Salvatore J. Totino

Sam’s corporate and M&A practice focuses on counseling public and privately owned companies with respect to transactional matters, including mergers and acquisitions and a wide range of general corporate and business matters such as equity offerings and commercial contracts. 

Sam serves all types of clients, whether start-ups, closely held family businesses, private equity firms or multinational public companies, in a broad range of industries, including health care, energy, chemicals and consumer products. 

Sam has worked on a wide variety of merger and acquisition transactions, representing both buyers and sellers, including numerous privately owned companies and public companies such as RPM International Inc., Align Capital Partners, Chart Industries, Inc., Invacare Corporation, Linsalata Capital Partners, Watervale Equity Partners, Ferro Corporation, Cache Creek Industries, The W.W. Williams Company, LLC, and The Lincoln Electric Company.  

Through his representation of A&A Management Group, a talent management company providing brand, image and business and personal management services to professional athletes in the NFL and NBA (some of which include Travis Kelce, Mitchell Schwartz and Denzel Ward), Sam also has significant experience in negotiating business opportunities and arrangements for A&A’s high-profile athlete clients.

Additionally, as a member of Calfee’s Tax practice group, Sam regularly advises both public and privately owned companies on federal, state and local tax issues in corporate transactions. His tax practice is specifically devoted to assisting clients in structuring tax-efficient transactions from formation through dissolution. Sam is a regular presenter at the annual Cleveland Tax Institute as well as a member of the Tax Club of Cleveland.

Sam has significant experience with counseling nonprofit organizations with respect to all manners of issues, including those related to formation and ongoing operations.

He is also a member of Calfee’s Public Finance group and regularly counsels governmental issuers, 501(c)(3) entities and underwriters with respect to tax issues related to the issuance of tax-exempt bonds, including the arbitrage and rebate rules and private business use. 

Sam is a member of the Board of Directors of the Cleveland Pops Orchestra, an organization that performs the highest quality symphonic pops music to entertain and enrich a wide and diverse audience and that provides educational programs to develop an enduring appreciation of music, both enhancing the richness and vibrancy of Northeast Ohio living.

He received a B.S.B.A., summa cum laude, Master of Accounting and J.D., summa cum laude, from The Ohio State University.

Sam began his tenure at Calfee in 2012, was elected Partner in 2021, and has served as a member of the firm's Hiring Committee.

Honors & Recognitions

• The Best Lawyers in America^®, Corporate Law (2024) and Tax Law (2023-2024) 
• The Best Lawyers in America "Ones To Watch," Corporate Law and Mergers and Acquisitions Law (2021-2022)
• Ohio Super Lawyers, Ohio Rising Stars, Mergers & Acquisitions (2018, 2021-2024)

Education

J.D., summa cum laude, The Ohio State University Moritz College of Law, Order of the Coif; Articles Editor, Ohio State Entrepreneurial Business Law Journal; Business Law Society, 2012

