- While at the SEC, Mr. Garris was the primary architect of Regulation M-A, the current federal regulatory scheme for mergers and acquisitions, and supervised the adoption of the Cross-Border Tender Offer Exemptions, the current federal regulatory scheme for cross-border tender offers (SEC Releases Nos. 33-7759 and 33-7760, October 1999).
- Authored the SEC’s 1998 release amending the beneficial ownership reporting rules by creating a “passive investor” category for Schedule 13G and providing significant interpretive guidance on attribution of beneficial ownership between related entities and determining passive/non-passive investment intent.
- Spearheaded the SEC’s first enforcement cases against the fraudulent use of mini-tender offers and authored the SEC’s interpretive release on mini-tender offers in 2000.
- Adjunct professor of law at Georgetown University Law Center, where he taught the course Takeovers, Mergers and Acquisitions from 1996 - 2010.
- Counsel to a worldwide leader in automotive safety in connection with corporate, securities and mergers and acquisitions.
- Counsel to a number of large investment firms and financial services firms with respect to beneficial ownership reporting, proxy and tender offer issues.
- Counsel to the leading provider of electronic road shows for capital raising transactions in the United States and worldwide.
- Counsel to one of the world’s largest home improvement companies.
- Counsel to a restaurant company in the successful defense of a proxy contest led by a group of hedge funds.
- Counsel to a technology company in the successful defense of a hostile takeover.
- Counsel to the director nominees of an acquirer in the successful hostile acquisition of a U.S. pharmaceutical company.
- Counsel to a technology company in its buyback of common stock and related settlement of a proxy contest by a significant shareholder of the company.
- Counsel to the third-largest integrated poultry company in the United States in defense of a hostile takeover and subsequent negotiated sale for $1.25 billion.
- Counsel to a large investment bank acting as a financial advisor for a $9.2 billion reverse Morris Trust spin-off and merger of telecommunication companies.
- Counsel to various investment banks acting as financial advisors in M&A transactions.
高级法律顾问,
Clients benefit from the insight Dennis gained during his time as the head of the SEC's Office of Mergers & Acquisitions. As the primary architect of Regulation M-A, the current federal regulatory scheme for mergers and acquisitions, he is well aware of how to structure business combinations to ease the proverbial red tape.