Jerry L. Metcalf

Jerry L. Metcalf

  • 713.951.5828
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Of Counsel

  • Thompson & Knight LLP
    811 Main Street
    Suite 2500
    Houston, TX 77002-6129 USA
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Jerry Metcalf focuses his practice on the representation of lenders, borrowers, and privately held companies in a wide variety of both domestic and international transactions. He regularly advises financial institutions and borrowers on structuring and documenting senior and subordinated debt financings secured by or involving accounts, inventory, equipment, real estate, marine vessels, and aircraft. Jerry also frequently represents companies in structuring and implementing purchase and sale transactions involving equity interests and assets.

On the international side, Jerry's expertise encompasses counseling companies as well as individual investors on both inbound and outbound transactions and investments. He has advised clients on cross-border sale and acquisitions, projects and export finance transactions involving Latin America, the European Union, Australia, and New Zealand.

Jerry is Board Certified in Commercial Real Estate Law by the Texas Board of Legal Specialization.


  • Served as counsel for Korea National Oil Corporation and Ecopetrol SA in their acquisition of Petro-Tech Peruana SA, the largest operator of Peruvian offshore oil and gas properties, a $900 million transaction

  • Served as counsel in the sale of the Colombian subsidiary, Omimex de Colombia, Ltd., of Omimex Resources, a Ft. Worth-based oil and gas company, to a joint venture of ONGC and Sinopec, an $850 million transaction

  • Served as counsel for a Wall Street private equity fund in acquiring a $500 million mezzanine energy loan portfolio from a Midwest utility company

  • Served as counsel for two hedge funds in connection with their $80 million equity investment in and subordinated debt financing for the controlling stake of a shallow water Gulf of Mexico oil and gas operator

  • Served as counsel for a Texas-based manufacturing group in their acquisition of the assets of manufacturers of oil field service equipment operating in Texas, Oklahoma, and Ohio and as borrower's counsel for their revolving credit facility

  • Represented an agent bank and arranger extending a $91 million syndicated credit facility secured by a fleet mortgage on marine vessels

  • Represented a commercial bank extending a $75 million term credit facility secured by accounts and inventory

  • Represented the agent bank arranging revolving, construction and term credit facilities aggregating over $90 million for the acquisition and/or construction of 24 vessels covered under a first preferred fleet mortgage

  • Served as lender's counsel for ten different financial institutions in structuring and documenting approximately 60 middle market commercial loan transactions for credit facilities aggregating over $350 million

  • Represented a leading U.S. trench manufacturing company in the negotiation and finalization of a joint venture with a Brazilian partner for commencement of operations in Brazil

  • Advised a Latin American casino and hotel owner in connection with the development of and project finance for a five-star hotel and casino in Lima, Peru

  • Served as counsel for a private equity group in connection with their providing debt and equity financing for start up enterprises as well as mature companies

  • Represented a private lender providing an $8 million term credit facility for a real estate development project located in San Miguel de Allende, Mexico

  • Implemented and executed a cross-border acquisition and development strategy for a U.S.-based company seeking to establish operations in nine countries in the European Union

Prior Experience

  • First Lieutenant, U.S. Army, Adjutant General Corps, 1969-1971


  • The Best Lawyers in America® by Woodward/White Inc. (Real Estate Law); 2010-2019

  • Texas Super Lawyers® by Thomson Reuters (Real Estate, Mergers & Acquisitions); 2004, 2012-2018

Activities (Memberships/Affiliations)

  • Member, Texas Association of Bank Counsel

  • Member, American Bar Association; Business Law Section; Real Property, Probate, and Trust Law Section; International Law Section

  • Member, State Bar of Texas; Real Property, Probate, and Trust Law Section; International Law Section

  • Member, International Bar Association

  • Member, Houston Bar Association; Real Estate Section; International Law Section

  • Fellow, Texas Bar Foundation

  • Interlaw®, Ltd., Board of Directors, 1989-2000; Chairman, 1993-1997; Vice Chairman, 1991-1993

Community Organizations

  • Board of Trustees, Houston Grand Opera, 2004-Present

  • Board of Directors, InterAmerican Chamber of Commerce, 1994-1997

  • President, Kiwanis Club of Houston, 1996-1997

  • Board of Directors, Swiss American Chamber of Commerce, 1989

  • Greater Houston Partnership, World Trade Division

  • Administrative Board, St. Luke's United Methodist Church, 1986-1993