In the News

Texas Super Lawyers Features 91 Haynes and Boone Lawyers

Ninety-one Haynes and Boone, LLP lawyers have been recognized in the Texas Super Lawyer 2013 award listing. >>

Haynes and Boone Advises Goodman Networks in Acquisition of Multiband Corporation

A team of Haynes and Boone, LLP lawyers served as counsel for Goodman Networks Incorporated in its acquisition of Multiband Corporation, a Minneapolis, Minnesota-based, publicly traded company. >>

D Magazine’s “Best Lawyers” List Includes 16 Haynes and Boone Lawyers

DALLASD Magazine has recognized 16 Haynes and Boone, LLP lawyers in its “Best Lawyers in Dallas” annual listing. >>



Recent Publications

The Impact of Dodd-Frank on Public Companies

Haynes and Boone has prepared a summary of significant provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act that may have consequences for public companies and their officers and directors, as well as related entities, along with commentary on those provisions. >>



Gregory R. Samuel

Partner

Dallas


2323 Victory Avenue
Suite 700
Dallas, 75219
T +1 214.651.5645
F +1 214.200.0577

Áreas de Practica

Educación

  • J.D., Vanderbilt University Law School, 1985, Articles Editor, Vanderbilt Law Review, 1984-1985
  • B.B.A., Abilene Christian University, 1982, summa cum laude

Bar Admissions

  • Texas
Gregory R. Samuel

Greg Samuel currently serves as Co-chair of the Capital Markets and Securities Practice Group at Haynes and Boone. Greg has more than 28 years of experience providing legal advice to both public and private companies in the areas of corporate securities and mergers and acquisitions. His experience in the areas of securities and public filings includes initial public offerings, private placements, securities law compliance and corporate governance. Greg has also counseled numerous buyers and sellers of public and private companies through mergers and acquisitions. 

Recent Client Representations

  • A $300 million public offering of investment grade debt for a flow management products manufacturer (2013)
  • A $116 million acquisition of a publicly traded service provider to DIRECTV (2013)
  • A $100 million 144A offering of high yield debt for a telecom services provider (2013)
  • A $168 million private placement of preferred stock for a lighting manufacturer (2012)
  • A $500 million public offering of investment grade debt for a flow management products manufacturer (2012)
  • A $70 million sale of a publicly traded golf equipment manufacturer to an international sporting goods conglomerate (2012)

Selected Professional Activities and Honors

  • Listed in "Best Lawyers in America" (2006-2014)
  • Listed in "Best Lawyers in Dallas" (D Magazine, 2007-2009, 2011-2014)
  • Recognized as a Top Rated Lawyer in Securities Law by American Lawyer Media and Martindale Hubbell (2013)
  • Listed in "Best Lawyers in America in Corporate Law" (Corporate Counsel, October 2006)
  • Named a "Texas Super Lawyer" in Securities and Corporate Finance (2003-2013)
  • Martindale Hubbell® Law Directory with a Peer Review Rating of AV® Preeminent™

Recent Publications and Presentations

  • "IPO Preparation Seminar: What you need to know in 2012," presentation co-sponsored by NASDAQ and Protiviti, February 29, 2012.
  • "Should I Take Personal Notes in Board Meetings?" Boardmember.com, August 6, 2010.
  • "Developments involving shareholder access and proxy statement disclosure," co-author with Bill Nelson and William Stafford, Journal of Securities Law, Regulation & Compliance, Volume 3, Number 3, April 26, 2010.
  • "Board of Directors Guide 2010," Co-Author, Haynes and Boone Presentation, March 2010.
  • "Preparing for the 2010 Annual Meeting: Developments Involving Shareholder Access and Proxy Statement Disclosure," 32nd Annual Conference of the University of Texas School of Law on Securities Regulation and Business Law, Dallas, Texas, February 2010.
  • "I Have Good News and Bad News...," 29th Annual Conference of the University of Texas School of Law on Securities Regulation and Business Law, Dallas, Texas, February 2007.
  • "Improving MD&A: Balancing Communication with Compliance" at NIRI's DFW Regulatory Workshop, December 2005.
  • "Sarbanes Oxley Three Years Later" at the Meeting of the Dallas Chapter of the Financial Executives International, November 2005.
  • "Who Should Conduct the Investigation? - A Question of Independence" at the South Texas College of Law Corporate Compliance Center, April 2005.
  • "IPOs and Other Public Offerings - Updates and Trends," 27th Annual Conference of the University of Texas School of Law on Securities Regulation and Business Law Problems, February 2005.
  • "Preparing the New MD&A," SEC Hot Topics, presented by R. R. Donnelley and Glasser LegalWorks, September 2004.
  • "Going Private Transactions," Texas Journal of Business Law, Spring 2004.
  • "Corporate Governance, Ethical Conduct and Public Disclosures in the Post-Enron Era," 25th Annual Conference of the University of Texas School of Law on Securities Regulation and Business Law Problems, Dallas, Texas, February 2003.

Selected Representative Experience


$300 Million Senior Notes Offering
Represented Flowserve in its public offering of $300 million aggregate principal amount of investment grade 4 percent Senior Notes.

