Patrick O. Waddel

The following are a sample of representative transactions handled by Mr. Waddel:

Occidental Petroleum Corporation – Worked with senior in-house counsel to finalize acquisition and related agreements for the acquisition with Occidental Common Stock of a wholly-owned subsidiary of a local NYSE company; completed due diligence; assisted the completion and gathering of all closing documents and closed the transaction ($54M).

MCN Corporation – Represented a wholly-owned subsidiary in its acquisition of a substantial ($150M) number of oil and gas working interests owned by Prudential Life Insurance Company in the Anadarko Basin of Oklahoma; organized and supervised due diligence team; participated in and supervised all documentation; advised senior management through closing.

Linear Films, Inc. – Organized this Company and served as Corporate Secretary; participated in the design of its financial structure and initial capitalization; participated in contracting for plant construction and acquisition, as well as equipment purchases; represented this Company in its initial and subsequent public offerings; participated in the defense of an unfriendly tender offer for this Company. Served as General Counsel to this Company while in private practice and as such hired outside counsel where and when needed, monitored and directed their activities including the defense of a major patent dispute.

Clyde Petroleum, Inc. – Was a publicly-held company registered under the laws of Scotland whose stock was listed on the London Stock Exchange (now part of Gulf Canada); organized its U.S. domestic subsidiary in 1975 and participated with its General Counsel in the acquisition and divestiture of numerous companies including acquisitions relating to three North Sea (Dutch Sector) gas companies acquired from Newmont Mining Corporation for a purchase consideration of approximately $232,000,000; participated in legal matters involving its South America assets acquired from Burmah Oil Limited; participated in financing transactions for this group of Companies in excess of $400,000,000.

Kimberly-Clark Corporation – Negotiated and documented contracts for a new plant facility relating to its long-term energy requirements for natural gas and electricity under the State of Oklahoma’s Industrial Gas/Electrical User Program.

Chrysler Corporation – Participated with the legal staff of Chrysler in the acquisition of Thrifty Rent-A-Car, Inc. Responsible for the following: review of acquisition documents and structure; formation of acquisition subsidiary; State of Oklahoma Takeover Act matters and Oklahoma securities law filing/exemption applications; due diligence review and analysis of contracts.

LafargeHolcim, Ltd. – Environmental permitting and bonding of beneficial reuse sites.

Represented and participated in negotiating the acquisition and disposition of numerous private corporations.

Mr. Waddel holds memberships, professional licenses and listings with the following:

• Oklahoma Bar Association
• State Bar of Texas
• Missouri Bar Association
• American Bar Association – Sections of Corporate, Banking and Business Law
• Tulsa County Bar Association
• Fellow, Oklahoma Bar Foundation
• Numerous Federal District Courts
• United States Supreme Court
• AV rated in Martindale-Hubbell Legal Directory
• Best Lawyers in America – Corporate

Jones, Gotcher & Bogan, P.C.’s corporate representation is primarily related to small and mid-sized closely-held corporations who rely upon the firm to provide general advice as well as specialized expertise. This involves organizational, operational and commercial problems encountered by privately held businesses.

In the area of publicly held companies, firm lawyers have handled both public offerings and private placements of securities, general issues of securities law compliance, and investments. The firm also has experience as local counsel in takeovers, takeover defenses, and proxy contests.

As the current trend of mergers and acquisitions among various business entities continues to soar, Jones Gotcher remains uniquely positioned to assist business clients as either the buyer or seller in these transactions. The firm’s substantial experience in this area allows Jones Gotcher to offer a complete legal service to its corporate clients.

Established in Tulsa, Oklahoma in 1964, Jones, Gotcher, & Bogan, P.C. is a full-service law firm, widely known for premier practices in the areas of civil litigation, construction and surety law, family law, estate planning, and business transactions. From the time we opened our doors, the attorneys at Jones Gotcher have insisted on practicing law with integrity. More than fifty-five years later, we still insist on high standards.

As a mid-sized firm, we are large enough to accept any assignment— but never at the expense of personal attention. The attorneys at Jones Gotcher are dedicated to achieving results for their clients while also maintaining the highest standards of legal excellence and integrity. Representing a variety of clients ranging from Fortune 500 companies to local businesses and individuals, our clients derive superior value based on our firm’s efficient and cost-effective service structure coupled with our attorneys’ collective experience and expertise.

Jones Gotcher recognizes that involvement in professional associations in the community is an important aspect of professionalism and supports the development of valuable relationships that help meet clients’ needs. Over the years, the firm has fostered three State Bar Association Presidents, five Tulsa County Bar Association Presidents, and an American Bar Association Board of Governors member, two State Court Judges and two Federal Court Judges. Our attorneys are regularly listed in client and peer nominated rankings such as Super Lawyers, Rising Stars, AV Preeminent Lawyers, Best Lawyers, Oklahoma 40 under 40, and other honorary recognitions.