Steve Wolosky

Steve Wolosky: Attorney with Olshan Frome Wolosky LLP

Biography

Activist & Equity Investment Practice Chair Steve Wolosky is a nationally recognized corporate and securities lawyer who counsels clients in the areas of proxy contests and mergers and acquisitions.

A pioneer in shareholder activism, Steve spearheaded Olshan's Shareholder Activism Practice more than 20 years ago. Today, he is one of the leading lawyers in the country advising hedge funds and investment partnerships on activist situations in the United States and worldwide. Steve advises on some of the most high-profile activist campaigns year-in, year-out. Most notably, Steve led the pre-eminent proxy contest of 2014 representing Starboard Value's unprecedented, “extraordinary,” and “historic” victory in its election contest against Darden Restaurants, Inc. In 2015 Steve led client H Partners to an unprecedented withhold campaign victory at Tempur Sealy and is currently advising Elliott Associates on its campaign at Arconic. In international news-making cases, Steve represented foreign clients who successfully obtained board representation for the first time in both Japan and South Korea. Steve has led over 500 proxy contests for board representation in his career.

Olshan's Shareholder Activism Practice Group is widely recognized as the nation's premier practice in representing activist investors in contested director elections. We are consistently ranked as the No. 1 legal advisor to activist investors by just about every league table and publication that covers shareholder activism, including the WSJ-FactSet Activism Scorecard, Thomson Reuters' Global Shareholder Activism Scorecard and Activist Insight Monthly. We led the way again in 2016, having advised on 85 activist campaigns according to WSJ-FactSet, or 60 more campaigns than our next closest competitor.

Steve advises clients in negotiating mergers and acquisitions and hostile takeovers of public companies. He has extensive experience representing public and private issuers of debt and equity securities, purchasers and sellers in mergers, stock and asset transactions, and investment funds in their formation, capital raising and investment transactions. Steve frequently counsels corporate clients in corporate planning and structuring activities, corporate governance matters, dealings with stock exchanges, and public company compliance matters.

Steve is regularly quoted as an industry expert in The Wall Street Journal, Reuters, The Deal, Law360, and in other notable media publications discussing important trends in shareholder activism. He also lectures at corporate and securities law conferences, and speaks on distinguished activist panels throughout the country.

Steve has been cited for his preeminence in shareholder activism and corporate and securities. According to Chambers USA, Steve is the go-to guy, no question when it comes to representing activists. In Best Lawyers in America, his clients are quoted as saying that “he possesses a deep understanding of both business and legal needs of the client.” In addition, he is Martindale-Hubbell AV ( Preeminent ) rated by his peers and consistently named to the New York Super Lawyers list since 2006.

Honors

•Steve has been ranked as a Leading Lawyer in Corporate/M&A: Shareholder Activism by Chambers USA
•Steve has been consistently selected by his peers for inclusion in The Best Lawyers in America in the field of Securities/Capital Markets Law from 2013-2017
•Steve is Martindale-Hubbell AV ( Preeminent ) rated by his peers
•Steve has been consistently named to the New York Super Lawyers list, a Thomson Reuters lawyer rating service, since 2006

Media Mentions/News

•Olshan Practices and Lawyers Recognized in Chambers 2017 USA Guide

May 30, 2017

•Activist Client Macellum Advisors Wins Board Seat in Citi Trends Proxy Victory

May 25, 2017

•Olshan Client FrontFour Capital Reaches Agreement with ClubCorp Holdings for Board Representation

May 25, 2017

•Wolosky, Freedman and Berenblat Author Article on European Activism for Ethical Boardroom

May 24, 2017

•Alden Global Obtain Board Representation at Fred's

May 1, 2017

•MSN.com Lists Olshan as a “Top Go-To Law Firm Used by Mainstream Activists”

April 28, 2017

•Olshan's Activist Practice Again Ranked No. 1 Law Firm in Activist Campaigns for 2016 by FactSet

February 9, 2017

•Steel Partners Holdings L.P. Completes Exchange Offer for Steel Excel Inc.

