Stephanie L. Chandler
Stephanie Chandler knows the value of hard work. Stephanie got her first job at age 11, juggled three jobs in high school, and worked her way through college, earning a finance degree with highest distinction from the University of Nebraska, before attending law school at the University of Virginia. Today, she brings that same deep-seated work ethic to representing her clients, rolling up her sleeves and working alongside them to help achieve their business goals.
Stephanie believes strongly in partnering with her clients, helping them build their businesses. Her track record of working with clients from the earliest stages of their development through significant liquidity events, typically in the role of outside general counsel managing the legal issues related to each growth stage, allows her to bring a uniquely broad-based perspective to the matters she handles.
Stephanie gets involved early on with her companies and walks with them through their entire growth cycle.
One of those early successes was Rackspace, an IT hosting company that began in its founders’ dorm room at Trinity University and has since grown into an NYSE-listed company with a market capitalization of $6.69 billion and more than 200,000 business customers in 120 countries. Stephanie was part of a team that structured the initial outside investments by the local investor community in the fledgling company and continued to represent the outside investors as the company grew. She continues to work with Geekdom, an initiative started by Rackspace’s founder to spur the next generation of cloud-based technology companies, having represented portfolio companies, the parallel investment fund in its investments in portfolio companies, and investors in the fund. Another was Dixie Iron Works, a small, privately held oilfield services company based in Alice, Texas. When the company’s founder was ready to retire and exit the company, Stephanie helped develop a creative strategy to transfer ownership of the company to its president. Since then, Dixie Iron Works has grown into a hundred million-dollar revenue company that conducts business worldwide, with Stephanie continuing to serve as its outside general counsel. As these examples attest, Stephanie excels at working with clients from the ground floor up, taking the time to get to know their businesses and developing creative solutions to help them achieve their objectives.
B.S.B.A., with highest distinction, University of Nebraska, Lincoln
J.D., University of Virginia School of Law
- Articles Editor, Virginia Journal of Law and Technology
- Program Director, Action for a Better Living Environment (ABLE)
Stephanie represented NuStar Energy L.P. in a $115 million refinery sale and represented CST Brands, Inc. in its $2.4 billion spinoff from Valero Energy Corp. in a deal that created the second-largest publicly traded fuel and convenience merchandise retailer in North America.
Energy Industry Mergers and Acquisitions
- Representation of one of the largest independent liquids terminal and pipeline operators in the nation in its acquisition of a refined products terminal in Linden, N.J. in a $142.5 million transaction.
- Representation of seller of terminal assets and related pipeline in Texas and New Mexico, including pipeline serving military base and related government contracts.
- Led the team advising the publicly traded seller of a refinery and related terminal, pipeline and feedstock assets for $115 million, including negotiation of the asset purchase agreement and complex transition and employee services agreements.
- Representation of a large publicly traded master limited partnership in the sale of its joint venture interest in an interstate pipeline company valued at more than $36 million.
- Representation of purchaser of all of the equity interests in a company that owns crude oil, diesel, naphtha, and vacuum gas oil storage facilities, in a transaction valued at approximately $45 million.
Technology Industry Mergers and Acquisitions
- Acquisition of electronic file transfer software company by a publicly traded technology company to strategically broaden product portfolio.
- Restructure of technology-related assets in connection with $120 million syndicated secured credit facility to finance leveraged management buyout of services company.
- U.S. counsel in acquisition of software providing solutions to the oil and gas industry globally, including 3D seismic geomodeling applications by Canadian-based seismic technology company.
- Assisted large construction firm with multiple acquisitions with due diligence review of software licenses, electronic document retention policies, issued patents and other technology related documentation in conjunction with acquisition of engineering firm specializing in power plant development and operation and ancillary software companies.
- Acquisition of technology consulting services company by traditional bricks and mortar oil and gas industry parts manufacturer.
Family-Owned Business Mergers and Acquisitions
- Representation of a privately held Texas-based electric utility and telecommunications engineering firm in its sale to a private equity backed national engineering firm.
