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In the News

Debra Hatter in the San Antonio Business Journal: Eagle Ford Shale boom prompting a rush of M&A activity

Merger and acquisition activity is booming as South Texas’ Eagle Ford Shale emerges as one of the nation’s hottest petroleum plays, according to industry observers. >>



Recent Publications

Hart-Scott-Rodino Act: Annual Jurisdictional Thresholds Revisions

The Federal Trade Commission (FTC) recently announced its annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) jurisdictional thresholds. >>

Bloomberg Law Reports Guest Article: Buyer Beware - Social Media Due Diligence in M&A

Over the last few years, communication has advanced tremendously due in part to new and improved technology. One of the major advancements in electronic communication has been the creation of social media sites (e.g., Facebook, Twitter, MySpace, LinkedIn, YouTube, and various interactive blogs). >>

Law360 Guest Article: Executory Contracts With Multiple Personalities

Rejection of a contract in bankruptcy may not always accomplish a debtor’s goal to shed ongoing contractual obligations and liabilities, especially when dealing with employee benefit plans. >>

Weathering the Storm: Can Executory Contracts Have Multiple Personalities? The Fifth Circuit Finds an Asset Purchase Agreement Amended an ERISA Plan

Rejection of a contract in bankruptcy may not always accomplish a debtor’s goal to shed ongoing contractual obligations and liabilities, especially when dealing with employee benefit plans. On October 13, 2011, the Fifth Circuit Court of Appeals highlighted this issue in its opinion in Evans v. Sterling Chemicals, Inc. regarding the treatment of a pre-bankruptcy asset purchase agreement which contained a provision addressing the debtor-acquiror’s post-closing ERISA retiree benefit plan obligations to its new employees resulting from the transaction. >>



Debra Gatison Hatter

Partner

Houston


1221 McKinney Street
Suite 2100
Houston, Texas 77010
T +1 713.547.2615
F +1 713.236.5437

Areas of Practice

Education

  • J.D., University of Pennsylvania, 1994, Editor, University of Pennsylvania Law Review
  • B.S.E., Mechanical Engineering, University of Pennsylvania, 1991

Bar Admissions

  • Texas
  • Pennsylvania

Judicial Clerkships

Honorable Clifford Scott Green, U.S. District Court, Eastern District of Pennsylvania, 1994-1995

Debra Hatter's practice encompasses a broad spectrum of corporate and securities transactions and matters with an emphasis on:

Mergers and Acquisitions, Restructuring

  • Representation of public and private companies in mergers and acquisitions and restructurings in a diverse range of industries including, the restaurant and food services, technology, energy, media, telecommunications, chemical, retail, financial, software and waste industries
  • Experience with a variety of transactions including stock and asset purchases, joint ventures, purchasing cooperatives and strategic partnerships
  • Counseling on commercial matters and Hart-Scott-Rodino Act (HSR) compliance
  • Advise on the transfer and acquisition of technology assets including websites, domain names, social networking accounts and other online marketing tools

Private Equity, Venture Capital, Emerging Businesses

  • Experience representing investors, portfolio companies and emerging businesses
  • Experience with a variety of debt and equity investment structures
  • Formation of private equity funds

Securities and Corporate Governance

  • Experience in public offerings and private placements of debt, equity and ABS
  • Experience in 1934 Act compliance
  • Advice on corporate governance matters

Professional Honors

  • Voted a "Texas Super Lawyer" (Texas Monthly, 2010)
  • 2009 Executive Volunteer of the Year Award - Youth About Business M&A Camp

Recent Speeches and Publications

  • Article - "Buyer Beware: Social Media Due Diligence in M&A" Bloomberg Law Reports (January 2012)
  • Article - "Damages Limitations in NDAs and Confidentiality Agreements, co-author (January 2012)
  • Speaker - CLE presentation on Ethical Issues in Social Media (January 2012)
  • Article - "Executory Contracts With Multiple Personalities" Law360 (November 2011)
  • Article - "Streamlining HSR Act Reporting" Law360 (July 2011)
  • Article - "Swimming in Unsettled Waters: Fiduciary Duties and LLCs" Houston Lawyer (July/August 2011)
  • Speaker - "Negotiation Skills for Business Lawyers" (2007)
  • Speaker - "Practical Issues in Commercial Arbitration Agreements" (2007)

Selected Representative Experience


Investment in Peninsula Compost Company, LLC
Represented Waste Management, Inc., in an investment in Peninsula Compost Company, LLC (PCC), which operates a composting facility in Wilmington, Delaware.