February 8, 2017

•Olshan Client VIEX Capital Advisors Reaches Agreement with Immersion Corporation for Board Nomination and Declassification

February 6, 2017

•Olshan Clients Legion Partners and CalSTRS Nominate Two Directors and Submit Business Proposal for 2017 Annual Meeting

February 6, 2017

•Wolosky Quoted in Forbes on Shareholder Activism Outlook Under Trump Administration

February 1, 2017

•Wolosky Quoted in Law360 on SEC's Universal Proxy Rule

January 20, 2017

•Wolosky, Freedman and Berenblat Author Three-Part Activist Series for IR Magazine

January 13, 2017

•Olshan Client United Capital Corp. Wins Motion to Dismiss

January 11, 2017

•Privet Fund Reaches Agreement with Great Lakes Dredge & Dock for Board Representation

December 30, 2016

•Olshan Client Engaged Capital Reaches Agreement with Benchmark Electronics for Board Seat

December 21, 2016

•Olshan Represents Aerojet Rocketdyne Holdings in $300M Private Offering of Convertible Senior Notes

December 14, 2016

•Olshan's Activist Practice Again Ranked “As The Most Prolific Law Firm” in Shareholder Activism

December 5, 2016

•Olshan Client Landry's, Inc. Acquires B.R. Guest Restaurants

December 5, 2016

Speaking Engagements

•Activists New to the Scene

January 27, 2017

Time Warner Center, New York, NY
•Legal Underpinnings of Launching a U.S. Shareholder and Hedge Fund Activist Equity Campaign - Lessons for Hong Kong

November 11, 2016

Hong Kong
•13D Monitor's Active-Passive Investor Summit

April 19, 2016

The Plaza Hotel 768 5th Ave., New York, NY 10019
•Legal Underpinnings of Launching a Shareholder and Hedge Fund Activist Equity Campaign

April 7, 2016

Frankfurt, Germany
•WEBINAR: Shareholder Activism: Investing in a Stronger Corporate America

July 29, 2015

•Harvard Roundtable on Shareholder Engagement

June 17, 2015

Harvard Law School, Wasserstein Hall, 1585 Massachusetts Avenue, Milstein West
•Current Trends in Shareholder Activism

May 6, 2015

Houlihan Lokey - New York, NY
•13D's Active-Passive Investor Summit

April 13, 2015

Crowne Plaza Times Square Manhattan, New York, NY
•UCLA Private Fund Conference

March 13, 2015

UCLA School of Law, Los Angeles, CA
•Securities and Exchange Commission Roundtable

February 19, 2015

SEC's headquarters located in Washington D.C
•Thomson Reuters' 33rd Annual Federal Securities Institute

February 5, 2015

Miami, Florida
•ISS 2015 Annual Conference, North America

January 30, 2015

Aventura, Florida
•Global Activist Activity

November 18, 2014

The 4th Annual Event for Global IR Practitioners
•Third Annual Marcum MicroCap Conference

May 29, 2014

Grand Hyatt New York, NY
•Counseling the Board of Directors in the Age of Activist Shareholders

May 6, 2014

City Bar Center for CLE, New York City Bar
•Wolosky Serves as Panelist at 5th Annual Active-Passive Investor Summit

April 22, 2014

The Union League Club, New York City
•Dealing with Shareholder Activism

March 27, 2014

Tulane University Law School
•Harvard Roundtable on Activist Interventions

March 26, 2014

Harvard Club of New York City, 35 West 44th Street
•Wolosky Serves as Panelist at Corporate Directors Forum 2014

January 27, 2014

San Diego, CA
•Wolosky Serves as Panelist at 4th Annual Active-Passive Investor Summit

April 22, 2013

New York, NY
•Panelist, Representing Activists

April 2012

The 3nd Annual Active-Passive Investor Summit
•Wolosky Serves as Panelist at B. Riley Conference

May 23, 2011

•Wolosky Speaks at Investor Summit

February 28, 2011

•Wolosky Speaks at Investor Summit

February 22, 2010

•Wolosky and Frome Speak at Activist Conference

January 29, 2010

• Activists Are Knocking: Should Boards Open The Door?

December 2009

NASDAQ QMX: The High-Performance Director: Navigating 2010
•Wolosky Serves as Panelist at Investor Conference in Vegas

March 6, 2009

•Wolosky Serves as Panelist at Bloomberg Activist Seminar

December 11, 2008

•Wolosky and Finerman Serve as Speakers at Activism Summit

September 23, 2008

Articles & Alerts

•CLIENT ALERT: Texas Legislature's Proposed “Bring Business to Texas and Fairness in Disclosure Act” Seeks to Impose Draconian Disclosure Requirements on Shareholder Activists and Proxy Advisory Firms

March 27, 2017

•CLIENT ALERT: Delaware Chancery Court Affirms Fundamental Right of Shareholders to Remove Annually Elected Directors By Majority Vote Despite Supermajority Voting Threshold in Bylaws

