Gary applies more than 30 years of corporate experience to the business needs of his clients, from public company mergers or private acquisition programs to fiduciary duty and governance issues. A member of the Technology, Manufacturing & Transportation team, Gary has advised some of the largest companies in their respective industries. His corporate legal work has included:
•Advising bus and ambulance maker Collins Industries on board governance, benefits, stock buy-back plans, reverse stock splits, acquisitions of new subsidiaries, negotiation of credit facilities and other matters.
Representing manufacturer Latshaw Enterprises on commercial matters, acquisitions, board governance matters, a going-private transaction and the sale of the company.
Represented the controlling shareholder of an exchange-listed company in structuring, negotiating and closing a $1.4 billion joint venture and merger that also provided long-term development financing, under a structure that reduced federal tax liabilities by approximately $220 million.
Represented a New York Stock Exchange (NYSE) listed Fortune 500 company in an activist shareholder dispute and related proxy battle.
Advised the board of directors of a Nasdaq-listed company in an auction process and $45 million acquisition by a Korean entity.
Gary has counseled boards of directors and senior management of listed companies on complex fiduciary duty and governance issues such as going-private transactions, activist shareholder proxy contests and takeover defenses.
Specifically, Gary's experience includes structuring, negotiating and documenting public and private stock purchase, asset purchase and merger transactions, including tender offers and joint ventures, structuring and implementing national acquisition programs, representation of real estate investment trusts in acquisition and capital formation transactions, and counseling issuers in connection with Securities Act and Securities Exchange Act compliance and disclosure. He has also represented issuers, private investment funds and accredited investors in early-stage venture capital and pre-initial public offering (IPO) capital formation rounds.
Gary's work with boards of directors comprises counseling regarding activist shareholders, independent committees, crisis management and corporate governance best practices. He also counsels boards and management regarding implementation of multiple class equity structures, including tracking stock and nonvoting common stock.
Gary leads the Husch Blackwell Acquisition Process Management Committee, which is developing service methods that deliver faster, more efficient, high quality acquisition services and transaction management.
Awards and Recognitions
The Best Lawyers In America, Securities/Capital Markets Law, 2010-2014
•Chambers USA, Corporate/Mergers & Acquisitions, 2003-2014
•Martindale-Hubbell AV Preeminent
•Missouri & Kansas Super Lawyers, Mergers & Acquisitions, 2005-2013
Federal Bureau of Investigation, Kansas City Citizen's Academy
•Junior Golf Foundation of Greater Kansas City, First Tee Program, Board of Directors, 2006-present
Primary securities, mergers and acquisitions and corporate counsel for Collins Industries Inc., a manufacturer of ambulances and small school buses. Handled issues involving public offerings, board governance, benefits, stock buy-back plans, reverse stock splits, deregistration with the Securities and Exchange Commission, acquisitions of new subsidiaries and negotiation of credit facilities.
•Outside general counsel for Latshaw Enterprises Inc. and its five subsidiaries. Assisted with an array of issues, including commercial matters, acquisitions, board governance matters, a going-private transaction and the sale of the company.
•Represented the controlling shareholder of an exchange-listed company in structuring, negotiating and closing a $1.4 billion joint venture and merger that also provided long-term development financing, under a structure that reduced federal tax liabilities by approximately $220 million.
•Represented a NYSE-listed Fortune 500 company in an activist shareholder dispute and related proxy battle.
•Advised the board of directors of a Nasdaq-listed company in an auction process and $45 million acquisition by a Korean entity.
•Represented a Fortune 500 public company in an activist shareholder dispute, auction process and sale to a domestic competitor.
•Counseled a Fortune 500 listed company in connection with the $280 million acquisition of its largest franchisee group.
•Represented a Fortune 500 NYSE-listed company in a $145 million registered direct offering of common stock.
•Represented a NYSE-listed Fortune 500 company in the structuring and adoption of a shareholder's rights plan and examination of anti-takeover provisions.
•Represented a Nasdaq-listed public company in the structuring and adoption of a shareholder's rights plan along with additional anti-takeover provisions.
•Advised in the 2007 sale of Interconnect Devices Inc., which makes precision electronic components.
•Counseled Wilbert Plastic Services, a plastic thermoforming company, in the acquisition of a subsidiary and an activist shareholder proxy battle.
•Advised in the sale of RV Products, a manufacturer of air conditioners for recreational vehicles.
•Represented the underwriter in an initial public offering for Schuff Steel Co.
•Advised in the sale of sausage producer Normac Foods Inc. to an affiliate of McDonald's Corp.
8.05.10 Impacts of the Dodd-Frank Wall Street Reform and Consumer Protection Act on Executive Compensation and Corporate Governance
2.17.10 SEC Issues Interpretive Guidance on Disclosure of Business or Legal Developments Regarding Climate Change and Related Issues
Energy & Natural Resources Alert
2.05.10 FTC Announces Decreased Hart-Scott-Rodino Thresholds for 2010
2.01.10 DOJ Announces $900,000 Settlement with Smithfield Foods for Gun Jumping
1.14.10 Financial Institutions: A Year of Change and Challenges
Seminar Kansas City, MO
12.28.09 SEC Clarifies Transition Rules and Effective Dates for Expanded Disclosure Requirements
10.30.09 SEC Defers SOX 404 Attestation Requirement for Smaller Companies
10.01.09 NYSE Proposed Amendments to Corporate Governance Listing Standards
8.11.09 Proposed Rules Expand Compensation and Corporate Governance Disclosure Requirements for Public Companies
7.15.09 SEC Approves Amendment to NYSE Rule 452
In The News
5.23.14 Chambers USA 2014 Gives Husch Blackwell High Rankings in Nine Areas of Law; 40 Attorneys Recognized
Energy & Natural Resources Healthcare, Life Sciences & Pharmaceuticals Real Estate, Development & Construction News Release
10.16.13 In Missouri, 76 Husch Blackwell Attorneys Named 2013 Super Lawyers & Rising Stars
8.16.13 Best Lawyers 2014 Names 109 from Husch Blackwell, 13 Lawyers of the Year
Healthcare, Life Sciences & Pharmaceuticals Real Estate, Development & Construction Financial Services Energy & Natural Resources News Release
6.03.13 Husch Blackwell Receives High Rankings, Praise from Clients in Chambers USA 2013
11.01.12 Husch Blackwell Advises on $126 Million Sale of Kansas City Board of Trade
10.15.12 A Combined 84 Husch Blackwell Attorneys are Named 2012 Super Lawyers and Rising Stars in Missouri and Nebraska
8.23.12 2013 Best Lawyers Includes 106 Husch Blackwell Attorneys in 56 Practice Areas and 7 States
6.12.12 Husch Blackwell Receives Top Rankings from Chambers and Partners
Real Estate, Development & Construction News Release
4.13.12 Kansas City Business Journal: Husch Blackwell Partner Gary Gilson Discusses Emerging Markets for Mergers & Acquisitions News Coverage
10.19.11 Super Lawyers 2011 Names 71 Husch Blackwell Attorneys from Missouri and Nebraska; an Additional 15 Listed as Rising Stars