Fulbright & Jaworski L.L.P.
- Mergers & Acquisitions
- Securities
- Securities Transactions
- Securities Compliance
- Corporate
As a partner in Fulbright & Jaworski L.L.P.'s Dallas location, Mr. Griffin represents both private and publicly held companies in mergers and acquisition transactions. In his practice, he has represented companies and special committees in a broad range of industries, and has negotiated and advised on a wide variety of acquisition and disposition transactions, including public and private company mergers, stock acquisitions, asset acquisitions, divestitures, auction transactions, defensive strategies, going-private transactions, as well as fiduciary duties of directors and other related matters. He also represents investment banking firms in connection with their roles as financial advisors in mergers and acquisition transactions.
Mr. Griffin is an active member of the American Bar Association's Mergers and Acquisitions Committee, which is comprised of over 3,500 M&A specialists from across the United States, Canada and 38 other countries. He currently serves as Co-Chair of that Committee's M&A Market Trends Subcommittee, which tracks trends in public company and private company M&A transactions, and as Vice-Chair of that Committee's Public Company Acquisitions Subcommittee.
Mr. Griffin is a frequent speaker on merger and acquisition topics, and has spoken at a number of national level programs on mergers and acquisitions topics, including the International Bar Association's Mergers and Acquisitions Conference, the University of Texas Mergers and Acquisitions Institute, and at programs sponsored by the Mergers and Acquisitions Committee of the ABA. Mr. Griffin has also participated in M&A related presentations at Stanford Law School, University of Pennsylvania Law School and Pepperdine University School of Law.
Mr. Griffin also represents clients in securities offerings and compliance, as well as in corporate governance and various corporate law matters. In securities transactions, he represents entities in public and private offerings, including initial public offerings, primary and secondary public offerings, 144A debt offerings, exchange offers, and private placements. In his practice, he routinely advises public entities and individuals in connection with various aspects of federal and state securities laws, including the periodic reporting and filing obligations under the Securities Exchange Act of 1934, corporate governance, proxy solicitations, and responsibilities of directors and officers under federal and state securities laws. He is an active member of the American Bar Association's Committee on Federal Regulation of Securities, which deals with the development and application of the federal securities laws and interacts with the Securities and Exchange Commission, the New York Stock Exchange and the National Association of Securities Dealers.
Significant matters include:
- Representation of a privately held healthcare company in the acquisition of a publicly-held healthcare company in a transaction valued at approximately $120 million.
- Representation of a publicly traded consumer services company in its sale to an international strategic buyer in a transaction valued at approximately $2 billion
- Representation of a publicly traded technology company in an auction process resulting in its sale to a strategic buyer in a transaction valued at approximately $335 million
- Representation of the Board of Directors of a Fortune 150 company in responding to an unsolicited tender offer, including the adoption of a stockholder rights plan
- Representation of a publicly traded oil services provider in connection with its sale to an integrated steel producer in a transaction valued at approximately $2.1 billion
- Representation of a publicly traded national retailer in the acquisition of another publicly traded retail chain by merger in a transaction valued at approximately $567 million
- Representation of a publicly traded petroleum company in securities matters, including an offering of $500 million in senior notes, a debt tender offer for approximately $1 billion in senior secured and senior subordinated notes and an offering of $900 million in new senior notes
- Representation of a publicly traded national retailer in connection with its recapitalization, including a debt tender offer for approximately $275 million in senior subordinated notes, the issuance of $300 million in new senior subordinated notes, an issuer equity tender offer for approximately $160 million of common stock, and the refinancing of its senior credit facility
- Representation of a publicly traded national retailer in connection with an underwritten public secondary offering of approximately $214 million
- Representation of a publicly traded national retailer in connection with its acquisition of another publicly traded retail chain by merger for approximately $100 million in cash
- Representation of a publicly traded financial services company in connection with its sale to a major national bank holding company for approximately $120 million in cash
- American Bar Association
- Mergers and Acquisitions Committee
- Co-Chair - M&A Market Trends Subcommittee
- Vice-Chair - Subcommittee on Public Company Acquisitions
- Project Chair - 2008 and 2009 Strategic Buyer/Public Company Target Deal Points Study
- Committee on Federal Regulation of Securities
- Proxy Statements and Business Combinations Subcommittee
- Mergers and Acquisitions Committee
- State Bar of Texas
- Dallas Bar Association
- M&A Section
- Securities Section (Treasurer 2010)
- The International Who's Who of Mergers & Acquisitions Lawyers (2010)
- The Best Lawyers in America (2008, 2009, 2010)
-
"Texas Rising Star," Law & Politics (2004 - 2008)
- Alumni Academic Hall of Fame, Azusa Pacific University (Inducted in 2004)
- "2009 M&A Deal Point Study: Strategic Buyer/Public Targets," The M&A Lawyer, November/December 2009
- "2008 M&A Deal Point Study: Strategic Buyer/Public Company Targets," The M&A Lawyer, January 2009
- Co-author with Mark Morton, "M&A Targets Today: Seeking Deal Certainty in an Uncertain Environment," Deal Lawyers, Executive Press, May-June 2008
- "Delaware Supreme Court Adopts 'Caremark' Standard in Assessing Director Oversight Liability," Fulbright & Jaworski L.L.P. Client Alert, November 2006
Mr. Griffin is a frequent speaker on mergers and acquisitions topics. Recent presentations include:
- "No Shops and Jumping Bidders: When to Talk and How to Walk," American Bar Association, Denver, Colorado, April 2010
- "Negotiation Trends - 2009 Private and Public Target Deal Points," Dallas Bar Association, Dallas, Texas, December 2009
- "M&A Negotiation Trends Involving Public Targets," American Bar Association, National Webcast, November 2009
- "Public Company M&A in 2009 - Trends and Developments," University of Texas 5th Annual Mergers & Acquisitions Institute, Dallas, Texas, November 2009
- "What to Expect in Antitrust/Competition Policy Affecting M&A," 8th Annual International Mergers & Acquisitions Conference - International Bar Association, New York, New York, June 2009
- "M&A Negotiation Trends Involving Public Targets," American Bar Association, National Webcast, March 2009
- "2008 M&A Strategic Buyer/Public Company Target Deal Point Study," Mergers and Acquisitions Section - Houston Bar Association, Houston, Texas, January 2009
- "M&A in a Distressed Market" - Mergers and Acquisitions Section - Dallas Bar Association, Dallas, Texas, December 2008
- "Responding to Investor Activism" - Rice Energy Industry Directors Conference, Rice University, Houston, Texas, October 2008
- "Public Company M&A: The Revenge of the Strategics?" University of Texas 4th Annual Mergers and Acquisitions Institute, Houston, Texas, October 2008
- "Responding to Investor Activism" - Association of Corporate Counsel - Houston, Texas, June 2008
- "M&A Negotiation Trends Involving Public Targets," American Bar Association, National Webcast, February 2008
- "Securities and Corporate Law Update" - Program Chair, PLI/BOWNE, Dallas, Texas, January 2008
- "M&A Nuggets," Mergers and Acquisitions Section, Dallas Bar Association, Dallas, Texas, September 2007
- "Shareholder Access and SEC Developments," Securities Section, Dallas Bar Association, Dallas, Texas, March 2007
1996 - J.D., cum laude, Pepperdine University School of Law
1991 - B.S., magna cum laude, Accounting, Azusa Pacific University
Mr. Griffin is licensed to practice in Texas and is admitted to practice before the Supreme Court of the United States. Mr. Griffin is also a Certified Public Accountant.




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