February 6, 2017

•CLIENT ALERT: Institutional Shareholder Services Releases Proposed Voting Policy Changes for 2017

October 28, 2016

•CLIENT ALERT: SEC Takes Initial Step to Require “Universal” Proxy Ballots in Contested Elections

October 26, 2016

•CLIENT ALERT: A Review of the STADA Arzneimittel Proxy Contest and the Activism Landscape in Germany

September 27, 2016

•CLIENT ALERT: SEC Issues Guidance Regarding Schedule 13G Filings Following ValueAct Settlement of HSR Violation Claims

July 2016

•CLIENT ALERT: Delaware Chancery Court Confirms Right of Stockholders to Remove Directors Without Cause in the Recent In re Vaalco Ruling

January 14, 2016

•CLIENT ALERT: Institutional Shareholder Services Inc. Releases Annual Policy Survey

August 2013

•CLIENT ALERT: Olshan Client, Landry's, Inc., Involved in Favorable Delaware Chancery Court Decision for Private Equity Mergers

July 2013

•CLIENT ALERT: SEC Staff Issues Risk Alert on Strengthening Practices for Preventing and Detecting Unauthorized Trading

March 2012

•CLIENT ALERT: NYSE to Prohibit Broker Discretionary Voting on Executive Compensation Matters

August 2010

•CLIENT ALERT: SEC Seeks Public Comment on Proxy System

August 2010

•PRESENTATION MATERIALS: The Activist's Toolkit

January 2010

•CLIENT ALERT: SEC Approves Rules Requiring Enhanced Disclosure About Risk, Compensation and Corporate Governance

January 2010

•Weekly Reporting of Short Sale Activity on Form SH No Longer Required Temporary Rule Addressing Abusive Naked Short Selling Now Permanent

August 2009

•SEC Proposes Amendments to Proxy Disclosure and Solicitation Rules

July 2009

•CLIENT ALERT: Elimination of Broker Discretionary Voting in Director Elections

July 2009

•SEC Proposes New Shareholder Proxy Access Rules

May 2009

•CLIENT ALERT: Delaware Amends Its General Corporation Law

May 2009

•Hedge Fund Transparency Act Would Require Hedge Funds and Other Private Funds to Register with the SEC in Order to Remain Exempt from Regulation as Investment Companies

February 2009

•SEC Issues Final Rule Requiring Institutional Investment Managers to File Forms SH Disclosing Daily Short Sales and Short Positions until August 1, 2009

October 21, 2008

•A Brief Guide to Japanese Proxy Solicitations

September 2008

•Federal Reserve Issues Policy Statement Relaxing Longstanding Rules Regarding Minority Shareholder Investments in Banks - Permits a Minority Investor to Have a Single Representative on the Board of Directors of a Banking Organization

September 29, 2008

•Delaware Supreme Court Determines Stockholder-Proposed Bylaw Relating to Proxy Expense Reimbursement to be Invalid

July 30, 2008

•Use of Swaps by Hedge Funds May Accelerate Section 13(d) Filing Obligations Following U.S. District Court (S.D.N.Y.) Decision

June 20, 2008

Press Releases

•Olshan Real Estate and Litigation Practices Recognized in Chambers 2017 USA Guide; Five Lawyers Individually Recognized

May 30, 2017
•Olshan Recognized as “Best Law Firm” in New York and Nationally for Securities/Capital Markets, Real Estate, Advertising, and Employment Law by U.S. News-Best Lawyers

November 1, 2016
•Forty Olshan Attorneys Selected to Super Lawyers2016

September 21, 2016
•Six Olshan Attorneys Selected to The Best Lawyers in America 2017

August 15, 2016
•Olshan Named to National Law Journal 2016 Midsize Hot List”

June 6, 2016
•Andrew Freedman named Co-Head of Olshan's Shareholder Activism Practice and Aneliya S. Crawford named Partner

December 21, 2015
•Olshan Recognized as a Top Tier Best Law Firm Nationally and in New York for Securities and Capital Markets and Real Estate Law by U.S. News-Best Lawyers

November 2, 2015
•Thirty-nine Olshan Attorneys Selected to Super Lawyers 2015

September 16, 2015
•Five Olshan Attorneys Selected to The Best Lawyers in America 2016

August 17, 2015
•Olshan's Activist & Equity Investment Practice Highlighted by FactSet's SharkRepellent as Top Ranked Legal Advisor to Activist Investors

