Bryan Cave Leighton Paisner

Corporate Transactions

Partner - Corporate and Finance Transactions

Rick Miller provides his clients practical business advice to navigate challenging legal issues. Although his primary role is as a business advisor, his legal practice concentrates on mergers and acquisitions and corporate finance, as well as corporate compliance in general and corporate governance in particular. As such, Rick has extensive experience representing public and private corporations and real estate investment trusts (REITs) in connection with complex acquisitions, dispositions, restructuring and joint venture transactions. Rick also advises boards of directors regarding strategic planning, anti-takeover defenses and best practices in corporate governance. He has significant experience representing boards of directors and special board committees in connection with significant corporate transactions, complex related party transactions, disputes with major shareholders, solicited and unsolicited change of control transactions and corporate governance matters generally. Rick also has significant experience in representing both corporations as well as activist shareholders in proxy contests and governance disputes.

Recent Transactions:

Maplewood Senior Living’s acquisition of a large assemblage of properties in New York City’s Upper East Side. Sale of all Party City franchised operations in North and South Carolina to Party City, Inc. Sale of Theragenics Corporation to Juniper Investment Fund. Initial management buy-out of SavaSeniorCare (October 2013) and renegotiation/restructuring of initial transaction (October 2016). Sale of all Party City franchised operations in Arizona and New Mexico to Party City, Inc. Privet Fund’s successful campaign to obtain board representation on the boards of StarTec, Material Sciences and PFSWeb. Sale of Interpoynt LLC. to Fiserv, Inc. Privet Fund’s successful effort to advocate for the sale of J. Alexander’s at a substantial premium for shareholders. Defense of Theragenics Corporation from hostile bid by Eckert & Zeigler. HeatMax acquisition of Grabber, Inc. Theragenics Corporation's acquisition of Core Oncology's iodine customer base. Neenah Paper's acquisition of Wausau Paper's premium paper business. CIVIC INVOLVEMENT & HONORS The Legal 500 United States 2017-2019: M&A: middle-market (SUB-$500M The Best Lawyers in America© (Corporate Law and Mergers & Acquisitions, 2006-2017, 2020,2022,2023) Georgia Super Lawyer (2007-2016) Chambers USA, Georgia, Band 4 (Corporate/Mergers & Acquisitions, 2007-2008; 2013-2022) Martindale-Hubbell, "AV" Pace Academy – Life Trustee, pro bono General Counsel, former Governance Committee Chair University of Georgia Terry College of Business Directors College – Faculty Member and Lead Lecturer