MICHAEL J. DENNY

New Bio Pic Color

Introduction

Michael is the managing member of GreenSky Law. Before founding GreenSky Law in 2016, he was a partner with international law firm of K&L Gates LLP and Moore & Van Allen, PLLC. Michael has been practicing business law in Charlotte for 15 years, and before that, he was a CPA in Atlanta. He represents start-ups, public and private companies, management, and boards of directors in a wide range of business, securities, and transactional law matters. He was a member of the Food and Beverage Industry Practice at K&L Gates.

Michael was selected to the North Carolina Super Lawyers – Rising Stars, Securities and Corporate Finance, list for 2011 and 2012.

Education

Indiana University Maurer School of Law, Bloomington, IN
  • J.D., cum laude, 2002
  • Indiana Law Journal, Managing Editor
  • Merit Scholarship, 1999 – 2002
Clemson University, Clemson, SC
  • B.S., Accounting, 1992
  • Calhoun Honors College

Representative Matters

Capital Markets
  • Various private placement, venture capital, and private equity transactions
  • Public snack food company in its issuance of common stock and proxy solicitation for a $1.4 billion merger of equals with a private snack food company
  • Public beverage company in various investment grade debt offerings, including $150 million, $110 million, and $100 million senior note offerings, and a $165 million debt exchange offer
  • Snack food company in its shelf registration of up to $250 million equity and debt securities
  • Biotechnology company in its reverse stock split, exchange offer, and PIPE transaction
  • Canadian public company in its exchange of common stock for $370 million outstanding debt
  • Public business development company in its $100 million senior note offering
  • Public manufacturer of three-dimensional printing solutions in a $20 million PIPE offering
  • Various investments banks in tender offers, consent solicitations, and high-yield debt offerings
Mergers and Acquisitions
  • Beverage company in acquisitions of smaller beverage companies and brands
  • Public snack food company in its $1.4 billion merger of equals with a private snack food company
  • Public online lending company in its $734 million sale to another public company
  • Public professional staffing company in its $431 million sale to another public staffing company
  • Public snack food company in its purchase of a competing snack food company through a bankruptcy court directed auction
General Business Law and Securities Compliance
  • Outside general counsel for various publicly traded companies, including a snack food company, beverage company, title insurance company, and staffing company
  • Corporate governance
  • Registration statements and offering documents
  • Securities Exchange Act reporting
  • Proxy statements
  • Annual shareholders meetings
  • Investor relations and earnings reporting
  • Shareholder activism and takeover defense
  • SEC reviews and correspondence
  • Insider trading policies and stock repurchase programs
  • Contracts and commercial agreements
 Publications
  • A Comparative Study of the Corporate and LLC Laws of North Carolina and Delaware, Business Law Section of the North Carolina Bar Association, author of Part III, “Statutory Comparisons—Shareholder Rights Plans,” 2010
  • LexisNexis Securities Practice Guide, author of Chapter 9, “Navigating the Proxy Rules,” 2009 – 2014
  • K&L Gates Practical Guidebook to the Executive Compensation Disclosure Rules, co-author, 2008 – 2013
  • Companies Should be Prepared for Shareholder Proxy Access Proposals, co-author, TheCorporateCounsel.net, 2011
  • Revisiting Poison Pills after Second Circuit’s CSX Decision, co-author, TheCorporateCounsel.net, 2011
  • Bailing Out Underwater Options Takes Deft Approach, Charlotte Business Journal, co-author, 2009
Presentations
  • The Board’s Role in Mergers and Acquisitions, National Association of Corporate Directors, 3rd Annual Directors College, Carolinas Chapter, 2011
  • Annual Shareholders Meetings for Public and Private Corporations, CLE presentation, 2013
  • Securities Law Update, presentation to the North Carolina Subchapter of the Society of Corporate Secretaries and Governance Professionals, 2013
  • SEC Guidance on Transparency: Unintended Consequences, panel discussion sponsored by the Carolinas Chapter of the National Association of Corporate Directors, 2013
  • High Yield Debt Offerings, CLE presentation, 2005
  • ISS Proxy Voting Guidelines: 2005 Updates for Equity Plans and Executive Compensation, CLE presentation for the Carolinas Chapter of the National Association of Stock Plan Professionals, 2005
Professional Activities
  • North Carolina Craft Brewers Guild, 2016 – Present
  • NoDa Neighborhood and Business Association, 2016 – Present
  • National Association of Corporate Directors, Carolinas Chapter, Advisory Committee Member, 2009 – 2013
  • North Carolina Bar Association, Business Law Section, 2002 – Present
Personal

Michael has four children between the ages of sixteen and eight and lives in the NoDa neighborhood of Charlotte, NC. He enjoys playing guitar, philosophy, writing, running, and a little golf.