- St. Mary’s University School of Law, J.D., 1998
- Southern Methodist University, BBA (Finance), 1995
LICENSES, AWARDS & INVOLVEMENTS
- Admitted to Practice Law in Texas, 1998
- Selected for inclusion as a “Super Lawyer,” Law and Politics Magazine, 2017-2018
- Selected for inclusion as a “Texas Rising Star,” Law and Politics Magazine, 2004-2013
- Leadership San Antonio
- Former member of Board of Directors – Brighton Center, Junior Achievement of San Antonio, St. Mary’s University Law Alumni Association.
- Elder Bray & Bankler Founding Shareholder – 2012
Scott’s practice focuses on representing clients in connection with their merger and acquisition transactions, partnership, joint venture and strategic alliances and other general business-related issues.
Scott has extensive experience in advising entrepreneurs and well-established businesses in organizing their businesses, guiding them through their growth, helping them secure financing and planning their ultimate exit strategy. Scott has assisted a number of large private and public companies strategically grow their businesses through large acquisitions and has also helped clients structure and document strategic joint venture and partnership transactions. Also having a focus on closely-held and family-owned businesses, Scott is a frequent speaker and author on ownership and management planning, succession, and transition.
AREAS OF FOCUS
- Business Counseling & General Services
- Family & Closely-Held Businesses
- Mergers & Acquisitions
- Oil, Gas & Energy
- Partnerships, Joint Ventures & Strategic Alliances
- Securities & Venture Capital Financing
Mergers & Acquisitions
- Represented a Fortune 50 international manufacturer and marketer of transportation fuels and other petrochemical products and its affiliated MLP in connection with its acquisition of an undivided interest in a newly constructed 138-mile crude oil pipeline and associated tanks, along with the various operating, management, service and other commercial agreements among the parties.
- Counseled a serial entrepreneur in divestiture of regional franchisee business and subsequent acquisition of strategic assets.
- Advised an outdoor advertising operator in its sale of approximately 350 billboard face assets to a strategic buyer for approximately $38M.
- Represented a bone and tissue allograft maker and distributor in a sale transaction to a publicly traded medical device company for approximately $50M.
- Advised a large regional electrical supply company in various strategic acquisitions.
- Represented a family-owned regional commercial parts distributor in sale of business to private equity owned national distributor.
- Counseled two related emerging growth pharmaceutical companies in the equity sale to a strategic buyer in Australia. The transaction involved complex earn-out milestones valued at a combined $270M+ over nine years.
- Represented an acquirer in its acquisition of a targeted mail supplier which further increased its direct mail circulation in the State of Florida.
- Counseled a U.S. subsidiary of a London-based publicly-traded company in various stock and asset acquisitions to further consolidate the electronic security monitoring business.
- Advised senior management and minority shareholders of a privately-owned steel tank manufacturer in the sale of the company’s stock to a publicly-traded company. Advised our clients on deferred compensation and tax issues associated with the sale of their interests.
- Represented an acquirer in its acquisition of the assets of a food manufacturing company.
- Counseled an alcoholic beverage distribution business in the sale of substantially all of its assets, intellectual property and real property.
- Represented a graduated 8(a) service organization in the sale of its stock to a publicly-traded company. The sale included the transition of various governmental contracts, including those entered into as a result of the small-business status of our client.
- Represented the management shareholders of a regional engineering services company, in connection with the sale of their stock to one of the leading national providers of engineering services. In connection with the transaction, we assisted our clients in the negotiation of various compensation packages including certain equity grants in the acquiring company.
- Advised the owner of a privately held aircraft interior refurbishing company in the sale of substantially all of its assets to a national leader in aircraft interior products. This sale involved the negotiation of complex provisions addressing the costs and risk allocation for very large and complex ongoing projects being acquired in the transaction.
- Counseled a renowned restaurateur in the licensing of its business process and trademarks to third-party operator for the further development of the concept.
Partnerships, Joint Ventures & Strategic Alliances
- Represented a Fortune 50 international manufacturer and marketer of transportation fuels and other petrochemical products and its affiliated MLP in connection with its acquisition of an undivided interest in a to-be constructed 262-mile crude oil pipeline and associated tanks and an undivided interest in a to-be constructed 136-mile crude oil pipeline and associated tanks, along with the various construction, operating, management, service and other commercial agreements among the parties.
- Counseled a Fortune 50 international manufacturer and marketer of transportation fuels and other petrochemical products in connection with the organization, ownership and joint development of an $820 million marine storage facility along the Houston Ship Channel in Pasadena, Texas.
- Advised an emerging back-up electric supply company in the formation and organization of a project finance company to accept funding of approximately $120M, along with the various EPC, operating and service arrangement to be provided by our client.
- Represented a large publicly-traded company in the formation of a joint venture to construct and operate a facility to produce biomass-based diesel and byproducts through the use of a hydro-treating plus isomerization process, and marketing and selling such diesel and byproducts in the United States.
- Counseled a multinational publicly-traded company in connection with the negotiation, drafting and execution of joint venture formed for the purpose of acquiring and processing biomass feedstock into cellulosic biofuel and the marketing and selling thereof.
- Represented a fund manager in connection with the formation and organization of various limited partnerships to manage funds and portfolios specializing in investments of emerging market securities and interests and international bonds.
Securities & Venture Capital Financing
- Represented a real estate development company in connection with the offering and sale of limited partnership and limited liability company interests for various development and acquisition projects.
- Counseled various high net worth individuals and private equity investors in connection with the evaluation and acquisition of securities of companies in various stages of development and operation.
- Representation of various growth companies in the energy, technology, healthcare, life sciences, and real estate industries in the offering and sale of Series A Preferred Shares, convertible notes, and other securities.
- Counseled a fund established for the acquisition of tax lien assets in offering of securities.
- Advised a regional industrial real estate developer in connection with the offering of securities for the acquisition and development of various project assets.
Sale / Purchase of Distressed Assets
- Represented a Singapore-based aviation maintenance company, in the initial bid proposal, negotiation through auction and closing of its acquisition of assets and other leasehold interests out of a bankruptcy estate. We also guided our client through the complex regulatory and national-security related requirements.
Family & Closely-Held Business
- Guide generational ownership transfer of a family-owned manufacturing company through the use of an intentionally defective grantor trust strategy. In addition, we helped establish a governance structure incorporating the various family goals and helped to create an outside advisory board.
Business Counseling & General Services
- Act as outside counsel to organizations lacking in-house legal staff to provide general counseling and advice on strategic development and opportunities, ownership and management planning, succession and transition and other legal needs.
- Representation of individuals and entities in connection with the formation, organization and financing of corporations, limited liability companies and partnerships.
- Counseled various clients in strategic commercial agreements including service, supply manufacturing, and distribution agreements.
Experienced counsel & exceptional service