Gary C. Ivey

• Represented a restaurant company in the $300 million refinancing of its senior secured credit facility and related tender offer for its $175 million in outstanding public debt.
• Represented an issuer in the successful defense of a hostile proxy solicitation by a group of activist shareholders, who had sought to elect a minority slate of directors.
• Advised a private equity firm with regard to the securities law aspects of its $3.9 billion acquisition of a publicly traded telecommunications company.
• Represented a restaurant company in the $65 million sale of real estate properties to a real estate investment trust.
• Represented a retail company in the $93 million registered public offering of its common stock.
• Represented a retail company in the $50 million refinancing of a credit facility.
• Led the recapitalization of an issuer client, including a $92 million private placement of equity, a $175 million institutional private placement of senior debt, tender offers for $455 million aggregate principal amounts of public debt previously outstanding, and $420 million of senior secured credit facilities.
• Represented an issuer in its registered exchange offer of debt securities and follow-on private exchanges with an aggregate value of $120 million.
• Represented a publicly traded manufacturer in its $231 million strategic acquisition of a publicly traded company with a complementary product line.
• Advised issuers in connection with inquiries into their historical stock option grant practices and other potential whistleblower situations.

Gary Ivey, formerly co-coordinator of the firm’s corporate practices, is a retired partner in the Corporate Transactions & Securities Group and is a seasoned transactional lawyer and corporate counselor. He concentrated his practice in the areas of public and private offerings of equity and debt securities, including Rule 144A transactions, tender offers, exchange offers, restructurings and recapitalizations, mergers and acquisitions, going private transactions and corporate governance, particularly focused on public company representation. His clients covered a variety of industry sectors, including retail, restaurant and food service, manufacturing, automotive, media, and sports and entertainment.

Gary was recognized in Super Lawyers magazine and in The Best Lawyers in America^© in the corporate, mergers and acquisitions and securities law areas. He advised public company boards of directors and board committees regarding fiduciary duties in the context of fundamental corporate transactions and ongoing operations, as well as compliance with Sarbanes-Oxley, Dodd-Frank and rules and regulations of the SEC, the NYSE, and NASDAQ.

Gary received his J.D. degree in 1981 from Stanford Law School, where he was a member of the Stanford Law Review, and his undergraduate degree in 1978 from the University of North Carolina at Chapel Hill.

Bar Admissions

• North Carolina

Education

• Stanford University (J.D., 1981)
• The University of North Carolina at Chapel Hill (B.S., 1978)

Memberships