Biography
For over 30 years, Philip has helped clients structure, negotiate and close real estate and business transactions.
Philip’s real estate practice has primarily focused on acquisitions and divestitures of commercial and industrial real property, leasing transactions (including ground leases and sale-leasebacks), and development projects. He has assisted clients with many types of real estate, including multifamily properties, shopping centers, office buildings, industrial facilities, ranches, university and municipal properties, and timberland and other unimproved land.
Philip has also represented clients in a broad variety of other business transactions. In private M&A transactions, he has represented private-equity clients in platform and add-on acquisitions, as well as strategic buyers seeking to enhance their industry position; he has also represented the owners of numerous companies being sold. He has helped structure and form a wide variety of joint ventures, including for construction projects, energy ventures, and major infrastructure developments. Philip has significant experience in the use of limited liability companies, S corporations and other business entities, for the formation of start-up companies, the restructuring of existing businesses, and in preparation for generational changes in ownership.
Philip’s clients have included general and specialty contractors, real estate developers, upstream and midstream energy companies, fabricators, distributors, PE funds, investors, professional firms, and non-profits, among many others. In each case, Philip takes care to ensure his client understands the legal risks and benefits of the transaction. Many clients are experts in their business but novices in major business transactions. Clients who have never sold a business before, for example, may be understandably confused by the complex legal and contractual jargon in a typical business-sale agreement. Philip knows how to translate those terms and concepts into plain English and explain their real-world significance and consequences. He also helps clients efficiently navigate the transactional process, minimize delays, and best address issues as they arise.
Prior to joining his first firm, Vinson & Elkins, in 1985, Philip served as a judicial law clerk to Hon. Malcolm R. Wilkey of the U.S. Court of Appeals for the District of Columbia Circuit.
Education
- University of Virginia School of Law – J.D., 1984
– Order of the Coif
– Articles Development Editor, Virginia Law Review - Tulane University – B.A. History, summa cum laude,1981
Recognitions & Distinctions
- AV rated by Martindale Hubbell Peer Review rating, the highest rating possible
- Best Lawyers in America 2023, 2024: Real Estate Law
Representative Experience
Real Estate Transactions
- Represented multifamily property developer in separate sales of three Houston-area apartment complexes and acquisition of tract for future multifamily development.
- Represented alumni association in ground leases in heart of Texas A&M University campus for development of new park and alumni facility.
- Represented golf course developer in ground lease and economic development agreement with City of Baytown, Texas for innovative new golf course.
- Represented specialty engineering firm in sale-leaseback of headquarters complex and other facilities for $39 million.
- Represented real estate developer in development of shopping center in Fort Bend County, Texas.
- Represented global energy company with respect to brownfield redevelopments of legacy industrial sites.
Business Transactions
- Represented major commercial and residential waste collection business in Central Texas in sale of its assets.
- Represented distributor of specialty industrial products in its equity acquisition of another such company, for $22 million, and in acquisitions of four smaller companies.
- Represented private equity fund in its platform acquisition of the equity of a national specialty contractor for $32 million.
- Represented light-industrial products and services company in its asset acquisition of a distributor of such products for $19 million.
- Represented specialized services company in its equity sale to a non-U.S. buyer for $19 million.
- Represented a provider of specialized retail services in its equity acquisition of a marketing company for $22 million.
- Represented private company in contribution of its Eagle Ford shale energy properties in central Texas to joint venture with major institutional investor, in $300 million transaction.
- Represented major pipeline company in consortium’s development of a cross-border natural gas pipeline from offshore Nova Scotia to Boston area.
Memberships & Affiliations
- State Bar of Texas: Business Law Section; Real Estate, Probate, & Trust Law Section
- Houston Bar Association: Mergers & Acquisitions Section; Real Estate Section
- American Bar Association: Business Law Section
Admissions
- State Bar of Texas (1985)