Represented Goodman Networks Incorporated in Tack-On Offering of Senior Secured Notes Due 2018
Successfully represented Goodman Networks Incorporated, a provider of outsourced network and infrastructure services to the telecommunications industry, in a Rule 144A tack-on offering of $100 million aggregate principal amount of 12.125 percent Senior Secured Notes due 2018.

Goodman Networks Incorporated Acquisition of Multiband Corporation
Represented Goodman Networks Incorporated in its acquisition of Multiband Corporation, a Minneapolis, Minnesota-based, publicly traded company.

Represented Lighting Science Group Corporation in Private Placement
Successfully represented Lighting Science Group Corporation, a provider of LED lighting solutions, in the private placement of $168 million of preferred equity.

Represented Flowserve Corp. in $500 Million Offering of Senior Notes
Represented Flowserve Corp. in a $500 million offering of 3.5 percent Senior Notes due 2022.

Represented Adams Golf in Acquisition Agreement with the adidas Group
Advised Adams Golf, Inc. in its agreement to be acquired by TaylorMade-adidas Golf in a transaction valued at about $70 million in which TaylorMade-adidas agreed to purchase all outstanding shares of Adams Golf for $10.80 cash per share for a total equity value of approximately $89 million.

Represented PlainsCapital Corporation in Small Business Lending Fund Preferred Stock Issuance
Successfully represented PlainsCapital Corporation in its private offering of $114 million of preferred stock to the U.S. Treasury under the Small Business Lending Fund.

Represented Goodman Networks Incorporated in Private Debt Offering
Successfully represented Goodman Networks Incorporated, a provider of outsourced network and infrastructure services to the telecommunications industry, in the private issuance of $225 million aggregate principal amount of 12.125 percent Senior Secured Notes due 2018.

Memberships

  • Chairman of the Business Law Section of the State Bar of Texas, 2012-2013
  • Council of the Business Law Section of the State Bar of Texas, 2006-2008, 2010-2012 
  • Chairman of the Corporations Committee of the Business Law Section of the State Bar of Texas, 2003-2006

Online Publications

08/06/2010 - Should I Take Personal Notes in Board Meetings?
Idle jottings, doodles, and vague notes taken during corporate board meetings can sabotage defenses against even the most specious claims raised in subsequent litigation.

08/04/2010 - The Impact of Dodd-Frank on Public Companies
Haynes and Boone has prepared a summary of significant provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act that may have consequences for public companies and their officers and directors, as well as related entities, along with commentary on those provisions.

04/26/2010 - Developments involving shareholder access and proxy statement disclosure
The US Securities and Exchange Commission (SEC) has called the recent, and continuing, recession ‘one of the most serious economic crises of the past century’. The actions taken by many com - panies leading up to the economic crisis raised serious doubts among investors regarding the accountability and responsiveness of corporate management to the interests of shareholders.

03/30/2010 - Board of Directors Guide 2010
The current difficult business environment poses many challenges to boards of directors. This outline is intended to assist board members in understanding the proper role and functioning of the board in the new political and regulatory environment in which we live.

03/03/2010 - Guide to SEC Reporting Changes (Revised)
Since the start of 2009, there have been material changes to the form and content of periodic reports and proxy statements. This memorandum outlines the changes in the federal securities laws and New York Stock Exchange (“NYSE”) rules since January 2009 that impact the form and content of 2009 Forms 10-K and 2010 proxy statements for domestic issuers subject to Regulation S-K.

10/01/2009 - Software Licenses: Permission vs. Forgiveness and the Law of Unintended Consequences
In a case that may prove to be as serendipitous for struggling software companies as anything else, the United States Court of Appeals for the Sixth Circuit wrote another chapter in the law of unintended consequences with its ruling in Cincom Systems, Inc. v. Novelis Corp. (published September 25, 2009 pursuant to Sixth Circuit Rule 206: File Name: 09a0346p.06).

07/09/2009 - SEC Proposes Rule Amendments to Facilitate Rights of Shareholders to Nominate Directors
On June 10, 2009, the U.S. Securities and Exchange Commission (the “SEC”) proposed a series of amendments to rules promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”) to facilitate shareholders’ rights to nominate directors.

02/12/2009 - SEC Mandates Interactive Data Financial Reporting
The Securities and Exchange Commission (SEC) issued rules that will require most public companies to file financial statements with the SEC in eXtensible Business Reporting Language (XBRL). Interactive data in XBRL format permits users of financial information to automatically download financial data directly into documents and analytical tools.

10/01/2007 - Making Board Minutes Count
Reprinted from Directors Monthly with permission of the publisher.

11/28/2005 - 2006 ISS U.S. Corporate Governance Policy Updates

The Ins and Outs of Audit Committees in the Post-Enron Era
25th Annual Conference On Securities Regulation and Business Law Problems, Dallas, Texas

Corporate Governance, Ethical Conduct and Public Disclosures in the Post-Enron Era
25th Annual Conference On Securities Regulation and Business Law Problems, Dallas, Texas

Breaking Bad News to the Public
22nd Annual Conference on Securities Regulation and Business Law Problems

Ten Pitfalls to Avoid in Corporate Acquisitions: A Practical Guide for Corporate Counsel
20th Annual Corporate Counsel Institute