Skip to content

Richard D. Rafferty

Member
fax +1 214.659.4036

Richard Rafferty has more than 30 years of experience in mergers and acquisitions, private equity, venture capital, and securities law, helping clients buy and sell companies and obtain capital to run their businesses. He also provides general corporate, business, and securities counseling to clients as an outside general counsel.

He assists clients with respect to public and private financings; negotiation and documentation of acquisitions, divestitures, mergers, recapitalizations, and restructurings; and negotiation and documentation of private equity and venture capital transactions.

Richard also counsels fund sponsors and managers with respect to forming investment funds and investing in portfolio companies. He also regularly advises start-up entities with respect to new enterprise formation and capitalization.

Richard’s clients operate in many different industries, including retail, healthcare, energy, manufacturing, software, consumer goods, and real estate.

Education

J.D., University of California-Berkeley, Berkeley, California, 1991, Order of the Coif; Ecology Law Quarterly, Member 1988-1989
B.B.A., The University of Texas at Austin, Austin, Texas, 1988, with highest honors; Business Honors Program; Finance

Memberships

Suicide and Crisis Center of North Texas, President of Board of Trustees

Dallas Bar Association, Corporate Counsel Section, Former Chair

American Bar Association, Business Law Section

State Bar of Texas, Business Law Section

Dallas Bar Association, Mergers and Acquisition Section, Corporate Counsel Section, Securities Law Section

Association for Corporate Growth, Member

State Bar Licenses

Texas

Mergers and Acquisitions

  • Represented American Outcomes Management, a leading provider of home-based infusion therapy, in its sale to Ridgemont Equity Partners
  • Represented 7-Eleven in its acquisition of a fuel distribution company and related convenience store assets
  • Represented 7-Eleven in its acquisition of a chain of convenience stores located in the northeast United States
  • Represented 7-Eleven in its acquisition from a private equity-backed company of a chain of 188 convenience stores located primarily in New York
  • Represented 7-Eleven in its acquisition from a franchisee of 58 convenience stores in Ohio, Pennsylvania, West Virginia, and Maryland
  • Represented Avago Technologies (NASDAQ:AVGO), a publicly-held optoelectronics company, in its acquisition of an integrated circuit manufacturer
  • Represented Avago Technologies in its acquisition of a developer of power amplifiers for wireless communications
  • Represented Avago Technologies in its acquisition of a micro-optics manufacturing facility
  • Represented First Choice Emergency Room, a chain of freestanding emergency rooms, in its sale to a private equity group
  • Represented Omega Plastics, a manufacturer of custom components and tooling for medical and industrial applications, to TriMas (NASDAQ:TRS), a global manufacturer that operates primarily in the consumer products, aerospace and industrial markets
  • Represented Highland Park Animal Hospital and affiliated pet care companies, which consist of two animal hospitals and a pet boarding facility, in their sale to Innovetive Petcare
  • Represented Veterinary Eye Institute, a provider of veterinary eye specialty care, in its sale to MedVet, a veterinarian owned and led family of specialty and emergency hospitals
  • Represented multiple veterinary hospital clients throughout Texas and Colorado in their sales to a veterinary services company that has practices throughout the United States and Canada
  • Represented multiple veterinary hospital clients throughout Texas in their sales to a veterinarian owned and managed network of animal hospitals
  • Represented an Oklahoma veterinary hospital client in its sale to a veterinary services company to a national animal hospital company
  • Represented the owner of twelve Planet Fitness Locations in Las Vegas in the sale to Black Duck Partners, a leading Planet Fitness franchisee
  • Represented a fundless sponsor in raising the equity portion of the funding for a $15 million acquisition of a franchisee of vision care clinics
  • Represented an employee stock ownership plan in the $110 million sale of a freight logistics company to a strategic buyer
  • Represented a privately held solid waste collection, recycling and trucking company in its sale to a publicly-held diversified waste and recycling service provider
  • Represented a manufacturer of specialty drilling equipment in its $23 million sale to an energy-focused private equity group
  • Represented a leading distributor of residential and commercial building products in its $210 million sale to a strategic buyer
  • Represented a provider of healthcare reimbursement technology in its $55 million sale to a private equity group
  • Represented a consumer products importer and wholesaler in its $50 million sale to a private equity group
  • Represented an airplane equipment manufacturer in its $30 million sale to a strategic buyer
  • Represented a helicopter services company in its $7 million sale to a private equity group
  • Represented an independent insurance agency in its sale to a strategic buyer
  • Represented a private equity-backed outdoor advertising company from Mexico in its acquisition of a U.S.-based, venture capital-backed advertising company
  • Represented an international supplier of plumbing products in the sale of a portfolio of Canadian intellectual property rights.
  • Represented Trilogy Software, Inc. in its going-private transaction tender offer for com, Inc.
  • Represented a publicly-held heavy industry company in its $430 million acquisition of a railcar manufacturing company
  • Represented a publicly-held heavy industry company in its $85 million acquisition of railcar manufacturing assets
  • Represented a publicly-held company in its $80 million acquisition of paper manufacturing assets
  • Represented a publicly-held garden and plant nursery company in its acquisition of a privately held competitor
  • Represented a publicly-held software company in its sale to a publicly-held competitor
  • Represented a publicly-held auto finance company in its acquisition via merger of a publicly-held competitor
  • Represented a private equity group in a $120 million going-private transaction tender offer for a publicly-held assisted living facility

