Richard D. Rafferty

Mergers and Acquisitions

• 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, 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 acquisition by a private equity group
• Represented a consumer products importer and wholesaler in its $50 million acquisition by a private equity group
• Represented an airplane equipment manufacturer in its $30 million acquisition by a strategic buyer
• Represented a helicopter services company in its $7 million acquisition by a private equity group
• Represented Trilogy Software, Inc. in its going-private transaction tender offer for pcorder.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 acquisition by 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

• Represent 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 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
• Drafted “Poison Pill” Shareholder Rights Agreements and related anti-takeover defenses for six publicly-held companies

• 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)

• 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)