- Represented construction firm in the acquisition of a major industrial services provider that serves Fortune 500 clients, providing a wide range of enhanced services in engineering, construction, maintenance, turnarounds, and fabrication.
- Represented regional family owned sign manufacturing and installation business in its sale to a company rolling up regional providers in the industry.
- Buyer representation in acquisition of family-owned oilfield equipment manufacturing and distribution company through leveraged management buyout resulting from long-term succession planning.
Public Company Offerings, Compliance and Corporate Governance
- Represented issuer in registration on Form S-1 of secondary offering by selling stockholder of $470 million in issuer’s common stock.
- Represented newly registered spinco in $2.4 billion spinoff of retail operations from Fortune 50 NYSE-traded energy company and related 144A offering.
- Offering and subsequent registration by NASDAQ listed company of $13.7 million in common stock utilizing a Private Investment in Public Equity (PIPE) structure.
- Tax free spin-out of public subsidiary in the technology space from publicly traded parent in the telecommunications space.
- Served as primary company counsel for newly NYSE-listed $2.4 billion market cap public company in development of all disclosure controls and procedures for all financial reporting, insider trading policies, committee charter adoption, board meeting calendar addressing all regulatory requirements, board meeting processes and procedures including board book content best practices and other governance processes and procedures. Engagement, due to this being the result of a Form 10 spinout transaction, was to build these systems from the ground up given client’s newly constituted board, committees and executive management team.
- Contested proxy solicitation related to amendments to publicly traded company’s formation documents to modify shareholders rights and permit stock split through authorization of additional shares.
Tech Equity Financings
- Fund counsel in formation of early stage technology fund and follow-on fund.
- Representation of investor group in multiple investments in oilfield data collection, storage, visualization and decision analytics software as a services provider used to manage production and pipeline systems.
- Private placement of multiple series of preferred stock by energy storage application company, including negotiation of financing by state-sponsored early stage investment fund.
- Investor representation in frac water treatment venture through multiple rounds.
- Private placements of common stock and private placement of convertible debentures by medical device company.
- Negotiation of $22 million credit facility financing real estate acquired in connection with the acquisition of dealerships by a privately held heavy equipment dealer.
- Team member in a $67 million financing of the purchase of natural gas plant and pipeline assets.
- Assisted in the development of a services agreement contract regimes for multiple application service providers in the healthcare industry and related privacy compliance analysis.
- Assisted in the development of a new software, service and maintenance contract regime for a biometric technology vendor.
- Prepared standardized end user licensing approach for document management software company to assist in the successful targeting of clients in the AmLaw 100.
- Assistance with adoption of open source licensing structures and ancillary fee for service business models.
- Assistance with providing e-commerce related solutions:
- Assistance in the development of policies in relation to security and enforceability for online transactions.
- Assist in the capacity of outside special counsel to energy derivatives trading firm in conjunction with their data acquisition technology solutions, technology law compliance issues and all software licensing issues.