Acquisition of Intellectual Property Assets of Ometric Corporation
Represented Halliburton Energy Services, Inc. in its acquisition of intellectual property assets of Ometric Corporation, a South Carolina corporation.

Acquisition of Onshore Seismic Data and Multi-Client Data Library Business of Petroleum Geo-Services ASA
Represented Geokinetics, Inc. in its purchase of onshore seismic and multi-client library business of PGS Onshore, Inc.

Purchase of Assets
Represented Waste Management Bagco, LLC in the purchase of substantially all of the assets of TUBS, Inc's Bagster® business.

Acquisition of Majority Interest
Represented Waste Management and its subsidiaries in a roll-up transaction by its contribution of assets and properties of two joint ventures to 1-800-Pack-Rat, LLC. Waste Management led the negotiations as a result of receiving a majority equity interest in 1-800-Pack-Rat, LLC along with board control. The transaction included the simultaneous contribution of assets and properties in exchange for equity by six other joint venture partners and franchisees to 1-800-Pack-Rat, LLC.

Representation of Public Waste Company in Acquiring Electronic Waste Recycling Assets
Represented international public waste company in multiple asset acquisitions involving electronic waste recycling.

Representation of Public Waste Company in Asset Acquisitions
Represented international public waste company in multiple asset acquisitions involving disposable waste container retail businesses.

Representation of Public Waste Company in Asset Acquisitions
Represented international public waste company in multiple asset acquisitions involving disposable waste container retail businesses.

Asset Purchase Agreement by and between WM Universal Waste Lamptracker 2, Inc. and Earth Protection Services, Inc.
Represented international public waste company in multiple asset acquisitions involving electronic waste recycling.

Sale of Restaurants to Venture Fund
Represented a major public restaurant company in the sale of more than 120 restaurants to a venture fund.

Acquisition
Represented foreign offshore drilling company as U.S. counsel in its takeover of a competitor.

Acquisition of Municipal Gas System
Represented natural gas distribution company in acquisition of municipal gas system.

Debt Financing - Start-Up Investment Bank
Represented start-up investment bank in debt financing.

Acquisition - Restaurant Chain
Represented full service regional restaurant chain in acquisition of restaurants.

Acquisition of Industrial Facilities
Represented international public waste company in acquisitions of new business units

Acquisition
Represented publicly traded waste company in acquisition of majority interest in a composting company.

Acquisition
Represented private equity sponsor in leveraged buyout of home interior company.

Asset Acquisition
Represented strategic buyer of software company in an asset acquisition.

Corporate Restructuring - National Restaurant Chain
Represented bondholders of national restaurant chain in corporate restructuring.

Asset Sale to Private Equity Fund
Represented seller of independent yellow pages companies in asset sale to private equity fund and creation of new entity.

Asset Acquisition of 23 Franchised Restaurants
Represented investor group in asset acquisition of 23 franchised restaurants.

Debt and Equity Investment
Represented hedge funds on an on-going basis with respect to debt and equity investments in publicly traded companies.

Equity Investment
Represented public telecommunications company in investment in web-based gaming business.

Divestment of Equity Interest - Major Public International Oil Company
Represented major public international oil company in divestment of its equity interest in publicly traded midstream energy service company.

Acquisition of Minority Interest in Korean Restaurants
Represented public international full service restaurant chain in acquisition of minority interest in Korean restaurants.

Sale of National Party Store Retailer
Represented national party store retailer in sale of 3 retail stores.

Secondary Sale of Limited Partnership Interest to Investment Fund
Represented public energy company seller in secondary sale of limited partnership interest to investment fund.

Series A Financing
Represented private software company in Series A financing.

Investment Fund in Divestment of Equity Interest
Represented investment fund in divestment of equity interest in publicly traded mobile communications company.

Formation of Strategic Joint Venture
Represented international public waste company in formation of strategic joint venture with multiple locations.

Private Equity Purchase
Represented private equity portfolio company in yellow pages industry in purchase of an additional directory.

Investment Fund Representation
Ongoing representation of investment funds, buyers and sellers providing advice on pre-merger compliance under the Hart Scott Rodino Antitrust Improvements Act, and federal securities laws in connection with transactions.

Formation of First-Time Private Equity LBO Fund
Represented private equity fund sponsor in formation of first-time private equity LBO fund.

Acquisition of Franchised Restaurants
Represented public restaurant company buyer in acquisition of franchised restaurants.

Acquisition of a Pipe Distribution Business
Represented energy technology company in acquisition of a pipe distribution business.

