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
Sell-Side M&A Transactions
- Lead M&A attorney for KDC, an award-winning national developer of commercial office buildings, corporate build-to-suit facilities and mixed-use projects, in the (a) sale of a 50% equity interest to Cadillac Fairview, the global real estate arm of the Ontario Teachers’ Pension Plan, and (b) formation with Cadillac Fairview and KDC’s long-time partner, Compatriot Capital, a wholly owned subsidiary of Sammons Enterprises, Inc., of an $800 million U.S. commercial office and mixed-use fund (2021)
- Lead M&A attorney for North Texas-based water company that rents and services water coolers in equity sale to a leading international provider of filtered water solutions (2020)
- Lead M&A attorney for Dallas-based American Group Insurance Service Inc., a top insurance brokerage company in the United States, in the sale of its equity to Integrity Marketing Group, LLC, the nation’s largest independent distributor of life and health insurance products (2020)
- Lead M&A attorney for S.O.T. Abrasives & Equipment, a highly regarded Dallas-based multi-location specialty distributor, in its sale to PE portfolio company (2018)
- Lead M&A attorney for PE portfolio company in auction sale to PE firm (2018)
- Lead M&A attorney for Excentus Corporation, a leading provider of loyalty and coalition marketing solutions, in its sale by merger to PE-owned PDI, a leading global provider of enterprise software solutions to the convenience retail, wholesale petroleum, and logistics industries (2018)
- Lead M&A attorney on PE-backed energy service company’s sale of certain assets (2016)
- Lead M&A attorney on sale of assets of automotive transport division of The Waggoners Trucking to United Road Services, a Charlesbank Capital Partners portfolio company (2013)
- Lead M&A attorney on sale of tile manufacturing division of international manufacturing and distributing company (2011)
- Lead M&A attorney on $60 million sale of Kansas oil & gas interests by Amadeus Energy Limited to PE-backed buyer (2010)
- Lead M&A attorney on sale of global authentication product and services provider Authentix, Inc. to Carlyle Group and J.H. Whitney (2008)
- Lead M&A attorney on $1.65 billion enterprise value sale of GNC (General Nutrition Centers) to Ares Management and Ontario Teachers’ Pension Plan (2007)
Buy-Side M&A Transactions
- Lead US attorney for European investment company in its acquisition of Danish power company (2019)
- Lead US attorney for global investment company in its acquisition of minority interest in Danish company (2019)
- Represented PE portfolio company in add-on acquisition of foreign entity (2018)
- Lead M&A attorney for PE portfolio company’s purchase of multi-location healthcare business (2018)
- Lead US attorney for US and European PE firm in purchase of equity of European and US software provider (2017)
- Represented PE firm in purchase of distributor of electronic measurement solutions (2017)
- Lead M&A attorney on PE firm’s purchase of multi-location healthcare business (2017)
- Lead attorney on PE-backed insurance services provider’s purchase of equity of California-based specialized environmental services provider (2015)
Real Estate Joint Ventures
- Represented investor/developer in the formation of an $800 million U.S. commercial office and mixed-use fund (2021)
- Represented investor in formation of real estate joint venture to purchase approximately 300,000 SF multi-tenant industrial/warehouse facility in Tarrant County, Texas (2021)
- Represented investor/developer in formation of real estate joint venture to purchase and develop eleven acres in Collin County, Texas (2021)
- Represented investor in formation of real estate joint venture to purchase and renovate resort hotel (2020)
- Represented investor/developer in formation of real estate joint venture to purchase and develop retail property in Grand Prairie, Texas (2020)
- Represented investor in formation of real estate joint venture to purchase 46,000 SF multi-tenant neighborhood retail center in Garland, Texas (2020)
- Represented investor/developer in formation of real estate joint venture to develop multi-building warehouse facilities in Denver, Colorado (2019)
- Represented investor in formation of real estate joint venture to purchase 144,000 SF single tenant industrial building in Ellis County, Texas (2019)
- Represented investor/developer in formation of real estate joint venture to purchase and develop five retail/restaurant PAD sites in Mesquite, Texas (2019)
- Represented investor in formation of real estate joint venture to purchase and renovate resort hotel (2019)
- Represented investor in formation of real estate joint venture to purchase and lease-back single-tenant 50,000 SF industrial building on eleven acres in Garland, Texas (2019)
- Represented independent directors of a public company for the proposed sale of the company
- Represented public company in board self-evaluation process
- “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, 2021
- AV Preeminent, Martindale-Hubbell