November 3, 2014
•Olshan Recognized as First Tier “Best Law Firm” in New York for Securities and Capital Markets and Real Estate Law by U.S. News-Best Lawyers

November 3, 2014
•Forty-four Olshan Attorneys Selected to Super Lawyers2014

September 23, 2014
•Olshan Attorneys Selected to The Best Lawyers in America 2015

August 21, 2014
•Olshan Recognized as Tier 1 “Best Law Firm” in New York for Securities and Capital Markets by U.S. News-Best Lawyers

November 1, 2013
•Thirty-one Olshan Attorneys Recognized by Super Lawyers 2013

September 13, 2013
•Olshan Attorneys Recognized by The Best Lawyers in America2014

August 16, 2013
•Olshan Frome Wolosky's Activist Practice Enjoys Busiest and Most Successful Proxy Season On Record

August 5, 2013
•The National Law Journal Names Olshan to “Midsize Hot List”

April 30, 2012
•Olshan Attorneys Recognized

September 20, 2011

Publications

•Shareholder Activism in 2017: The View from Olshan

January 13, 2017

IR Magazine
•Olshan's 2016 Shareholder Activism Review

January 2017

IR Magazine
•'Universal' Proxy Proposal: The View from Olshan

January 13, 2017

IR Magazine
•10 Questions with Steve Wolosky

November 2016

13D Monitor's The Activist Report
•Rise of the Reluctavists

February 2016

Ethical Boardroom
•The Activist Push for Spin-Offs

October 2015

IR Magazine - Fall Issue
•Third Point's HSR Settlement with the FTC

September 2015

•The Role of Activist Funds: Lessons Learned From Darden

July 2015

2015 Private Fund Report: The Role of Activist Funds - Lowell Milken Institute for Business and Law Policy UCLA Law School
•Proxy Season 2015: Activism as the New Normal

July 14, 2015

Activist Insight
•“Against” the Odds: A Look at H Partners' Historic “Vote Against” Campaign at Tempur Sealy

June 2015

The Activist Report
• Just Vote No Campaigns Come of Age in 2011

December 2011

The Activist Report
• Developments in Proxy Contests and Corporate Governance

December 2009

The Altman Group: Governance Compendium Series

Social Media

Securities Law Blog

•SEC Takes Initial Step to Require “Universal” Proxy Ballots in Contested Elections

Steve Wolosky, Andrew Freedman, Kenneth M. Silverman, Ron S. Berenblat
•Delaware Chancery Court Confirms Right of Stockholders to Remove Directors Without Cause in the Recent In re Vaalco Ruling

Steve Wolosky, Timothy D. Knox

Areas of Practice (2)

  • Activist & Equity Investment Practice
  • Corporate/Securities Law

Education & Credentials

Contact Information:
212.451.2333  Phone
212.451.2222  Fax
www.olshanlaw.com
University Attended:
Brooklyn College of the City University of New York, B.A., 1977
Law School Attended:
Benjamin N. Cardozo School of Law, J.D., Member, Benjamin N. Cardozo School of Law Law Review, 1979-1980, 1980
Year of First admission:
1981
Admission:
1981, New York; 1981, U.S. District Court, Southern and Eastern Districts of New York; 1981, U.S. Court of International Trade
Memberships:

