Salvatore Totino

Practice Areas

Corporate and Finance

Mergers and Acquisitions, Divestitures and Sales

Tax Law

Emerging Companies and Venture Capital

Public Finance

Charitable Giving

Private Equity

Career

Sam Totino is a Partner with Calfee’s Corporate and Finance practice group, advising clients on mergers, acquisitions, divestitures and sales of their businesses, and he is also a member of the firm's Tax and Public Finance practice groups.

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.

Professional Memberships

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

Expert in these Jurisdictions

Ohio

Experience

Served as exclusive counsel to a publicly traded Fortune 500 manufacturing company in its 2024 acquisition of substantially all of the assets of a company located in Hawaii and a company located in New York.

Served as exclusive counsel to a multi-billion-dollar private equity firm client in its 2024 sale of all of the equity interests of a portfolio company to a global private equity firm.

Served as exclusive counsel to a private equity firm in the 2024 acquisition of all equity interests of two Michigan-based companies.

Served as exclusive counsel to a multi-billion-dollar private equity firm and registered SEC investment advisor in its 2024 minority investment in a Northwest U.S. company, allowing the client to assist in the recapitalization of the company via a non-controlling minority interest.

Served as exclusive counsel to a leading technology-enabled distributor and affiliate of a private equity firm client in its 2024 acquisition of substantially all of the assets of a distribution company.

Served as exclusive counsel to a multi-billion-dollar private equity firm and registered SEC investment advisor in its 2024 minority investment in a Texas company, allowing the client to assist in the recapitalization of the company via a non-controlling minority interest.

Served as exclusive counsel to a multi-billion-dollar private equity firm client in its 2023 acquisition of substantially all assets of a cost segregation company, enabling the client to establish a specialty tax platform.

Represented an aviation company in its 2023 acquisition of a leading manufacturing company.

Served as exclusive counsel to a Midwestern manufacturing company in its 2023 acquisition of a prominent distributing company in the Western U.S. and a manufacturing and wholesaler in the Southwestern U.S.

Represented a general aviation company in its 2023 sale of all equity interests of a business line to a private equity investment firm.

Served as exclusive counsel to a leading technology-enabled distributor and affiliate of a private equity firm client in its 2023 acquisition of substantially all of the assets of a California company.

Served as exclusive counsel to a publicly traded Fortune 500 manufacturing company in its 2023 acquisition of substantially all of the fabrication-related assets of a Texas company.

Education