Jackson Walker L.L.P. :: James S. Ryan, III
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Practice Areas
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Biography
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James S. Ryan, III is an experienced transactional lawyer who has helped clients with securities offerings, roll-up transactions, mergers, acquisitions, and divestitures, joint venture formations, and liquidations of business assets inside and outside of bankruptcy. He also provides clients with advice regarding securities compliance, including compliance with the Sarbanes-Oxley Act.
Mr. Ryan's track record of working with clients from the earliest stages of their development through significant liquidity events allows him to bring a uniquely broad-based perspective to the matters he handles. His clients have ranged from newly formed entities funded by seed capital or venture capital to public companies with market capitalization in the billions of dollars. Mr. Ryan has worked with clients in a variety of industries and has particular experience assisting clients in the healthcare services industry.
Mr. Ryan's experience provides him with a background that enables him to:
- Make constructive suggestions to resolve difficult situations
- Negotiate effectively on the client's behalf
- Handle multiple client projects simultaneously without compromising quality of service
Mr. Ryan emphasizes responsiveness in providing legal services to his clients, meaning that he:
- Concentrates on understanding and meeting client expectations with respect to each phase of each project
- Returns phone calls and e-mail correspondence promptly and is available for consultation before, during, and after business hours
- Produces work product that accurately reflects transaction terms within expected time frames
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Representative Matters
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Led the legal team for a publicly held physician practice management and surgery center business in connection with the simultaneous acquisition of two businesses in the same field — one privately held and one publicly held. Aggregate transaction value exceeded $200 million.
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Represented an Atlanta-based healthcare services company in connection with:
–Venture capital financing
–Secured loan transactions, including negotiation of an acquisition line of credit
–Serial acquisitions of healthcare services businesses, including surgery centers, cancer centers, physician practices and sleep centers
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Coordinated a sale in bankruptcy by a publicly held healthcare services business — including interests in over 20 surgery centers jointly owned by our client and physician groups — to a Nashville-based publicly held surgery center company.
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Over a period of several years, worked on behalf of an Irving, Texas, based diagnostic pathology services business in matters including:
–Its sale of an interest in a Miami-based pathology practice
–Asset-based borrowing transactions
–A recapitalization in connection with an additional investment by existing venture capital investors
–Ultimately, a $120 million recapitalization in which the buyer purchased equity owned by the venture capital investors and others, while management retained an equity investment in the surviving entity
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Worked on behalf of several home health providers in connection with sales of their respective business to industry consolidators.
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Coordinated legal efforts on behalf of a group of franchisees in connection with their purchase and reorganization of a well-known Texas-based chain of retail optical dispensaries. Subsequent representation has included legal work in connection with the transition of the system from a franchising model to a cooperative model.
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Developed an expertise in roll-up transactions involving simultaneous consummation of multiple acquisitions and an initial public offering. Consummated roll-up transactions on behalf of companies engaged in:
–The physician practice management and ambulatory surgery center business
–The dental and orthodontic practice management business
–The electrical contracting business
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Represented a St. Louis-based bank holding company in four separate underwritten public offerings of trust preferred securities, each with net proceeds ranging from approximately $40 million to $60 million.
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Negotiated on behalf of a Dallas-based investment fund related to its interest in several transactions, including:
–A $75 million investment in an entity that owns and operates farmland and ranching operations in the southern portion of South America
–Formation of a Swiss reinsurance company in which our client's investment totaled approximately $175 million and aggregate transaction value was approximately $300 million
–Formation with another fund of a business to acquire power generation assets in Latin America. Total equity committed is in excess of $100 million
–Equity investments in and secured loans to entities engaged in the tax lien lending and residential property rehabilitation businesses
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Organized and provided legal assistance to an entity engaged in the retail services business. Matters have included:
–Negotiating and closing initial acquisitions in a private consolidation transaction.
–Negotiation of initial private equity investment.
–Negotiations of executive compensation arrangements.
–Negotiations of an acquisition line of credit.
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Memberships
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Mr. Ryan is a member of the State Bar of Texas, the American Bar Association, and the American Health Lawyers Association. He is also a Fellow of the Texas Bar Foundation.
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Community
Involvement
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Mr. Ryan served as a member of the Board of Directors of Literacy Volunteers of America-Dallas and has participated in bar association activities to battle illiteracy. He is a former member of the Board of Directors of St. Thomas Aquinas School in Dallas, Texas and of the School Board for the Catholic Diocese of Dallas. He served for six years as a member of the Board of Directors of the Dallas Arboretum and Botanical Society and for over ten years as a member of the Board of Directors of the Ursuline Academy of Dallas, including two years as Board Chair. He also has been co-chair of the Biotechnology Initiative for the Greater Dallas Chamber of Commerce. Mr. Ryan currently is general counsel of the Dallas Arboretum and Botanical Society and a member of the Ursuline Academy of Dallas 2033 Vision Plan Task Force.
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Awards
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Mr. Ryan was named a "Super Lawyer" by Thomson Reuters (2003-2009). He is included in The Best Lawyers in America under Corporate Law (2008-2011) and Mergers & Acquisitions Law (2009-2011).
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Admitted
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Education
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B.B.A., Finance, cum laude, University of Notre Dame (IN)
J.D., University of Virginia School of Law
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