Professional & Community Affiliations

New York State Bar Association

Birth Information:
Brooklyn, New York, November 9, 1955
Reported Cases:
Representative Matters: Proxy Contests and Negotiated Board Representation; Starboard Value LP; Darden Restaurants, Inc.: Represented Starboard in unprecedented, extraordinary victory in its election contest replacing its entire board with a slate of 12 directors.; Quantum Corporation: Represented Starboard in the negotiation of three board seats.; Office Depot: Represented Starboard in negotiation of three board seats.; Calgon Carbon: Represented Starboard in negotiation of board seat.; AOL: Represented Starboard in 2012 proxy contest.; Progress Software: Represented Starboard in seeking board seats.; Wasau Paper: Represented Starboard in negotiating two consecutive settlements for total of four board seats.; DSP Group: Represented Starboard in 2013 proxy contest and negotiated two board seats for Starboard in 2012.; Regis Corporation: Represented Starboard in successful proxy contest for three board seats at 2011 annual meeting.; MIPS Technologies, Inc.: Represented Starboard in negotiation of two board seats.; Openwave Systems Inc.: Represented Starboard in obtaining two board seats.; Zoran Corporation: Represented Starboard in a successful consent solicitation, which replaced three board members.; Immersion Corporation: Represented Starboard in connection with the nomination of two directors at the 2011 annual meeting.; SeaChange International, Inc.: Advised Starboard in obtaining one board seat.; SurModics, Inc.: Advised Starboard in obtaining two board seats.; Extreme Networks: Representing Starboard in connection with the nomination of two directors at the 2010 annual meeting.; Tollgrade Communications, Inc.: Advised Starboard in successful proxy contest for three board seats.; Agilysys, Inc.: Advised Starboard in a proxy contest seeking representation on the board of directors of Agilysys. Successfully negotiated a settlement agreement with Agilysys ending the proxy contest and resulting in the appointment of two Starboard nominees to the board.; Agilysys, Inc.: Advised Starboard in negotiating settlement for two board seats.; Actel Corporation: Advised Starboard in negotiating settlement for two board seats.; Orthofix International N.V.: Advised Starboard in first ever proxy contest in the Netherlands-Antilles.; Datascope Corp.: Advised Starboard in a successful proxy for one board seat.; Federal Signal Corporation: Advised Starboard in negotiating one board seat.; Shulman, Inc.: Advised Starboard in successful proxy for two board seats.; Kensey Nash Corporation: Advised Starboard in the successful negotiation of representation for Starboard on the board.; Steel Partners Holdings; JPS Industries: Advising Steel Partners Holdings in consent solicitation and offer to acquire JPS Industries.; Moduslink Global Solutions: Advised Steel Partners Holdings in negotiation of settlement.; Adaptec: Advised Steel Partners Holdings in connection with successful consent solicitation to replace two incumbent directors.; Rowan Companies, Inc.: Advised Steel Partners Holdings in connection with a settlement agreement with Rowan, pursuant to which Rowan agreed to nominate a Steel Partners designee to the board.; Aderans Holdings Co. Ltd.: Advised Steel Partners Japan in the successful negotiation of a settlement agreement with Aderans following the defeat of the incumbent board's re-election. As a result of the settlement agreement, Aderans agreed to certain corporate governance matters and to nominate for election to Aderans' board two candidates proposed by Steel Partners Holdings. This is the first time that a foreign investment fund has succeeded in having one of its own representatives join the board of a Japanese company following the ouster of existing management.; Gencorp Inc.: Advised Steel Partners Holdings in connection with its election contest against Gencorp and successfully negotiated a settlement agreement with Gencorp resulting in the appointment of three Steel Partners nominees to the board.; EnPro Industries, Inc.: Advised Steel Partners Holdings in connection with its election contest against EnPro and successfully negotiated a settlement agreement with EnPro whereby one Steel Partners nominee will be appointed to the board.; Point Blank Solutions, Inc.: Advising Steel Partners Holdings in its successful proxy contest against Point Blank where it won majority board representation.; GAMCO Asset Management Inc.; Point Blank Solutions, Inc.: Advising Steel Partners Holdings in its successful proxy contest against Point Blank where it won majority board representation.; Griffin Land & Nurseries: Representing GAMCO in a proxy contest for two board seats.; Materion Corporation: Advised GAMCO in reaching settlement for one board seat.; Telephone & Data Systems: Representing GAMCO in a proxy contest for two board seats.; Superior Industries: Represented GAMCO in a proxy contest for one board seat.; Myers Industries: Represented GAMCO in obtaining board representation.; Western Investment; Advised Western Investment in successfully reaching an agreement with Hambrecht & Quist Capital Management LLC, resulting in an issuer tender offer by H&Q Life Sciences Investors at a price equal to 98% NAV.; Advised Western Investment in successfully reaching an agreement with LMP Capital and Income Fund Inc., resulting in a series of 5% issuer tender offers at a price equal to 98% NAV.; Advised Western Investment regarding its investment in TS&W/Claymore Tax-Advantaged Balanced Fund, including Western