C. Morris Davis practiced law with McGinnis Lochridge for 39 years, seven as managing partner. During that time Morris was listed in Best Lawyers© (1987-2005) in the fields of Corporate, Mergers & Acquisitions, and Securities Law as well as in Corporate Law (2006). He then served Temple-Inland as General Counsel from 2006 until its acquisition by International Paper in 2012, after which he returned to McGinnis Lochridge.
During his tenure at Temple-Inland, Morris initially oversaw all legal aspects of the Fortune 500 company, which was engaged in three separate lines of business, including building products and corrugated packaging operations.
His responsibilities included transactional, litigation, labor and employment law issues, as well as corporate governance, internal auditing, security and compliance for the company’s domestic and foreign operations. He served as chair of the disclosure committee that reviewed all of the company’s U.S. Securities and Exchange Commission (SEC) filings and oversaw multiple large transactions. Such matters included the sale of 1.8 million acres of timberland, the spinoffs of Guaranty Bank and Forestar Real Estate Group, the sale of Gaylord Chemical Company and the acquisition of Caraustar’s 50 percent interest in Premier Boxboard LLC. Morris was also engaged in the settlement of an industry-wide antitrust suit and the company’s response to a significant environmental event. He actively participated in the defense and ultimate settlement of claims in excess of $1 billion in an action brought by a liquidating trustee, related to mortgage-backed securities acquired while Temple-Inland owned a financial institution. In addition, Morris participated in Temple-Inland's response to International Paper's public tender to acquire the company, along with the ultimate merger and acquisition for $4.2 billion.
Throughout his career, Morris has represented companies in a range of business matters, including contracts, mergers, acquisitions, asset protection, securities and dispute resolution. He has advised new ventures regarding choice of operating entity and structure, and has counseled established companies regarding corporate finance, shareholder and management issues, and long-term business strategies. Morris also has broad experience in the representation of mineral producers in matters related to the exploration, permitting and development of surface mines, operating issues and royalty disputes.
Morris has represented clients in complex transactions ranging from private placements to required reports to the SEC for a public company. His experience includes counseling clients on compliance with the Securities Exchange Act of 1934 (Section 16 and Rule 10b-5), involving insider trading questions. He also has substantial experience with specific disclosure issues, such as those arising in a hostile tender and in an agreed merger.
Morris regularly advised the board of a public company regarding fiduciary duties. He participated significantly in a lawsuit alleging breaches of fiduciary duty and seeking damages in excess of $1 billion, including an in-depth analysis of the claims and counsel with client. He also participated in asserting and responding to directors and officers liability (D&O) insurance carriers regarding coverage for various claims.
Morris has significant experience in licensing, consulting agreements and the acquisition or sale of rights and products. He also has broad experience in numerous kinds of contractual issues governed by the Uniform Commercial Code, including adequacy of tendered delivery, demand for adequate assurances, requirements contracts, measure of damages, and related issues such as compliance with grading agency rules and Federal Trade Commission unfair practices guides.
Morris’s general litigation experience includes:
Morris obtained the first surface mining permit issued in Texas and represented several large lignite and uranium producers in land, royalty and operating issues. He also participated in a series of litigated and negotiated matters that helped establish correlative rights between oil and gas producers and surface miners regarding the use of the surface in Texas.