Jeremy Garvey focuses his practice on securities-related transactions and corporate governance, specifically in connection with private capital financings, public offerings and the organization, funding and ongoing representation of emerging growth technology companies and venture firms. He is a member of Buchanan's Board of Directors and co-chair of the firm's Securities/SEC Practice Group. Jeremy handles the public offerings of securities, representing both issuers and underwriters, and is experienced in the underwritten offerings of equity securities, as well as 144A private placements of high-yield debt securities. In addition, he often works closely with public company issuers on securities law compliance, general corporate guidance, and governance and equity-based compensation issues. Jeremy's clients have included retailers, software and information technology companies, venture capital and private equity funds, drug discovery companies, medical device makers, oil and gas companies, mobile and wearable computer manufacturers, bioinformatics companies, e-commerce providers and facilitators, information services providers, medical device manufacturers, investment banking firms and telecommunication companies. In addition to his private company and securities focus, his practice extends to venture and angel financings, private and public company mergers and acquisitions, complex corporate transactions and all forms of commercial arrangement negotiations. A recent article in ACQ Magazine quoted the president and CEO of client Plextronics, Andy Hannah, describing Jeremy and his team as "a no-nonsense group that manages to merge sophisticated legal skills with practical business judgment." He added, "They provide a unique balance of experience that's as relevant to a public company as it is to an entrepreneurial company like ours." Smart Business Pittsburgh has said that Jeremy's "can-do, will-do approach has been a key factor in [his] track record of spearheading key deals, including Dick's Sporting Goods initial public offering." Jeremy represented Dick's Sporting Goods during the company's 2002 IPO of eight million shares of common stock worth more than $100 million. Some of Jeremy's other recent transactions include: · Representing Dick's Sporting Goods in its securities-related transactions and acquisitions, including its $225 million acquisition of Golf Galaxy (Nasdaq: GGXY) and its $40 million acquisition of Chick's Sporting Goods in 2007; its $370 million tender offer acquisition of Galyan's Trading Company (Nasdaq: GLYN) in 2004; and its $172.5 million issue price 144A Senior Convertible Notes Offering in 2004. · Representing CNX Gas Corporation, a newly formed company comprising substantially all the gas business of CONSOL Energy, in an agented private placement valued at nearly $420 million and CNX Gas' related initial public registration. · Representing international solar cell and printed electronics company Plextronics, Inc., in its $20.6 million Series B financing in 2007; its 2005 convertible note round, its 2004 Silicon Valley Bank financing and its 2003 Series A financing. · Representing Senior plc in four acquisitions of aerospace parts manufacturers over the past two years, including its $85 million acquisition of Capo Industries, Inc. in 2008; its $14.6 million acquisition of Absolute Manufacturing, Inc. in 2007; its $110 million stock purchase of Aerospace Manufacturing Technologies, Inc. in late 2006; and its acquisition of Sterling Machine, also in 2006. · Representing the independent committee of the Wheeling-Pittsburgh board of directors throughout the company's merger with Esmark Inc., which culminated in a transaction that closed with a combined market cap in excess of $1 billion. · Representing Cellumen, which delivers products and services that support drug discovery and development, in its $8.7 million Series B financing that included investments from Safeguard Scientifics, Inc. and PA Early Stage Partners. · Working with client BodyMedia in its 2003, 2005 and 2007 venture financing rounds led by Ascension Health Ventures, DFJ ePlanet Ventures, Draper Triangle Ventures, Saturn Capital and UPMC Health System. · Representing a New Jersey-based bio-therapeutics maker in its $60 million sale to a publicly traded multinational biopharmaceutical corporation. Jeremy is listed in The Best Lawyers in America and was named a Pennsylvania Super Lawyer Rising Star in 2005, 2006 and 2007. In 2005, Jeremy was one of only 134 lawyers nationwide who were specifically named by a client in the BTI survey for delivering "absolutely outstanding client service." Prior to joining Buchanan, Jeremy was a corporate associate with Ropes & Gray in Boston. Publications & Speeches 70 Buchanan Ingersoll & Rooney Attorneys and Specialists Named Best Lawyers in America; Firm Ranks First in Several Categories August 5, 2009 38 Pittsburgh Attorneys Noted in Pittsburgh Business Times for Inclusion in The Best Lawyers in America 2009 List, November 18, 2008 69 Buchanan Ingersoll & Rooney Attorneys and Specialists Honored As Best Lawyers in America, September 26, 2008 Pittsburgh Corporate Finance & Technology Attorney Jeremy Garvey Quoted on AIG and Henry Paulson in Star-Ledger, September 24, 2008 Legal Intelligencer Notes Firm Elections, June 12, 2008 Buchanan Announces Election Results: New Board Members, Advisory Committee and Executive Shareholders, June 5, 2008 Risk Oversight in an Evolving Environment, panelist, KPMG Audit Committee Institute Roundtable, May 20, 2008 Exploring the Audit Committee's Role in IT Governance, panelist, KPMG Audit Committee Institute Roundtable, May 22, 2007 Don't Engage a Transactional Lawyer Too Late, TEQ Magazine, March 2007 Increased Expectations, Evolving Roles Sharpen Focus on Audit Committee Effectiveness, panelist, KPMG Audit Committee Institute Roundtable, Fall 2007 SEC Significantly Changes the Disclosure of Executive Compensation and Related Matters, August 9, 2006 Reforms to the Registered Securities Offering Process, presentation to Society of Corporate Secretaries and Governance Professionals, November 2005 Disney Case Teaches Importance of Following Good Board Process, September 22, 2005 Sarbanes-Oxley Impact on M&A - Focus on 404, presentation to Association for Corporate Growth, April 19, 2005 FAS 123(r) Highlights and Deadlines & Proxy Statement Disclosure Compliance, presentation to Western PA NASPP Chapter, March 6, 2005 What You Should Know about Stock options in M&A, presentation to ABA Section of Business Law, Subcommittee on Negotiated Acquisition, August 8, 2004 Anti-Dilution Protection Key Aspect of Raising Money, April 19, 2004 The Aftermath of Sarbanes-Oxley: A Revolution in Corporate Governance and Accountability, CLE presentation, May 20, 2003 Building a Framework for Effective Audit Committee Oversight, panelist, KPMG Audit Committee Institute Roundtable, May 5, 2003 Complying With New SEC Rules Governing Non-GAAP and Financial Disclosure: Practical Solutions for Complying with the New Rules, April 2, 2003 The ABCs of Venture Term Sheets, panelist, Pittsburgh Technology Council ?Venture Out? program, January 20, 2003 Selection and Use of Advisors, panelist, Pittsburgh Technology Council ?Venture Out? program, December 9, 2002 Corporate Accountability Reforms - Challenges Facing Your Audit Committee, panelist, KPMG Audit Committee Institute Roundtable, November 18, 2002 Where Do Business Plans Go Wrong and What Makes a Business Plan Get Noticed, panelist, Pittsburgh Technology Council ?Venture Out? program, September 23, 2002 What Drives Valuation and Venture Financing Terms: Why Do VCs Always Ask For These Terms and Where Did They Get That Valuation?, August 21, 2002 The Old-New Economy: Are the Rules of Engagement All That Different for Raising Early Stage Capital, August 21, 2002 Affiliations Section of Business Law Task Force on Legal Opinions in Securities Filings and Transactions, American Bar Association Co-chair of the Selection Committee (2002-present), Three Rivers Venture Fair |