Master of Accounting, The Ohio State University Fisher College of Business, 2009

B.S.B.A. in Accounting, summa cum laude, The Ohio State University, 2009

Experience

• Represented an aviation company client in connection with its 2023 acquisition of a leading equipment manufacturing supplier to the aviation industry.
• Served as exclusive counsel to a multi-million-dollar multinational company in its 2022 and 2023 acquisitions of all of the equity interests of several cannabis testing businesses in the Midwest and Southwest U.S.
• Served as exclusive counsel to an East Coast manufacturer and global supplier in its 2023 acquisition of substantially all of the assets of a privately held manufacturer located in the Western U.S.
• Served as exclusive legal counsel to a national marketing agency and counsel to a Midwestern U.S. private equity firm in the 2023 acquisition of all of the equity interests of the marketing agency.
• Serving as exclusive counsel to a publicly traded multi-billion-dollar multinational holding company in its 2023 acquisition of all intellectual property of a Southwestern U.S.-based manufacturer.
• Serving as exclusive counsel to a publicly traded multi-billion-dollar multinational holding company in its 2023 sale of all of the equity interests of a provider of extended warranty programs and services. This sale allowed the client company to realize value from the divestiture of a non-core asset of its business.
• Represented RPM International Inc. (NYSE: RPM) and its affiliates in numerous acquisitions, including:
  • The purchase of the equity of Ali Industries, LLC, a leading manufacturer of sandpaper and other abrasives
  • The purchase of the equity of Profile Food Ingredients, LLC, a manufacturer of stabilizer and emulsifier systems for use in dairy, bakery, beverages, and more
  • The purchase of the stock of Logiball Inc., a leading manufacturer of trenchless pipe rehabilitation equipment
  • The purchase of the equity of Miracle Sealants, LLC, a provider of premium quality, professional-grade installation and care products for ceramic/porcelain tile, grout, natural stone, brick and masonry surfaces
  • The purchase of the stock of Nudura Corporation and Polymax Molding Industries Inc., providers of insulated concrete form products
  • The purchase of the assets of Whink Products Company, a manufacturer of specialty cleaning products
  • The purchase of the equity of Arnette Polymers, LLC, a manufacturer of specialty chemical raw materials
  • The purchase of the stock of Holton Food Products Company, a producer of dry egg white products and specialized stabilizers
  • The purchase of the stock of CFM Consolidated, Inc., a manufacturer specializing in injection molding, plastic forming, welding and fabrication
  • The purchase of substantially all of the assets of Bomat, Inc., a manufacturer of concrete, flooring, and roofing products
  • The purchase of the stock of Citadel Restoration and Repair, Inc., a commercial floor coatings business
  • The purchase of substantially all of the assets of Expanko Incorporated, a manufacturer of high-performance floors for commercial environments
• Represented Align Capital Partners and its affiliates in several transactions, including:
  • The acquisition of Lewellyn Technology, LLC, a provider of electrical and combustible dust safety solutions training, and Predictive Service LLC, a provider of enterprise asset management services, which are now collectively branded as “SEAM Group”
  • The acquisition of the assets of Southwest Elevators, a leading national independent provider of vertical transportation repair, maintenance, modernization and new construction services
  • The acquisition of Marco Rubber & Plastics, a specialty distributor of elastomer components
• Represented the sale of all of the equity interests of Automated Packaging Systems, Inc., a designer and manufacturer of flexible bag packaging systems, to Sealed Air Corporation for a purchase price of $510,000,000
• Represented Watervale Equity Partners in the acquisition of the equity of Duke Manufacturing, a leading manufacturer of precision-machined components and assemblies used predominately by the aerospace and defense sector
• Represented Chart Industries, Inc. (NASDAQ: GTLS) and its affiliates in the acquisition of the stock of Thermax Inc., a designer and fabricator of vaporizers for cryogenic fluids and liquefied gases
• Represented Linsalata Capital Partners and its affiliates in several transactions, including:
  • The sale of Glynlyon Holding Company, an educational technology company that provides services to the institutional and consumer education markets
  • The acquisition and subsequent sale of Excell Marketing and Procurement Group, a nationwide network of foodservice equipment and supplies members
  • The acquisition and subsequent sale of Signature Systems Group, a manufacturer and distributor of industrial matting and specialty flooring systems
  • The sale of Royal Baths Holding Company, a producer of quality bath products
  • The sale of Home Decor Holding Company, a provider of home décor products to mass, home improvement, discount, and specialty retailers in North America
• Represented The W.W. Williams Company in several transactions, including:
  • The acquisition of the assets of Desert Fleet-Serv, Inc., a provider of fleet repair and transport support services
  • The acquisition of the equity of CP Company d/b/a CT Power and Iceberg Enterprises, a dealer of transport refrigeration and temperature-control equipment, parts and services, and a provider of trailers, trailer and parts rental, leasing services, cold storage, used equipment and other products
• Represented Cache Creek Industries and its affiliates in several transactions, including:
  • The acquisition of the stock of Mountain Optech, Inc. d/b/a MSS Secure Systems, a manufacturer of a wide range of ruggedized electronics, systems and packages
  • The acquisition of the stock of Automated Business Power, Inc., a leading designer and manufacturer of advanced integrated communications systems, uninterruptible power systems, and related equipment for the military and other applications
  • The acquisition of the stock of Brandywine Communications, a supplier of ultra-precise GPS and time code-based time and frequency products
• Represented Invacare Corporation (NYSE: IVC) and its affiliates in several transactions, including:
  • The sale of Garden City Medical, Inc., a provider of durable medical equipment
  • The sale of Dynamic Medical Systems, LLC and Invacare Outcomes Management, LLC, providers of medical equipment to the healthcare industry
  • The sale of Altimate Medical, Inc., a manufacturer of durable medical equipment
• Represented Ferro Corporation (NYSE: FOE) in several transactions, including:
  • Its merger with TherMark Holdings, Inc., a leader in laser marking technology
  • Its acquisition of certain assets of Delta Performance Products, LLC, a manufacturer of pool and aggregate quartz color pigments
  • Its acquisition of the stock of MRA Laboratories, Inc., a manufacturer of formulated ceramic dielectric materials and conductive inks
• Represented The Lincoln Electric Company (NASDAQ: LECO) and its affiliates in the purchase of substantially all of the assets of two companies that were developers and manufacturers of welding training products

Professional & Community

• Cleveland Tax Institute, Frequent Presenter
• Tax Club of Cleveland, Member
• Cleveland Pops Orchestra, Member of the Board of Directors
• COAR Peace Mission, Former Member of the Board of Directors