Kenn W. Webb

Representative Transactional Law Matters

• Represented businesses in connection with general corporate law matters, including drafting and negotiating employment, joint venture, license, and similar agreements; protecting intellectual property; and general corporate governance planning and structuring
• Represented independent energy and services company in two oilfield technology licensing transactions
• Represented world’s largest operator, franchisor, and licensor of convenience stores in connection with the formation and organization of a venture with some of the country’s largest merchants for the purpose of developing a merchant-driven mobile payment network

• Represented Nasdaq-listed technology manufacturer in institutional placement of preferred equity
• Represented oilfield service company in connection with proposed $690 million IPO of its common stock
• Represented NYSE-listed oil and gas E&P company in structured finance transaction involving $125 million offering of subsidiary notes under Rule 144A
• Represented national dry-van trucking company in its IPO, a follow-on public offering of its common stock, and resulting SEC reporting and compliance matters
• Represented underwriters in IPO by developer of insurance industry software systems
• Represented underwriters in IPO by computer component manufacturer
• Represented NYSE-listed cement and construction materials company in concurrent U.S. and Canadian public offerings of $100 million of common stock, public offerings of medium-term notes, and U.S.-Canadian exchange offer
• Represented national bank in negotiation of terms of preferred equity in connection with restructuring of publicly traded partnership
• Represented several emerging technology companies in venture capital and convertible debt financing transactions
• Represented Nasdaq-listed technology manufacturer in “PIPE” offerings and related registrations
• Represented national retailer/franchisor in secondary public offering of common stock
• Represented NYSE-listed oil and gas E&P company in simultaneous registered public offerings of $230 million of convertible notes and $100 million of senior notes and secondary offering of $150 million of common stock
• Represented several public companies in connection with redemptions and stock repurchase programs
• Represented oil and natural gas E&P company in connection with $200 million offering and $150 million add-on offering of unsecured notes under Rule 144A
• Represented web-based subscription service company in IPO and subsequent venture capital financing round
• Represented oilfield service company in connection with $550 million offering of senior unsecured notes under Rule 144A

Representative Mergers and Acquisitions Matters

• Represented world’s largest operator, franchisor, and licensor of convenience stores in the acquisition of a chain of 69 convenience stores in Ohio and Pennsylvania and a wholesale motor fuels distribution business
• Represented privately held manufacturer in reverse merger with public shell company
• Represented financial services company in acquisition of post-disposition shell company in tax-advantaged transaction
• Represented buyers and sellers in numerous merger or acquisition transactions, including advice to directors and special committees on fiduciary duty questions
• Represented majority stockholders in the sale of their interests in a privately held oilfield service company for approximately $3.7 billion to a consortium of investors led by a foreign sovereign investment fund
• Represented publicly traded oil and gas E&P company in connection with its acquisition by another public company in a tender offer/merger transaction involving a public offering of the acquirer’s stock
• Represented retail chain in sale of company to one of the nation’s largest retail conglomerates
• Represented shareholders in the leveraged sale of a public company to a private equity firm
• Represented world’s largest operator, franchisor, and licensor of convenience stores in the acquisition of a chain of 175 convenience stores in Texas and Utah and a wholesale motor fuels distribution business with a dealer network of approximately 550 service stations
• Represented world’s largest operator, franchisor, and licensor of convenience stores in the acquisition of a California-based motor fuels distribution business
• Represented AMEX-listed provider of oil well control technology and services in connection with its acquisition by an NYSE-listed company in a public tender offer/merger transaction for approximately $235 million
• Advised Board of Directors of oilfield services company in connection with a $700 million roll-up transaction involving five companies operating in complementary industry segments
• Represented Nasdaq company, as target, in $95 million public tender offer by international publishing company
• Represented privately held provider of wireless internet solutions in sale of company to publicly traded strategic purchaser
• Represented U.S.’s then-largest computer products retailer in the acquisition for $211 million of a competitor’s chain of computer retail stores
• Represented NYSE-listed cement and construction materials company in the purchase for $690 million of aggregates and construction materials businesses in United States and Canada from a foreign company
• Represented NYSE-listed cement and construction materials company in the sale of its Texas Division to Mexican national cement company in concurrent asset and stock transactions

Other Representative Matters

• Counseling and representation in all aspects of corporate and general business law for clients in a variety of industries
• Employment, consulting, and noncompetition agreements
• Manufacturing, distribution, and marketing agreements
• Advice to public companies regarding SEC reporting, proxy solicitations, public disclosures, stock exchange listing standards, and compliance with Sarbanes-Oxley and other regulations
• Counseling on corporate governance matters, including preparation of codes of ethics, audit, compensation and other committee charters, whistleblower policies, and insider trading policies
• Software development and license agreements