Jess C. Frey

Special Counsel

Jess Frey practices in the areas of contracts, corporate transactions, business, real estate and finance, focusing on business and finance transactions ranging from acquisitions, divestitures and mergers to general contract matters, formation for large and small companies and governance. He represents individuals, start-ups, small businesses and public companies (including master limited partnerships) in various industries, including chemical plants, construction companies, real estate investors and developers, management companies, oil and gas companies, waste management companies, doctors and insurance companies, assisting with their growth, planning and day-to-day operations. His background in chemical engineering gives him an understanding of the business challenges that chemical plants face and assists him in formulating creative solutions for his clients. 

Jess’ practice includes representing both banking or lending institutions and borrowers in financing transactions; private placements of equity and debt; drafting and negotiating contracts, such as service agreements, supply agreements, Purchase Order terms and conditions, construction contracts, purchase agreements, acts of sale, leases, servitude agreements, loan documents, mortgages, employment agreements, operating agreements, joint venture agreements, management agreements and pipeline contracts.

Experience Highlights:

  • Represented companies in connection with service agreements, supply agreements and Purchase Order terms and conditions.
  • Represented a leading waste management company in connection with its acquisition of private companies.
  • Represented a leading Houston-based energy advisory firm that specializes in acquisitions and divestitures in the exploration and production sector in connection with the sale of all of its stock to a public international investment bank and diversified financial services company.
  • Represented a master limited partnership in connection with its acquisition of a petroleum products pipeline and related financing.
  • Represented an investment bank in connection with the delivery of its fairness opinion to the conflicts committee of a master limited partnership.
  • Represented an independent energy management company in connection with the sale of all of its assets to a leading privately held energy management firm.
  • Represented a private millwork and construction services company in connection with the sale of all of its assets to a public company that is the leading supplier of construction products, materials and services across Europe and North America.
  • Represented a public concrete company in connection with the sales of its assets in various states as part of its divestiture program.
  • Represented a private power plant company in connection with an equity investment by an energy private equity fund.
  • Represented an electronic cooperative in connection with the acquisition of a participation interest in a 900-megawatt coal-fired power generation facility.
  • Represented energy companies, master limited partnerships and underwriters in initial public offerings and follow-on equity and debt offerings.
  • Represented energy companies and master limited partnerships in private placements of equity and debt securities.

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