Adam S. Calisoff

Adam S. Calisoff

Partner

T: (312) 201-2843
F: (312) 416-4679
calisoff@wildman.com

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Practice Areas:

Business Transactions
Banking & Lending
Corporate
Mergers & Acquisitions
Non-Profit Organizations
Private Equity

Education:

University of Southern California Law Center, J.D. 1994

University of Southern California, B.S. Business Administration, 1991, cum laude




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Adam S. Calisoff

Adam Calisoff is a partner in the Business Transactions Department of Wildman Harrold. Adam has experience and skill in counseling privately-held businesses and publicly-traded companies regarding domestic and international mergers, acquisitions and divestitures. In addition to his cross-industry work in these areas, Adam works closely with the firm’s Media and Entertainment practice to advise clients with these complex transactions within the entertainment industry. As outside general counsel for numerous privately-held companies, advertising and entertainment businesses and non-profits, he handles a broad range of corporate issues from contract drafting and negotiation to corporate governance and strategic planning. In this role, Adam works efficiently and effectively with other firm practices to collect and coordinate all responses to client issues, seamlessly providing each of his clients with the best possible advice in a unified response.

Representative Experience:

  • Represented MVC Capital through an auction process in an asset acquisition of a subsidiary of General Electric that distributes medical products, as well as the concurrent auction process and stock acquisition of the manufacturer of those products; simultaneously navigated client through two auctions and acquisitions, assisted with the Hart-Scott-Rodino Antitrust filings, and merged the two acquired entities to fully integrate the manufacturing and distribution businesses into one entity
  • Represented an individual investor in the asset acquisition of a movable shelving distributor; carefully navigated six months of negotiations and discussions to acquire the business where other buyers and their counsel had failed to consummate the process. This acquisition was an absolute win for the client and the client’s co-investor, a private equity fund focused on middle market transactions.
  • Represented Boots Company PLC in its asset acquisition of Clearasil from The Procter & Gamble Company; worked closely with client’s general counsel and acquisition team to acquire the worldwide intellectual property rights to the Clearasil name and formula, and assisted in the rapid negotiation and documentation of this acquisition between two public companies
  • Provide general corporate counseling for Easter Seals, Inc., a national not-for-profit charitable organization, including reviewing, negotiating and preparing commercial contracts with service providers and national corporate sponsorship agreements, and addressing issues relating to corporate governance and Easter Seals’ member chapters
  • Represents The Corbett Accel Healthcare Group, Inc., a division of Omnicom Group, in the negotiation and documentation of contracts with pharmaceutical companies; also handled the client’s Chicago and New York offices’ day-to-day corporate affairs
  • Serves as outside general corporate counsel providing franchise-specific disclosure counseling and strategic advice to LubePros International, Inc.
  • Represented State Farm Mutual Automobile Insurance Companies in the advanced markets initiative and equity investment in The Phoenix Companies, Inc.; assisted State Farm in the review and comment on a strategic venture with The Phoenix Companies, Inc., where State Farm allowed over 17,000 of its insurance agents to sell Phoenix’s term and variable life insurance products. In connection with this transaction, State Farm also purchased approximately five percent of The Phoenix Companies.
  • Represented In-Pipe Technology Company, LLC in negotiating a recapitalization and fund raise for this waste water treatment company. The equity investment involved a concurrent purchase of patents and the restructuring of equity interests among investors.
  • Represented MVC Capital, Inc. in its acquisition of Baltic Motors Corporation and Mikas, two entities indirectly operating Ford, Land Rover and BMW automobile dealerships in Riga, Latvia
  • Represented Mark Motors, Inc. in the sale of its Illinois Mercedes Benz dealership and the concurrent formation and corporate structuring for the operation of a new Mercedes dealership in Texas

Professional Associations:

American Bar Association

Chair of Corporate Securities & Tax Group Training Committee, Wildman Harrold 2001 – Present

Member Business Counsel, Inc.


Bar Admissions:

Illinois, 1994


Personal Information:

When not assisting his clients, Adam enjoys triathlons, cycling, golf, bowling, stamp collecting and sudoku. He has also completed five marathons, including the 2006 Chicago Marathon.


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