As Managing Member of Brock Clay Calhoun & Rogers, H. Scott Gregory provides executive leadership to the firm and its daily operations. 

An experienced business lawyer and a member of the firm’s Business and Transactional Law practice, Mr. Gregory focuses his law practice in the areas of business and commercial transactions. He regularly advises Georgia business leaders through all phases of the business life cycle, including:

• Business formation, including structuring corporations, partnerships and LLCs; developing shareholder agreements; and advising on the legal aspects of business planning.
  
  
• Business strategy and operations, including advising on mergers and acquisitions, distribution and joint venture agreements, succession planning and related issues. Mr. Gregory also serves as corporate counsel for numerous corporations, with particular experience advising Boards of Directors and corporate officers on issues relating to risk avoidance, shareholder disputes, separation agreements, corporate governance, contract negotiations, implementation of policies and procedures, and developing business plans and strategies.

• Asset planning and workout/reorganization, including advising on debt restructuring proposals to lenders, risk planning and analysis, representation of purchasers of assets from entities and individuals in financial distress, due diligence and negotiation for the purchase of non-performing assets from lenders and borrowers and workout of debt between debtor and creditor in and out of court.
   
•  Real estate and construction, including advising regional developers in corporate, retail and industrial projects and the management of construction projects.

In 1998, he was appointed by Governor Roy E. Barnes to the position of Chief Legal Counsel for the newly formed Georgia Regional Transportation Authority. As legal counsel for the Authority, Mr. Gregory worked closely with the Governor's office to draft the initial policies and procedures, construct transportation agreements, advise the Board of Directors on legal and corporate governance issues, and assist in the selection of an Executive Director.   In addition, Mr. Gregory has experience serving as a director of a banking institution and as chairman of the loan committee.

REPRESENTATIVE CLIENT HIGHLIGHTS

Some of Mr. Gregory’s recent notable transactions include:

• Representing owners in the sale of their health care and pharmaceutical businesses in a stock transaction for $6 million and $7million respectively.
• Representing agricultural company in developing and executing a joint alliance agreement with multiple suppliers.
• Representing agricultural company in negotiating supply agreements and asset purchase of processing facility located in the commonwealth of Virginia.
• Representing a healthcare service provider in negotiating an exclusive service agreement with General Electric.
• Representing a corporation in negotiating a six-year service agreement with a value of $20 million.
• Representing a government entity in negotiating and executing a program management agreement with a value of $26 million.
• Representing a corporation in negotiating the termination of a marketing agreement valued at $15 million.
• Representing sellers and purchasers in multiple stock and asset transactions in excess of $10 million.
• Representing stock purchasers in a private offering and negotiating the term sheet for a minority position in a health care company and sports good company.
• Representing corporations and individuals in restructuring debt in excess of $100 million with regards to commercial, residential development, retail and industrial projects.
• Advising corporations in the management of derivative actions brought by shareholders and members.

PROFESSIONAL & COMMUNITY INVOLVEMENT

• Member, The State Bar of Georgia
• Member, Georgia State Bar Association
• Member, Cobb County Bar Association
• Member, Board of Directors, Boys and Girls Club of Cobb County
• Member, Board of Directors for The Walker School
• Elder and former Senior High Youth Group Leader, First Presbyterian Church of Marietta
• Founding Member, Marietta WorkMatters

HONORS & AWARDS

• Master of Ceremonies, 2011 Cobb County Prayer Breakfast
• Twenty Rising Stars under Forty, Cobb Life

SPEAKING ENGAGEMENTS & PUBLICATIONS

• Honors Thesis, Shade Tobacco in Gadsden County, Florida, a study of the economic and cultural impact as a result of the rise and fall of the shade tobacco industry in Gadsden County, Florida