Greg is a shareholder at the firm and a member of the firm's Business, Finance, and Real Estate Department. With a practice focused on business law and business transactions, he has represented a diverse mix of organizations, including Fortune 500, multi-national, and closely-held companies. In addition to transactional assignments and other projects for his business clients, Greg is often requested to assist clients in a capacity similar to that of an in-house general counsel. In that strategic role, he advises clients on the difficult issues and challenging opportunities for businesses. Greg has been recognized in The Best Lawyers in America for Corporate Law, Corporate Compliance and Mergers & Acquistions; in Chambers USA for Corporate/Mergers and Acquisitions; and Super Lawyers for Business/Corporate, Mergers & Acquisitions and Closely-Held Business. Greg has served as an adjunct professor at the Drake University Law School where he taught a class on mergers and acquisitions. Greg is a past Chair of the Business Law Section of the Iowa State Bar Association. He has served on the firm's Executive Committee for many years and is a Vice-President of the firm. He has practiced in many facets of business law, including business acquisitions and divestitures, mergers, joint ventures, contracts, business financing, advising boards of directors, corporate restructuring and reorganizations, franchising, cooperative law, software licensing, and private placements of securities for clients in a wide variety of industries. Among the industries that Greg has represented in various transactions, including the purchase and sale of businesses and mergers, are: manufacturing, agricultural cooperatives, technology, real estate developers, franchising, automobile dealerships, physician and dental practices, building product manufacturers and distributors, implement dealers, food manufacturers, automobile parts manufacturers, petroleum product wholesalers and distributors, vending businesses, equipment leasing companies, and aggregate products companies. Greg's representation of closely-held businesses includes formation, buy-sell agreements, business planning, disputes among owners, and liquidation. Selected Representative Transactions Representation of a subsidiary of a Fortune 500 company in the acquisition of the stock of a property and casualty insurance shell from a publicly-held corporation. Representation of the management group in a leveraged buyout of a manufacturing division of a publicly-held company. Representation of a regional agricultural business in the acquisition of sixteen grain handling and grain marketing facilities. Representation of a Fortune 500 company in the acquisition of assets of a turf and golf course products company. Representation of a multi-national manufacturing company in the acquisition of the assets of a manufacturing company. Representation of a multi-national manufacturing company in the acquisition of a manufacturing division of a multi-national manufacturing company. Representation of a technology company in a sale of its assets to a publicly-held company. Representation of a regional food manufacturing company in the purchase of the assets of a regional juice manufacturing company. Representation of a building materials company in a stock offering to its employees. Formation of and private placement of securities for an agriculture related company. Representation of a rural water district in the sale and transfer of all of its assets to a municipal water works. Borrower's counsel on a $450,000,000 syndicated credit facility. Borrower's counsel on a $275,000,000 syndicated credit facility. Representation over many years with respect to over 40 mergers, consolidations, sale of assets, and purchase of assets involving agricultural cooperatives. Publications Business Acquisitions, Iowa State Bar Association Business Practice Manual (2000, Rev. 2004; Rev. 2010) (Co-Author). Indemnification of Officers and Directors, Iowa State Bar Association Business Law Practice Manual (2004; Rev. 2010). Third Party Legal Opinions, Iowa State Bar Association Business Law Practice Manual (2004; Rev. 2010) (Co-Author). Commercial Law Chapter, Iowa Legal Research Guide (J. Edwards ed. 2003). Issuance of Building Notes by Iowa Agricultural Cooperatives, Iowa Institute for Cooperatives Newsletter (August 2008). Duties of the Board of Directors Under the Iowa Business Corporation Act, 40 Drake L. Rev. 687 (1991) (Co-Author). Director Liability Under Iowa Law - Duties and Protections, 13 J. Corp. L. 369 (1987) (Co-Author) (cited by the Iowa Supreme Court in Cookies Food Products, Inc. by Rowedder v. Lakes Warehouse Distrib., Inc., 430 N.W. 2d 447 (Iowa 1988)). The Relative Priority of A Landlord's Lien and Article Nine Security Interest, 35 Drake L. Rev. 27 (1986) (Co-Author) (cited by the Iowa Supreme Court in Perkins v. Farmers Trust & Sav. Bank, 421 N.W. 2d 533 (Iowa 1988)). Note, A Common Law Cause of Action for the Injured Inebriate, 31 Drake L. Rev. 27 (1985-1986). Speeches Greg is a frequent speaker on business law topics. The following are some of Greg's recent speeches: The New Iowa Limited Liability Company Act, Southwest Iowa Lawyers Conference, Council Bluffs, Iowa (March 6, 2009) (Speaker). The New Iowa Limited Liability Company Act, Iowa State Bar Association, Des Moines, Iowa (November 11, 2008) (Program Chair and Speaker). Business Law Seminar, University of Iowa College of Law, Iowa City, Iowa (November 7, 2008) (Program Chair). Negotiating Employment Agreements and Buy-In Agreements, The Business of Medicine, the Broadlawns Family Practice Residency Program, Des Moines, Iowa (November 5, 2008). Business Transition and Contingency Planning, Executive Forums CEO Peer Group, Johnston, Iowa (July, 2008). Considerations in the Form of Business Organization, The Business of Medicine, The Broadlawns Hospital Family Practice Residency Program, Des Moines, Iowa (November 7, 2007). Business Law Seminar, University of Iowa College of Law, Iowa City, Iowa (September 28, 2007) (Program Chair). Special Recognition The Best Lawyers in America, Corporate Law, 2005-2012; Mergers & Acquisitions, 2011; Corporate Governance, 2012 Chambers USA, Corporate/M & A, 2011 Super Lawyers, Business/Corporate, Mergers & Acquisitions, Closely Held Business, 2009-present Martindale-Hubbell Rating AV® Preeminent Academic Achievements Order of the Coif Associate Articles Editor, Drake Law Review, 1981-1982 Associations & Affiliations American Bar Association Business Law Section Forum on Franchising Iowa State Bar Association Member, Business Law Section Chair, Business Law Section, 2007-2009 Council, Business Law Section, 2002-2004; 2006-present Editor, Business Law Practice Manual, 2009 Subcommittee on Revisions to Iowa Limited Liability Company Act, 2006-present Business Law Section, Legislative Subcommittee, 2006-present Professional Corporation Committee, 1993-1994 Committee on Legal Forms, 1985-1991; Chair, 1988-1991 Polk County Bar Association Lincoln Inn, 2005-present Fellow, Iowa State Bar Association Professional Experience Adjunct Professor, Mergers & Acquisitions, Drake University Law School, 2009-2010 Vice-President, Wilcox Enterprises, Inc., 1976-1979 Community Involvement Board of Counselors, Drake Law School, 1990-1996; Chair, Admissions Committee, 1992-1993; Executive Committee, 1992-1993 Board of Directors, Iowa Chapter of the March of Dimes Birth Defects Foundation, 1993-present Board of Directors and Secretary, Iowa Sports Foundation (Iowa Games), 1996-present Board of Directors, Des Moines Golf & Country Club, 2004-2007 Board of Directors, West Des Moines Community School Foundation, 2010-present Legislative Committee, Iowa Institute for Cooperatives, 1991-present Listed in Best Lawyers® The World's Premier Guide |