Samuel W. Wales

Samuel W. Wales

Partner

Chicago
Washington, D.C.
T: +1 312 984 7657 (CHI)
T: +1 202 756 8126 (DC)
F: +1 312 984 7700 (CHI)
F: +1 202 591 1996 (DC)

swales@mwe.com   vCard

Samuel W. Wales is a partner of the law firm McDermott Will & Emery LLP and is based in the Firm’s Chicago and Washington, D.C. offices.  He focuses his practice on mergers and acquisitions of publicly traded and privately held companies, venture capital financings, search funds, corporate governance and general corporate matters.

Sam has extensive experience in representing publicly traded and privately held companies and private equity funds in connection with a variety of corporate matters, including mergers, acquisitions, dispositions, joint ventures, financings, restructurings, recapitalizations, securities compliance matters and general corporate matters.  In addition, he advises boards of directors of publicly traded and privately held companies with respect to complex transactions, corporate governance and other material corporate matters.  Sam also represents publicly held companies, venture capital funds and emerging companies in early and later stage venture investments.  Lastly, Sam represents search funds in fund formations, mergers, acquisitions, dispositions and other corporate matters.

Sam is a member of the American Bar Association and its Mergers & Acquisitions Market Trends Subcommittee.  He is also one of the contributors to the 2011, 2009 and 2007 Private Target Mergers & Acquisitions Deal Points Study published by the ABA.

Sam is admitted to practice in Illinois and the District of Columbia.

Representative Experience

  • Representation of Commercial Markets Holdco, Inc. in connection with the sale of its subsidiary, Diversey Holdings, Inc., to Sealed Air Corporation (NYSE:  SEE)
  • Representation of The Genlyte Group Incorporated (NASDAQ:  GLYT) in connection with its sale to a wholly-owned subsidiary of Royal Philips Electronics N.V. (NYSE:  PHG)
  • Representation of Merrick Ventures LLC in connection with its acquisition of Sun-Times Media Holdings, the company that owns the Chicago Sun-Times and 39 other Chicago-area newspapers
  • Representation of Tribune Company in connection with the transfer of its Newsday Media Group to a partnership with Cablevision Systems Corporation (NYSE:  CVC)
  • Representation of Munich Reinsurance Company in connection with its acquisition of Windsor Health Group, Inc.
  • Representation of H.I.G. Capital, LLC in connection with its:
    • Sale of PCCI Holdings, Inc. to Kforce, Inc. (NASDAQ:  KFRC)
    • Sale of Align Networks, Inc.
    • Acquisition of NovaMed, Inc. (Nasdaq:  NOVA)
    • Acquisition of MagnaCare Holdings, Inc.
    • Acquisition of AirNet Systems, Inc. (NYSE:  ANS)
    • Acquisition of First Capital Holdings, Inc.
    • Acquisition of Triad Digital Media, LLC
    • Acquisition of ServiceNet, LLC
    • Acquisition of Texas Honing, Inc.
    • Acquisition of the Beacon businesses, which include entities located in the United States, United Kingdom, Germany, France, South Africa and Australia
  • Representation of Great Point Partners, LLC in connection with its:
    • Acquisition of American Surgical Holdings, Inc. (OTCBB:  ASRG)
    • Acquisition of United Surgical Assistants, Inc.
    • Acquisition of SurgBill, Inc.
    • Acquisition of the Professional Orthopedic and Sports Physical Therapy entities
    • Acquisition of Aris Teleradiology, Inc.
  • Representation of Glencoe Capital, LLC in connection with:
    • Acquisition of certain minority limited partnership interests from The Phoenix Companies (NYSE:  PNX)
    • Restructuring of Specialty Foods Group Income Fund, a Canadian income trust, and the recapitalization of its U.S. operating companies
    • Acquisition of Entertainment Resources, Inc.
  • Representation of Riverside Partners, LLC in connection with its acquisition of the GemCity businesses
  • Representation of Motorola, Inc. (NYSE:  MOT) in connection with its:
    • Sale of Good Technology, Inc.
    • Acquisition of AirDefense, Inc.
    • Acquisition of Leapstone Systems, Inc.
    • Acquisition of Good Technology, Inc.
    • Acquisition of Broadbus Technologies, Inc.
    • Acquisition of MeshNetworks, Inc.
    • Investment in TuneWiki Limited, a B.V.I. holding corporation with an Israeli operating company
    • Investment in KXEN, Inc., a U.S. holding corporation with European operating companies
    • Investment in Broadlight Corporation, a U.S. holding corporation with an Israeli operating company
    • Investment in BlackArrow, Inc.
    • Investment in Benu Video, Inc.
    • Investment in Related Content Database, Inc.
    • Investments in AgION Technologies, Inc.
    • Investment in Appairent Technologies, Inc.
    • Investment in E Ink Corporation
    • Investment in Bitfone Corporation
    • Investment in Sequoia Communications Corporation
    • Investment in Clariant Technologies, Corp.
    • Investments in GHz TR Corporation
  • Representation of Actuant Corporation (NYSE: ATU) in connection with its:
    • Acquisition of Templeton, Kenly & Co., Inc.
    • Acquisition of Superior Plant Services, LLC
    • Acquisition of Injectaseal GmbH
    • Acquisition of the Hydratight Sweeney businesses, which included entities located in the United States, United Kingdom, Netherlands, Germany, France and Japan
    • Acquisition of the Maxima businesses, which included entities located in the United States, Spain and Mexico
    • Acquisition of the D.L. Ricci businesses, which included entities located in the United States, United Kingdom and Australia
    • Acquisition of the BH Electronics, Inc.
  • Representation of ProQuest Company (NYSE:  PQE) in connection with its acquisition of Voyager Expanded Learning, Inc.
  • Representation of Thomas Industries Inc. in connection with its joint venture with The Genlyte Group Incorporated (NASDAQ:  GLYT) involving Thomas’ lighting business
  • Representation of Knightsbridge Solutions Holdings Corp. in connection with its sale to Hewlett-Packard Company (NASDAQ:  HPQ)
  • Representation of Follett Corporation in connection with its:
    • Acquisition of Varsity Group, Inc. (NASDAQ:  VSTY)
    • Acquisition of X2 Development Corporation
  • Representation of Baird Venture Partners in connection with:
    • Investment in Encover, Inc.
    • Investment in Blackhawk, Inc.
    • Investment in Arroweye Solutions, Inc.
    • Investment in TrueAdvantage, Inc.
  • Representation of Adams Street Partners in connection with its investment in CBG Holdings, Inc.

Education

  • Georgetown University Law Center, J.D., 2000
  • Georgetown University, B.A. (cum laude ), 1996

McDermott Will & Emery

McDermott Will and Emery