Richard L. Waggoner
Richard Waggoner focuses his practice on (i) sell-side M&A transactions, (ii) real estate joint ventures, (iii) acting as outside general counsel for his clients, and (iv) governance matters.
Richard has spent over 30 years representing hundreds of clients on buy-side and sell-side M&A transactions. Over the last decade, he has focused on the sell-side helping many of his long-time clients and new clients achieve successful sales of their companies. Prior to a client engaging in a sell-side transaction, Richard thoroughly explains the steps to be taken to properly prepare in order to maximize value, reduce negotiating contingencies, and reduce post-closing claims. He advises sell-side clients on the different transaction types (asset sale, equity sale, or merger), the different sale processes (single buyer negotiation, limited auction, or full auction), whether to engage an investment banker, and explains the overall steps in the sale process (confidentiality agreement, due diligence, letter of intent, negotiation of definitive transaction documents, closing, and post-closing). Richard is there for his clients at every step of the sell-side M&A process.
Richard has assisted numerous real estate investors and owners in negotiating all aspects of their joint ventures, including as to formation, financing, governance, operations, reporting, and exit. His real estate joint venture work includes distribution centers, hospitality assets, multi-family projects, office buildings, raw land, and retail projects.
Richard’s sharp legal acumen and sophisticated understanding of complex corporate issues developed over decades of experience have allowed him the opportunity to serve as a valued outside general counsel for a variety of companies, including several private equity-controlled portfolio companies. Having been personally involved in assisting clients with almost every kind of business or legal issue, Richard regularly acts as a valued legal advisor and business counselor for clients.
Richard is widely recognized as a corporate governance lawyer who regularly advises boards of directors, board committees, and other governing authorities on complex governance matters.
Richard is known for his high level of client service and responsiveness and has a well-earned reputation for being practical and proactive in crafting and implementing creative solutions to difficult business issues and legal issues.
B.A., with high honors, The University of Texas at Arlington
J.D., cum laude, Texas Tech University School of Law
Private Equity Transactions
- Lead attorney on sale of Dallas-based technology company to PE-backed buyer
- Lead attorney for PE platform company’s purchase of multi-location eye care group in Colorado
- Lead attorney on $60 million sale of Kansas oil and gas interests to PE-backed buyer
- Lead attorney on PE-backed insurance services provider’s purchase of equity of California-based specialized services provider
- Lead attorney on PE-backed energy service company’s sale of assets of its South Texas Division
- Represented North American trucking company in sale to private equity backed portfolio company
- Lead attorney on European PE firm’s portfolio company’s first US acquisition
Mergers & Acquisitions
- Lead attorney for national nutrition company in its $1.65 billion sale to a private equity firm and Canadian teachers’ pension plan
- Lead attorney on sale of assets of bank services provider
- Lead attorney on sale of assets of division by bank equipment and services provider
- Represented oil field services company in sale to a portfolio company
- Represented gas compression company in its sale of gas compression units to a Texas-based oil and gas company
- Lead attorney on purchase of oil and gas interests and management company by U.S. subsidiary of Australian public company
- Lead M&A attorney on sale of specialized lender to prominent US bank
- Lead attorney on sale of US technology company to NYSE company
- Represented independent directors of a public company for the proposed sale of the company
- Represented shareholders of a public company–including family members–in preparation and filing of their Schedules 13D and amendments to them and Forms 3, 4, and 5
- “Best Lawyers in Dallas,” D Magazine – 2019-2020
- The Best Lawyers in America (Woodward/White Inc.)
- Corporate Law, 2016-2022
- Texas Super Lawyer – Mergers & Acquisitions, Super Lawyers by Thomson Reuters, 2013-2016
- AV Preeminent, Martindale-Hubbell