Drew N. Bagot
dbagot@bagotlaw.com                                                                                                             
214 369 1800

Large Firm Experience – Responsiveness – Personal Client Service


Drew Bagot is the shareholder of Drew N. Bagot, P.C., established by Drew after 37 years of large law firm practice and experience advising businesses in virtually all aspects of their day-to-day operations and business transactions.  These include  business formation and organization, choice of entity, mergers and acquisitions, securities and corporate finance, venture capital and private equity, corporate governance and counseling, technology transactions, employment and agency agreements and restrictive covenants, litigation management and litigation avoidance.

Drew’s clients have included companies in virtually every major industry and have ranged in size from start-ups to large, international corporations with areas of high practice concentrations in financial institutions, insurance and health care-related businesses.

His experience includes corporate, securities, administrative, regulatory, legislative and litigation, complex litigation management, business governance and growth strategies, business acquisitions, mergers, asset purchases, stock purchases, corporate reorganizations and restructurings, strategic alliances and joint ventures, exchange transactions, financial and lending transactions, private equity and public finance matters and real estate acquisition and leasing transactions.  He has also acted as outside general counsel to many companies.

He represents financial institutions, lenders and borrowers with regard to lending, real estate finance and mortgage lending, loan documentation and restructuring, and workout and foreclosure matters with respect to commercial and residential real estate projects.

Drew has extensive experience in all aspects of the insurance industry, insurance company formation, acquisition, state admission and licensing matters, compliance, market conduct issues, administrative and regulatory hearings and insurance holding company issues. He has represented insurance-related entities in all aspects of acquisition, expansion, agents and brokers and has been involved in many reinsurance matters, treaty restructuring and commutation as well as company supervisions, rehabilitations, receiverships, wind downs, liquidations and run-offs. He has represented reinsurance and insurance companies, brokers, agents and intermediaries, producers, third party administrators, professional employer organizations and claims adjusters.

In the health care field, Drew has represented physicians, hospitals, health insurers, TPAs, and other health care-related entities in various transactional matters, finance, real estate, insurance regulation, administrative, compliance and regulatory matters.  These include joint ventures among providers and with physicians, mergers, acquisition and sale of practice groups, insurance, formations of practice management and physician associations.  He has assisted with real estate acquisitions, leasing and development of health care-related projects, the Federal anti-kickback act, Stark Law compliance and HIPAA.

Drew has had the pleasure of counseling individuals on their personal and legal financial planning, real estate, trust, employment-related issues and business-related succession planning.  He serves as trustee of several personal trusts.

Drew has also been engaged to serve as an expert witness on issues related to corporate, financial, financial institutions, lending, insurance, health care matters and related litigation and administrative hearings. He has assisted clients with commercial and complex litigation class action suits, ERISA litigation, workers’ compensation, PEO, technology, intellectual property matters and non-competition covenants. Drew has been an officer, director and shareholder of several insurance and reinsurance companies and was a member underwriter at Lloyds of London for 12 years.

Drew has served many area nonprofit organizations on their boards and in leadership positions including the Rotary Club of Park Cities, St. Mark’s School of Texas, Juvenile Diabetes Research Foundation and Dallas Symphony Orchestra.  He was chairman of the board of trustees of Timberlawn Psychiatric Research Foundation and president and chairman of the board of TACA, a major umbrella funding organization for the Arts in Dallas.

Representative Experience and Matters

§  Representation of individuals, small, medium, mid-cap and large corporations in corporate, financing transactions, contracts, management of intellectual property matters, and consulting on all types of business and commercial transactions

§  Representation of financial institutions on loan documentation, problem credits, collection matters and bank regulatory issues

§  Experienced in obtaining certificates of authority, licenses and registrations in all U.S. jurisdictions for insurance and reinsurance companies, surplus lines insurers, captive insurers, risk retention and risk purchasing groups, self-insured retention programs, producers, agents and brokers, third party administrators, utilization review companies and claims adjusters, reinsurance intermediaries, and preferred provider networks

§  Experienced in insurance company system regulatory compliance, mergers, acquisitions and change of control, annual registration statements, affiliate transactions and material transaction notifications

§  Regularly provides counsel to producers, agents and brokers, reinsurance intermediaries, third party administrators, claims adjusters and others with regard to producer and insurance services, regulatory matters and implementation of compliance programs

§  Representation regarding drafting of agreements with producers, administrative service providers and reinsurance intermediaries, regulation of reinsurance arrangements, credit for reinsurance and commutations and assumptions reinsurance, cancellation and non-renewal issues, claims compliance, bank insurance sales programs and privacy regulations

§  Management of commercial litigation in the insurance and health care fields including termination of MGA and MGU agreements, joint ventures and other business relationships, copyright infringement, fraudulent conveyances, breach of contract, complex class action suits, non-competition agreements, corporate governance control matters, agreements with health care providers and third party administrators, workers compensation rating, retro adjustments and plan litigation 

§  Experienced in managing litigation with respect to large self-insured retention claims and disputes including multi-million dollar litigation involving a professional employment organization on a self-insurance program for workers compensation claims and bad faith

§  Extensive experience with regard to insurance company/agency impairment and insolvency, issues with guaranty funds, financial examinations and investigations, market conduct examinations, supervision, receivership and liquidation matters, serving as special counsel for the runoff of three major property and casualty insurance companies

§  ERISA counseling, disability, medical claim and benefits litigation, fiduciary litigation and stop loss recoveries and TPA, agent, broker liability

§  Extensive experience in hearings before the Office Of Administrative Hearings, administrative hearings and appearances before Texas Department of Insurance and assisting in matters before commissioners or superintendents regarding regulatory issues across the country

§  Management of intellectual property matters and assisting with intellectual property in the insurance and health care industries for a variety of clients, patent infringement, non-competition, covenant litigation

§  Representation of seller in an asset sale involving sale of personal goodwill, substantial corporate organization and tax issues of a large financial services company

§  Representation of a major insurance company with regard to an ERISA employee benefit welfare plan successfully defending the litigation in Federal District Court, the United States Court of Appeals for the Fifth Circuit and filed brief on petition for writ of certiorari to the Supreme Court of the United States

§  Representation of the reorganization and sale of a large Texas manufacturing company to a publicly held German company

Memberships & Affiliations

§  Texas Bar Foundation, Fellow

§  Federation of Regulatory Counsel (Insurance)

§  State Bar of Texas (Business, Health Care and Litigation Sections)

§  Dallas Bar Association (Tort and Insurance, Health Care and Litigation Sections)

§  Dallas-Fort Worth Hospital Council

§  National  Health Lawyers Association

§  Defense Research Institute (DRI)

§  Park Towers Homeowners Association, past president and board member

§  Rotary Club of Park Cities

Bar Admissions

§  State Bar of Texas, 1973

§  U.S. Supreme Court, 1976

§  U.S. Court of Appeals, Fifth Circuit, 2001

§  U.S. Tax Court, 1980

§  U. S. District Court, Northern District of Texas, 1980

§  U. S. District Court, Eastern District of Texas, 2006

Education

J.D., Dedman School of Law, Southern Methodist University, 1973

B.B.A, (Finance and Real Estate), Cox School of Business, Southern Methodist University, 1970

Graduate work, Southwest Graduate School of Banking, Southern Methodist University, 1970