- Recognized as one of 100 national Influencers in the area of Law, American City Business Journals, 2018
- Women’s Leadership Award, San Antonio Business Journal, 2017
- Chambers USA: America’s Leading Lawyers for Business, 2019-2021
- Ranked for Technology: Corporate & Commercial – Texas, 2020-2021
- Ranked for Corporate/M&A – Texas: San Antonio & Surrounds (Band 1), 2020-2021
- Recognized Practitioner in Technology: Corporate & Commercial – Texas, 2019
- The Best Lawyers in America (Woodward/White Inc.), 2017-2022
- Business Organizations (including LLCs and Partnerships), 2017-2022
- Mergers and Acquisitions Law, 2019-2022
- Texas Super Lawyer, Super Lawyers by Thomson Reuters, 2020-2021
- Who’s Who in Energy, American City Business Journals, 2012-2015
- Outstanding Lawyer, San Antonio Business Journal, 2011
- “Best S.A. Lawyers” List, San Antonio Scene, 2009, 2012-2015, 2017-2021
- Business & Corporate
- Energy & Oil & Gas
- Intellectual Property
- Mergers & Acquisitions
- “San Antonio’s Outstanding Women in Law,” San Antonio Scene, 2021
- Texas Rising Star, Super Lawyers – Rising Stars by Thomson Reuters, 2005-2014
- 40 Rising Stars Under 40, San Antonio Business Journal
- 13 Outstanding Young Professionals Under 30, San Antonio Scene, 2004
- ATHENA Organizational Leadership Award, North San Antonio Chamber of Commerce, 2014
- Young Professional Award for Community Service, North San Antonio Chamber of Commerce, 2010
- “Raising Capital from New Money and Old Money: Crowdfunding and Family Offices,” February 2014
- “Enterprise Data Security for the Securities Lawyer,” The UT School of Law 2013 Conference on Securities Regulation and Business Conference on Securities Regulation, February 2013
- “Are You Prepared For Anonymous? Securities Lawyers Need To Address Cybersecurity Risk,” 35th Annual Conference on Securities Regulation and Business Law, February 2013
- “Significant Changes for Small Business Administration 8(a) Program,” JW Opportunity in Economic Crisis, March 2011
- “Comments Due on SEC Proposed Amendments to Definition of Accredited Investor,” JW Corporate & Securities E-Alert, February 2011
- “Opportunities for International Entrepreneurs and Investors,” December 2010
- “Is it Time to Create a Social Media Policy? Employee Online Postings May Create Liability for Unwary Employers,” JW Techlaw E-Alert, March 2010
- “With Increasing Merger and Acquisition Activity, Be Sure to Consider Some Recent Cases that Could Impact the Transaction,” JW Corporate & Securities E-Alert, February 2010
- “Inside the Minds: IP Portfolio Management,” February 2010
- “Beware: Twitter-Squatting and Its Successors,” JW Techlaw E-Alert, January 2010
- “Is It Time to Review Your Website Policies?,” JW Techlaw E-Alert, May 2009
- “Computers, Internet and the Web: New Legal Issues for Corporate Leadership,” October 2008
- “How to Look for Investors for Your Business Venture,” Boerne Business Monthly, October 2008
- “Raising Capital: Securities Law Compliance Related to Private and Public Offerings and Resales of Shares – PowerPoint,” September 2008
- “Raising Capital: Securities Law Compliance Related to Private and Public Offerings and Resales of Shares,” September 2008
- “What Are You Keeping in the Hen House?: Managing Document Retention,” April 2008
- “The Foundation: Your Checklist for Creating the Proper Base for Building Your Business,” Entrepreneurship & Venture Planning Class, Trinity University, April 2008
- “Deemed Export Rule for Technology Companies,” JW Techlaw E-Alert, December 2007
- “Technology-Related Policies and Procedures: Employee Policies, Document Retention, Privacy and Intellectual Property,” State Bar of Texas In-House Counsel Boot Camp, August 2006
- “Your Company Should Use Web Tracking Data as a Legal Tool,” JW Techlaw E-Alert, April 2006
- “Is Data and Software Solution Standardization the Wave of the Future?,” JW Techlaw E-Alert, September 2005
- “Licensing, Partnerships and Alliances,” UTSA Management of Technology Association Presentation, August 2005
- “External Software Infringement Audits: Develop Your Response Plan,” JW Techlaw E-Alert, September 2003
- “ECopyright Law Handbook: Chapter 2,” 2002
- “Preparing your Music Client for Web Distribution“, 22 Hastings Comm/Ent L.J., 1999
- “High Tech Boxing Match: A Discussion of Copyright Theory Underlying the Heated Battle Between the RIAA and MP3ers,” 4 Va. J.L. & Tech. 5, March 1999
- Panelist, “Powering Through Crisis: Tips and Guidance for Crisis Management,” Center for Women in Law’s 2019 Women’s Power Summit, April 2019
