Practice Groups and Client Sectors:Corporate, International, FinTech, Cryptocurrencies and Blockchain, Transactional Law, Private Client, Financial Services
Areas of Focus:Mergers & Acquisitions, International Transactions, Limited Liability Companies, Partnerships and Other Joint Ventures, Commercial Transactions, Venture Capital & Angel Financing, Startups & Startup Financing
Sam advises clients in acquisitions and disposals, corporate finance, corporate and partnership structuring and shareholder, operating and buy-sell agreements, general corporate matters, supply, distribution, consignment and inventory management arrangements, and other commercial transactions.
He has extensive experience in the metals and transportation industries as well as with technology start-ups, particularly token-driven blockchain businesses, and also advises clients active in the fine art markets.
Sam is licensed in California, England and Wales, and South Africa, with specific expertise in all three jurisdictions. He is adept in helping his clients navigate the intricacies of cross-border business and inward investment. Sam has advised clients in a range of countries, including England, Spain, France, Turkey, Lithuania, Latvia, United Arab Emirates, Israel, South Africa, Hong Kong, South Korea, and the United States.
Sam’s extensive history advising metals businesses includes his tenure as lead in-house counsel to Kloeckner Metals Corporation (previously Macsteel Service Centers USA, Inc), the third largest metals service center in North America, where he was responsible for the North American legal department.
Sam advises tech start-ups, closely counseling on shareholder and “advisor” equity arrangements, corporation and limited liability company formations, shareholder, operating and buy-sell agreements, and equity app and software development and independent contractor arrangements, among other matters. Sam is intrinsically involved in the Southern California start-up ecosystem, where he has first-hand experience in founding “Silicon Beach” startups.
A particular focus for Sam is token-driven and asset-based blockchain businesses. Here Sam advises on securities, money transmitter, anti-money laundering and other regulatory requirements and contractual relationships, as well as helping businesses structure their platforms to deal with industry requirements and concerns.
In the ground transportation sector, Sam has advised on asset acquisitions and corporate-group structuring, dealing with complex earn-out and structuring requirements in highly regulated environments, including the ground-passenger transportation and taxi industries in California.
Sam also works with artists and other fine art market participants in the sale, consignment, and exhibition of works of art.
In addition to his experience as lead in-house counsel to Kloeckner Metals Corporation, Sam was a member of the corporate finance groups at Arent Fox, LLP (where he was co-head of the Blockchain Group) and, before that, Dykema Gossett, PLLC. Before that, he practiced as a mergers and acquisitions solicitor in the ‘silver-circle’ City of London law firm, Berwin Leighton Paisner, LLP (now Bryan Cave Leighton Paisner).,
Sam has lectured in Law at UCLA School of Law.
Sam is a member of the California State Bar, the Law Society of England & Wales and the Legal Practice Council (South Africa).
SELECT REPRESENTATIVE EXPERIENCE
- Sale of leading national US college and graduate school admissions and test preparation business
- Dual-level multi-million-dollar private placement for Los Angeles-based television, film and gaming content production house
- Dutch metal product manufacturer in establishing its United States presence and North American distribution and leasing network
- Foreign provincial government tourism promotion arm on the establishment of its presence in the United States as a mutual-benefit corporation
- South African steel processor in relation to the imposition of US ‘Section 232’ carbon steel tariffs on imports to the US
- Structuring family office investment and holdings in multi-unit North Carolina real estate development
- Restructuring central and northern California adult residential facility group
- Multiple acquisitions for US national transportation group of ground-passenger transportation businesses
- Advising African charter airline on its US MRO joint venture
- Advising South Korean distributor on distribution and licensing arrangements for supply of cosmetic and hair-care products
- Sale of eighth largest North American steel processing group to the leading European metals group
- Advising Westminster City Council on the sale of Dolphin Square, London to Westbrook Partners
- Advising leading European wood product manufacturer on its acquisition of a Latvian wood-chip mill
- Sale of residential real estate holding company in the Dubai, United Arab Emirates Palm Islands development
- Acquisition of leading Turkish airline services company by European airline catering group
- Listing of largest global miner and supplier of Tanzanite on the Alternative Investment Market of the London Stock Exchange
- Establishing a Business Presence in the United States: A New Look Following the Tax Cuts and Jobs Act, Stonehage Fleming, Insights, July 12, 2018
- Innovation vs Regulation: SEC Focuses on Cryptocurrencies and Token Businesses, Arent Fox Los Angeles Office, March 20, 2018
- “The Three C’s: Cybersecurity, Cryptocurrency & Cannabis Program,” Arent Fox Los Angeles Office, September 27, 2018
- “Supply Agreements: A contractual approach to supplier risk management.” Supply & Demand Chain Executive, June 26, 2015
- “Series LLC's: A Risk Management Tool to Consider,” California CEO, April 2015
- “Five Big Questions on Innovation,” BPI Network, August 2014
- “Preparing for the In-House to Law Firm Transition,” ACC Docket, July/August 2014
AWARDS AND RECOGNITION
- Sam has been recognized in Southern California Super Lawyers® as a Rising Star in Securities and Corporate Finance in 2016.
- Sam founded the Brenda Lucille Miller UCLA South African Education Fund in conjunction with UCLA’s Center for World Health (now UCLA’s Global Health Education and Research Program). This fund brings South African neurologists to train with UCLA as clinical observers in an intensive program geared to improving treatment for movement and neurological disorders in South Africa.
- Sam is a long-time fine art collector, and founded the blockchain asset-based fine art platform The Fine Art Ledger.
News, Events, & Insights
FinCEN, Tokens and Money Transmission: A Redux
Insights June 03, 2019
Blockchain and Money Transmission: A New Horizon for Token-Driven Startups?
Insights April 09, 2019
Is There any Utility Left in Utility Tokens? The SEC Speaks
Insights April 08, 2019
Rimon Law Welcomes Corporate Attorney Sam Miller as Partner in its Los Angeles Office
News April 02, 2019