Sale of 40 Restaurants
Represented international casual dining chain in sale of 40 restaurants.

Sale of Majority Interest
Represented email marketing company in sale of majority interest to Australian public company.

Reorganization and Merger and Creation of New Entity
Represented seller of multi-unit developer of retail mattress chain to pre-IPO private equity fund portfolio company in reorganization and merger and creation of new entity.

Series C Financing
Represented investors in Series C financing of technology company.

Memberships

  • Former Director, Houston Area Urban League
  • Co-Founder and Past Chair, Houston Bar Association, Mergers and Acquisitions Section
  • Advisory Board, Youth About Business M&A Camp
  • Affiliate Member, National Association of Investment Companies
  • Member, Women's Energy Network
  • Member, National Bar Association
  • Member, American Bar Association

Online Publications

01/30/2012 - Hart-Scott-Rodino Act: Annual Jurisdictional Thresholds Revisions
The Federal Trade Commission (FTC) recently announced its annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) jurisdictional thresholds.

01/26/2012 - Bloomberg Law Reports Guest Article: Buyer Beware - Social Media Due Diligence in M&A
Over the last few years, communication has advanced tremendously due in part to new and improved technology. One of the major advancements in electronic communication has been the creation of social media sites (e.g., Facebook, Twitter, MySpace, LinkedIn, YouTube, and various interactive blogs).

11/15/2011 - Law360 Guest Article: Executory Contracts With Multiple Personalities
Rejection of a contract in bankruptcy may not always accomplish a debtor’s goal to shed ongoing contractual obligations and liabilities, especially when dealing with employee benefit plans.

11/03/2011 - Weathering the Storm: Can Executory Contracts Have Multiple Personalities? The Fifth Circuit Finds an Asset Purchase Agreement Amended an ERISA Plan
Rejection of a contract in bankruptcy may not always accomplish a debtor’s goal to shed ongoing contractual obligations and liabilities, especially when dealing with employee benefit plans. On October 13, 2011, the Fifth Circuit Court of Appeals highlighted this issue in its opinion in Evans v. Sterling Chemicals, Inc. regarding the treatment of a pre-bankruptcy asset purchase agreement which contained a provision addressing the debtor-acquiror’s post-closing ERISA retiree benefit plan obligations to its new employees resulting from the transaction.

07/21/2011 - Law360 Guest Column: Streamlining HSR Act Reporting
On July 7, 2011, the Federal Trade Commission announced that it had finalized changes proposed in August 2010 to the Hart-Scott Rodino Antitrust Improvements Act (“HSR”) and to the Premerger Notification and Report Form (“form”) required to be filed by companies with the FTC and Antitrust Division of the U.S. Department of Justice (collectively, the “agencies”) in connection with certain acquisitions that meet the requisite thresholds and are not exempt.

07/11/2011 - Important Changes to HSR Act Reporting Requirements
On July 7, 2011, the Federal Trade Commission (“FTC”) announced that it had finalized changes proposed in August 2010 to the Hart-Scott Rodino Antitrust Improvements Act (“HSR”) and to the Premerger Notification and Report Form (“Form”) required to be filed by companies with the FTC and Antitrust Division of the U.S. Department of Justice (collectively, the “Agencies”) in connection with certain acquisitions that meet the requisite thresholds and are not exempt.

05/13/2011 - FTC Premerger Notification Office Revised Position on the Use of Escrows
Recently, the Premerger Notification Office (“PNO”) issued a statement to clarify the use of escrows in connection with transactions subject to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”).

09/10/2010 - Proposed Changes to the Hart-Scott Rodino Act and the Premerger Notification and Report Form
Recently, the Federal Trade Commission (“FTC”) proposed changes to the Hart-Scott Rodino Antitrust Improvements Act (“HSR”) and to the Premerger Notification and Report Form (“Form”) required to be filed by companies with the FTC or Antitrust Division of the U.S. Department of Justice (“Agencies”) for their review of certain proposed transactions with a value in excess of $63.4 million (the current size of the transaction threshold).

01/16/2009 - Hart Scott Rodino Act: Annual Jurisdictional Thresholds Revisions and Civil Penalties Adjustments
The Federal Trade Commission (FTC) has announced its annual revisions to the Hart Scott Rodino Antitrust Improvements Act of 1976 (HSR Act) jurisdictional thresholds. The revised thresholds will become effective on February 12, 2009 and will apply to all transactions closing on or after that date.

01/28/2008 - Annual Revisions to HSR Act Thresholds
 

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