in connection with formation and ongoing operation – including entity selection, structuring and drafting of employment agreements, option plans and other equity incentive programs, buy-sell agreements, and other agreements associated with start-up businesses.
• Has represented companies and majority and minority constituencies in connection with “freeze-out” transactions, minority shareholder rights and disputes among shareholders.
• Has represented companies and shareholders in structuring and documenting various corporate and partnership “divorces,” including taxable distributions and stock redemptions and tax-free spin-offs.
• Has served as special counsel to boards of directors in connection with various merger and acquisition, fiduciary and state and federal securities compliance matters.
• Has represented local universities and other large and small tax-exempt entities with respect to a range of business and non-profit issues.
• Has represented tax-exempt and other entities in connection with the formation of profit/not-for-profit joint ventures
• Has represented franchisors in establishing franchise operations and complying with franchise regulations and franchisees in assessing franchise opportunities, negotiating agreements and resolving disputes.
• Has been retained on several occasions to serve as expert witness in complex litigation involving Texas corporate law and legal malpractice issues.

PROFESSIONAL AFFILIATIONS

• American Bar Association (Business Law Section)
• State Bar of Texas
• Austin Bar Association
• Fellow, Texas Bar Foundation
• Past President of the Board of Directors, Texas Law Review Association
• Former member of the Boards of Directors of the Travis County Bar Association and of the University of Texas School of Law Alumni Association

AWARDS AND HONORS

• Listed in The Best Lawyers in America® published by Woodward/White, Inc., Corporate Law, 1987 – 2012
• AV^® Preeminent^™ Peer Review Rating, Martindale.com 
• Was honored as 2008 "Outstanding Transactional Attorney" by the Travis County Women's Lawyer's Association
• Was honored as a "Woman of Distinction" at the Girl Scouts - Lone Star Council 2006 Women of Distinction awards
• Corporate/Securities winner in Austin Business Journal’s 2005 “Best of Business Attorneys and Corporate Counsel”
• Super Lawyer©, Corporate Finance, named by Law and Politics Media, Inc. and published in Texas Monthly, 2003, 2004

COMMUNITY

• Current member and Chair of the Board of Directors of SafePlace
• Former member and officer of the Board of Directors of a number of Austin non-profit organizations (Health Alliance for Austin Musicians ("HAAM"), Animal Trustees of Austin, University YMCA, Women and their Work, Trinity Center, Trinity Episcopal School)