Allen Miller

Practice Areas

Allen Miller's representative clients include public and private companies, private equity funds, and financial institutions. He advises clients on mergers, acquisitions, investments, joint ventures, securities law matters, capital markets offerings, and corporate governance issues. Allen has extensive experience representing companies and financial institutions in the U.S. and in cross-border transactions around the globe.

Career

With over 35 years of experience, Allen advises U.S. and international public and private companies, private equity funds, and financial institutions on matters around the globe. Clients say “he is an ‘outstanding attorney’ with a ‘broad and strategic perspective’ and ‘outstanding negotiation skills.’”

Work Highlights

Acted as lead counsel for:

-US$6.0 Billion acquisition by merger of a multi-jurisdictional portfolio of renewable energy assets

-US$3.8 Billion reorganization consisting of (i)SEC-registered exchange offer and simultaneous home country cash tender offer involving two separate NYSE-listed affiliates and (ii) 1.1 billion merger

-US$3.0 Billion dual-jurisdictional equity offering of shares and American Depositary Shares

-US$1.5 Billion dual jurisdictional tender offer by European parent company of a Latin American subsidiary for shares and American Depositary Receipts of the subsidiary held by minority shareholders

-US$6.0 Billion capital increase involving (i) a $3.6 billion in-kind contribution of 12 generation companies by the parent company in exchange for shares and a $2.4 billion SEC-registered global offering of rights to acquire shares and American Depositary Shares

-US$1.2 Billion equity offering conducted as simultaneous international and home country rights offerings

-US$28 Billion reorganization of assets accomplished through two separate and contemporaneous de-mergers (spin-offs) of publicly traded companies followed by a tender offer, merger and debt financing

-US$3 Billion “club” financing to support tender offer for shares and American Depositary Shares of foreign private issuer listed on the NYSE

Other Corporate Governance Experience:

-Representation of independent directors of a major U.S. retail company in corporate governance and special committee matters.

-Representation of the board of directors of a major U.S. Internet content provider in corporate governance matters.

-Representation of board of directors in M&A and going-private transactions, internal investigations and corporate governance matters.

-Representation of the board of directors in corporate governance matters relating to bankruptcy filings.

-Representation of the board of directors in facilitated board self-evaluations.

Education