Rick Miller's principal areas of concentration are mergers and acquisitions and corporate finance, as well as corporate compliance in general and corporate governance in particular. As such, Mr. Miller has extensive experience representing public and private corporations, real estate investment trusts (REITs) and special purpose acquisition companies (SPACs) in connection with complex acquisitions, and as an adviser to boards of directors regarding strategic planning, anti-takeover defenses and best practices in corporate governance. He also represents 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. 

Recent Transactions:

• 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
• Omega Healthcare Investor's $400 million 5 7/8 bond offering

Mr. Miller also has extensive experience with proxy contests for corporate control and related areas. He has represented both management and dissident shareholder groups in some of the largest proxy contests that have transpired since 1985. Some of the more notable proxy contests in which Mr. Miller has been involved as principal counsel include Cleveland-Cliffs/Bolger; Gillette/Coniston; Poughkeepsie Savings Bank/Morash; Cleveland-Cliffs/Robertson; Parsons/Jefferson-Pilot; Pacific Partners/Del Webb; Privet Group/StarTek and Privet Group/J. Alexander's.

Mr. Miller is a frequent lecturer at the University of Georgia's Directors College, a continuing education program for members of boards of directors, senior corporate management and individuals interested in serving on boards of directors sponsored by the National Association of Corporate Directors and the University of Georgia Terry College of Business.

Bar and Court Admissions

Georgia, 1994

District of Columbia, 1987

Ohio, 1982

Education

Case Western Reserve University, J.D., Order of the Coif, 1982

University of Cincinnati, M.B.A., with highest honors, 1978

Kenyon College, B.A., 1975

Speeches and Seminars

• Leading panel discussions on hedge fund activism and corporate governance, University of Georgia Terry College of Business: 2001-2010 Directors College
• "Roles, Responsibilities and Expectations of Directors," University of Georgia Terry College of Business: 2001-2010 Directors College
• "What Makes You Nervous?" University of Georgia Terry College of Business: 2001-2010 Directors College

Civic Involvement and Honors

• Best Lawyers (Corporate Law and Mergers & Acquisitions, 2006-2011)
• Georgia Super Lawyer (2007-2012)
• Chambers USA, Georgia, Notable Practitioner (Corporate/Mergers & Acquisitions, 2007-2008)
• 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