- Moderator, “Igniting Change in Healthcare,” ACG Central Texas, August 2018
In the News
- “M&A 2021: A Year Beyond ‘Even the Wildest Expectations’,” The Texas Lawbook, February 2022
- “Women in Law,” San Antonio Women, July/August 2021
- “Court’s Expansion of Attorney Immunity Could Change How Texas Lawyers Practice,” Texas Lawyer, May 2021
- “San Antonian Creates Tool to Pinpoint H-E-B Curbside Service Slots,” The Rivard Report, April 2020
- “H2O Midstream Announces Acquisition Of Sabalo Energy Produced Water Assets And Close Of 15-Year Agreement,” August 2019
- “Mergermarket: Texas M&A Plummeted in H1 2019,” The Texas Lawbook, July 2019
- Mentioned, “EN Engineering Forms a Strategic Partnership with Texas Utility Engineering,” ENengineering.com, January 2019
- San Antonio Medical Foundation, Board of Directors
- Chair Elect
- Grant Committee, Chair
- Executive Committee
- United Way, Board of Directors, Campaign Committee Member
- Masters Leadership Program, Board of Directors, Co-Chair of Economic Development Day
- Boerne Education Foundation, Board of Directors
- RealCo Accelerator, Mentor
- South Texas Women’s Energy Network
- Former President of the Board
- Former Program Development Chair
- Greater San Antonio Chamber of Commerce
- Energy and Sustainability Committee of the Public Affairs Council, Former Chair
- Steering Committee for Leadership San Antonio XXIX
- Leadership San Antonio XXVIII class, Graduate, Vice President
- North San Antonio Chamber of Commerce
- LeadSA’s SustainAbility program, Former Chair
- CFO Forum Planning Committee
- Board of Directors, 2011 – 2016
- Family Services Association of San Antonio
- Board of Directors (2004-2011), Former Chair
- Program Evaluation Committee, Former Co-Chair
- Advisory Council for University of Texas at San Antonio College of Engineering, 2006 – 2014
- Texas Research & Technology Foundation, Board of Trustees, Investment Committee Member, 2017-2019
- San Antonio Clean Technology Forum, Advisory Board, 2008-2017
- A Practical Guide to Raising Capital – Raising capital is one of the most important activities that emerging companies engage in. To be successful, it requires planning, good counseling, and common sense.
- Top Gotchas: What Missteps Do Early Stage Companies Make? – In the effort to move the ball forward as quickly as possible, entrepreneurs consistently make the same missteps. If these minor missteps could be avoided, then the foundation for success could be better laid and the future less complex.
- Doing Business with the Government and Big Business: Certification Options – Certification agencies were formed with the theory that there is a substantial community benefit by building community-based small businesses. Companies like yours, just starting or in a growth stage, can benefit from the wide-range of services offered by certification agencies.
- Formalizing Your Firm: LLC Versus S Corporation Versus C Corporation – As we work with entrepreneurs in setting up the structures for their new ventures, one of the first questions we are asked is what is the right entity to use.
- The Foundation: Your Checklist for Creating the Proper Base for Building Your Business – Analysis of when you should formalize structure.
- KISSing SAFEly or SAFEly KISSing: The New Financing Instruments for Startups – Overview of new financing vehicles for raising capital.
Hot Issues in Technology
- Are You Prepared for Anonymous? Securities Lawyers Need to Address Cybersecurity Risk
- Business Leaders Must Address Cybersecurity Risk
- Computers, Internet and the Web: New Legal Issues for Corporate Leadership
- What Are You Keeping in the Hen House? Managing Document Retention
- Records Management and Document Retention
- Technology-Related Policies and Procedures: Employee Policies, Document Retention, Privacy and Intellectual Property
Stephanie’s practice emphasizes:
- Securities transactions, reporting and compliance
- Mergers and acquisitions
- Technology licensing and commercialization
- General corporate work
Her clients include:
- Startup companies commercializing innovations in information technology and biotechnology
- Closely held businesses
- Private investors and private equity and venture capital firms
- Large privately held and publicly traded companies
Industries she serves include:
- Software, cloud & cybersecurity
- Healthcare and life sciences
- Oil and gas companies operating in the upstream, midstream, refining and distribution sectors
- Family offices
- Transportation and logistics