Samuel J. Miller
Samuel Miller is corporate finance counsel in the Corporate & Securities Group in Arent Fox's Los Angeles office. He is licensed in California, England and Wales, and South Africa, and has considerable national and cross-border deal experience in these markets, both in private practice and as lead in-house counsel to a major North American metals distribution group.
Sam’s practice focuses on acquisitions and disposals, corporate finance, corporate and partnership structuring and shareholder and partner arrangements, general corporate advice, supply, distribution, consignment and inventory management arrangements and other commercial transactions. He has a particular focus in the technology, metals, and transportation industries, and also advises clients in the Fine Art markets.
International & Cross-border Transactions
Sam has specific experience in international and cross-border transactions. He has advised on acquisitions and disposals, distribution and supply arrangements for 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. Having practiced in all three jurisdictions, Sam is well placed to provide corporate and commercial advice and assistance on matters of California, English and South African law, and to help his clients navigate through the intricacies of doing cross-border business or inward investment. He also maintains extensive business contacts in South Africa, the United Kingdom, Israel and in South Korea.
From an industry point of view, Sam has specific experience in the tech start-up, metals, and transportation industries and in the Fine Art markets.
In working with tech start-ups, Sam advises on shareholder and ‘advisor’ equity arrangements, corporation and limited liability company formations, shareholder and operating agreements, buy-sell, app and software equity- development and independent contractor arrangements, amongst other matters. In addition to advising technology clients, Sam founded a start-up in Southern California and has first-hand experience with the Silicon Valley and Beach eco-systems.
Sam has a long and extensive history advising the metals business, including his tenure as lead in-house counsel to Kloeckner Metals Corporation, the third largest metals service center in North America, comprising Namasco Corporation, Macsteel Service Centers USA and other subsidiaries. As lead in-house counsel to Kloeckner Metals (and before that Macsteel Service Centers USA), Sam was responsible for its North American legal department, and advised on a range of matters, including multi-million dollar term supply and distribution agreements with major industrial customers, materials hedge arrangements with suppliers, both on-and off-site inventory management, major capital equipment acquisition and disposal, defending product liability claims, materials testing policies and arrangements, fleet and third-party carrier management, employee, leased employee and independent contractor hiring and risk mitigation, international and domestic legal and ethics compliance and ultimately, the sale of Macsteel Service Centers USA to Kloeckner Metals.
Sam advises on share and asset transactions and corporate-group structuring in the ground transportation sector, dealing with complex earn-out and structuring requirements in highly regulated environments, including the ground-passenger 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.
Prior to joining Arent Fox, Sam was senior corporate finance counsel at a leading national US law firm. Previously he was also lead in-house counsel to Kloeckner Metals Corporation, and before that, he practiced as a Mergers and Acquisitions solicitor in the leading City of London law firm, Berwin Leighton Paisner, LLP.
Sam is Lecturer in Law at UCLA School of Law.
Sam is a member of the British American Business Council, the Law Society of England & Wales and the Law Society of the Northern Provinces (South Africa).
Publications, Presentations, and Recognitions
Sam's authored articles include:
- “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
Sam has been recognized in Southern California Super Lawyers® as a Rising Star in Securities and Corporate Finance in 2016.
Life Beyond the Law
Sam, together with UCLA’s Center for World Health, founded the Brenda Lucille Miller UCLA South African Education Fund. This fund proposes to provide opportunities for junior South African doctors and scientists focusing on neurologic diseases to come to UCLA to engage in clinical studies.