Sam Wing

Sam has been actively engaged in all types of securities and business transactions since 1969. Sam represents issuers, underwriters, private placement sales agents, and selling shareholders. Sam also represents companies, boards of directors, audit committees and special committees in a variety of securities matters, in going public and going private transactions and in mergers and acquisitions. Sam has represented several clients in negotiating and documenting bank credit facilities and financings under trust indentures. Sam has structured and drafted contracts for a variety of business transactions and joint ventures both in the United States and, in connection with oil and gas transactions, Australia, Greece, Italy, Morocco, Mozambique, New Zealand, the Republic of South Africa, the Republic of South Korea, and the United Kingdom. Sam has acted as litigation advisor in several securities related civil actions and many NASD/FINRA arbitrations.

Since 1986, Sam has been a Public Arbitrator for the National Association of Securities Dealers, Inc. The Financial Industry Regulatory Authority now administers public and industry arbitrations.

Sam became a certified public accountant in 1970 and continues to advise clients in complex intermixed legal and accounting matters.

Significant Representations

• Exempt transactions and securities offerings.
• Going private transactions.
• Initial public offerings representing issuers or underwriters.
• Merger, acquisitions, asset sales/purchases and spin-offs.
• Periodic reporting under the Securities Exchange Act.
• Oil, gas and mining transactions in the U.S. and oil and gas exploration and seismic joint ventures in several foreign countries.
• Rule 144A transactions.
• Senior credit and trust indenture facilities.
• S-4 merger proxy statements and note exchange offers.

Admitted to Practice Before

• Admitted in Colorado since 1969
• Admitted in Wyoming since 1969

Also admitted in the following courts:

• U.S. District Court, District Court of Colorado
• Colorado State Courts
• Wyoming State Courts