Start-Up and Venture Capital Financings

  • Represented a venture capital investor in its early-stage investments in a dispatch and logistics company tailored to the needs of non-emergency medical transport providers
  • Represented a venture capital investor in its early-stage investments in a company that helps improve cloud-based analysis and quality control processes for media content
  • Represented a venture capital investor in its early-stage investments in a company that makes personal chefs available to anyone on as-needed basis
  • Represented a venture capital investor in its early-stage investments in a company that provides a property management software application for small to mid-sized landlords
  • Represented a real estate developer in multiple private offerings of securities to raise capital for self-storage, multi-family housing and commercial development projects
  • Represented an early-stage company that provides mobile service and other technology systems designed to make lotteries more convenient, engaging, and rewarding
  • Advised a venture capital fund on structuring terms of model documents for forming start-up companies, which model documents were used by the client to be the founding investor in six companies formed to pursue business plans that originated with the venture capital fund’s investment partners
  • Represented a leading international provider of military, professional and retail drones in multiple rounds of debt and equity investments in a navigation technology company
  • Represented a venture capital investor in its early-stage investment in a developer of contactless payment technology for mobile phones
  • Represented a venture capital investor in its early-stage investment in a developer of mobile games focused on improving user engagement
  • Represented a venture capital investor in its early-stage investment in a developer of technology-based systems to improve the use of data in increasing agricultural productivity
  • Represented a venture capital fund in its early-stage investments in a consumer robotics company
  • Represented a venture capital fund in its debt financing of a broadband equipment manufacturer
  • Represented a venture capital fund in its early-stage investment in a massive array of idle disk (MAID) data storage company
  • Represented an internet content delivery optimization company in a $45 million dollar Series H financing round
  • Represented an XML processing and database web services provider from inception through multiple rounds of seed, venture capital, and venture debt financing prior to its ultimate acquisition by a publicly-held strategic buyer
  • Represented a provider of city-wide Wi-Fi network equipment and services from inception through multiple rounds of funding and ultimate acquisition by a strategic buyer

Public Offerings and Rule 144A Offerings

  • Represented a REIT in its initial public offering
  • Represented a Canadian REIT in the reorganization of its U.S. operations in connection with its initial public offering in Canada
  • Represented a publicly-held physician practice management company in a $160 million Rule 144A debt offering and subsequent registered A/B exchange
  • Represented a publicly-held consumer electronics company in a $150 million Rule 144A convertible debt offering and subsequent resale registration statement
  • Represented a publicly-held physician practice management company in a $100 million Rule 144A debt offering
  • Represented a publicly-held paper manufacturer in a $100 million Rule 144A debt offering
  • Represented the underwriters in $22 million follow on offering of a publicly-held restaurant chain
  • Represented a publicly-held heavy industry commodity supplier in multiple public offerings of an aggregate of $150 million in debt
  • Represented a publicly-held personal computer manufacturer in multiple private investment in public entity (PIPE) transactions involving $17 million of common stock

Other Significant Transactions

  • Represented a hedge fund sponsor in a pre-paid forward equity derivative transaction with a notional value of $160 million involving the sponsor’s general partner interests in a family of hedge funds
  • Represented a hedge fund sponsor in an accreting strike option equity derivative transaction with a notional value of $250 million involving the sponsor’s general partner interests in a family of hedge funds
  • Represented a national bank in its recapitalization of a $270 million loan into publicly-traded equity in a communications company and the subsequent resale of the equity in the public market
  • Represented the majority shareholder of a leading independent video game developer company in the reorganization of the company’ and its affiliates’ ownership
  • Represented the owners of a group of affiliated companies that provide last-mile delivery services to an international shipping company in the reorganization of their ownership interests
  • Drafted “Poison Pill” Shareholder Rights Agreements and related anti-takeover defenses for six publicly-held companies

Articles

  • Snatching Defeat from the Jaws of Victory (March 2004)
  • SEC Adopts Rules Governing Determination and Disclosure of Audit Committee Financial Experts (January 2003)
  • SEC Adopts Code of Ethics Disclosure Rules (January 2003)
  • SEC Brings First Regulation FD Enforcement Actions (January 2003)
  • Court Asks for More Time in Whole Foods Case: Takeover of Wild Oats Delayed Again, Austin-American Statesman (August 2007)
  • Are Buyouts Good For Investors Or Not?, CNBC Power Lunch (June 2007)
  • IN THE MONEY: Lampert Citigroup Stock Buy May Portend Nothing, Dow Jones News Service (May 2007)

Presentations

  • Internal Controls, Ajilon Finance Seminar (March 2004)
  • SEC Part 205 Attorney Conduct Standards, Austin In-House Counsel Group (September 2003)
  • Who is Responsible for a Company’s Financial Statements, North San Antonio Chamber of Commerce Leadership Lab (June 2003)
  • Internal Investigations, Travis County Bar Association (May 2003)
  • Beyond Pledge Day: Sarbanes-Oxley and Document Management, Microsoft Solutions Center (September 2002)