Investment's tender offer for up to 5.2% of TYW's outstanding stock and its proxy contest at TYW's 2010 annual meeting, at which a majority of shareholders voted in support of Western Investment's director nominee and its Rule 14a-8 shareholder proposal, resulting in TYW agreeing to reorganize into a newly created open-end mutual fund.; Advised Western Investment in successfully reaching an agreement with Deutsche Investment Management Americas Inc. resulting in (i) a program of issuer tender offers at a price equal to 99% NAV at DWS Dreman Value Income Edge Fund (DHG) and DWS Global High Income Fund, (ii) an open market repurchase program at DHG, and (iii) the merger of DWS RREEF World Real Estate Fund (DRP) into DWS RREEF Global Real Estate Securities Fund, an open-end fund.; Advised Western Investment in successive proxy contests against DWS Enhanced Commodity Strategy Fund, Inc. (GCS) resulting in Western Investment's slate of director nominees receiving a majority of the votes cast at GCS's 2008 Annual Meeting and 2010 Annual Meeting and GCS's merger into an open-end fund.; Previously advised Western Investment in proxy contests against DHG and DRP, resulting in Western Investment's slate of director nominees receiving a majority of the votes cast at each fund's 2010 Annual Meeting.; Advised Western Investment in its proxy contest against MCG Capital Corporation, resulting in Western Investment successfully blocking MCG Capital's efforts to conduct dilutive share offerings.; Advised Western Investment in a successful proxy contest against Pioneer Municipal & Equity Income Trust, resulting in the election of two Western Investment nominees to the board.; Advised Western Investment in a successful proxy contest against Investment Grade Municipal Income Fund Inc. at the Fund's 2009 Annual Meeting, resulting in the approval of Western Investment's stockholder proposal that the Fund's Board not retain UBS Global AM and certain other entities as its investment manager.; Advised Western Investment in successfully reaching an agreement with the Neuberger Berman closed end funds, including Neuberger Berman Dividend Advantage Fund Inc., Neuberger Berman California Intermediate Municipal Fund Inc., Neuberger Berman Income Opportunity Fund Inc., Neuberger Berman Intermediate Municipal Fund Inc., Neuberger Berman New York Intermediate Municipal Fund Inc., Neuberger Berman High Yield Strategies Fund, and Neuberger Berman Real Estate Securities Income Fund Inc., ending the proxy contests and resulting in a series of semi-annual tender offers by the Funds at a price equal to 98% NAV.; Advised Western Investment in its numerous investments in closed-end funds in an effort to cause management and the Board to take affirmative actions to reduce the discount to Net Asset Value of each of Cohen & Steers REIT & Utility Income Fund, Inc., Cohen & Steers Select Utility Fund, Inc. and John Hancock Tax-Advantaged Dividend Income Fund.; Crescendo Partners; Cott Corporation: Successfully negotiated board representation for Crescendo Partners, resulting in the appointment to the company's board of four persons chosen by Crescendo Partners.; Charming Shoppes, Inc.: Advised Crescendo Partners in connection with its election contest against Charming Shoppes and successfully negotiated a settlement agreement with Charming Shoppes resulting in the company nominating two Crescendo Partners nominees for election to the board and submitting for shareholder approval a proposal to declassify the board.; O'Charley's, Inc.: Advised Crescendo Partners in connection with its potential election contest against O'Charley's and successfully negotiated a settlement agreement with O'Charley's resulting in the appointment of three Crescendo Partners nominees to the board and the company's submission for shareholder approval of a proposal to declassify the board.; Mothers Work, Inc.: Successfully negotiated representation for Crescendo Partners on the board.; Other Activist Matters; Represented FrontFour Capital and Quinpario Partners in their nomination of two directors for the management slate of Ferro Corporation.; Representing Coppersmith Capital, teamed up with Scopia Management, in connection with its nomination of three candidates to the Board of Directors of Alere.; Representing Quinpario Partners in connection group's investment in Zoltek Companies, Inc.; Represented Patrick Walsh of PW Partners in connection with his candidacy for election to the Famous Dave's of America board.; Negotiated agreement for Dolphin Limited Partnership III, L.P., resulting in appointment of Justin A. Orlando, a managing director of Dolphin, to the Board of Directors of Rimage Corporation. The agreement also granted Dolphin board observer rights and provided for the appointment of an additional director with relevant enterprise software industry experience.; Advised Raging Capital in connection with the nomination of a director for election to the Vitesse Semiconductor Corporation Board of Directors.; Advised Norman Pessin in connection with the nomination of two director nominees for election to the AltiGen Communications, Inc. Board of Directors.; Advised Potomac in seeking board seats at SIGMA Designs.; Advised Cadian Capital in obtaining three board seats at Comverge Technology.; Advised SAVE Partners IV in seeking board seats at USA Technologies.; Advised Dialectic Capital in obtaining two board seats at Tellabs.; Advised JCP Investment Management in obtaining board seat at Morgan Foods.; Advised Mangrove Partners in opposition to NABI Pharmaceuticals transaction.; Advised Balch Hill in seeking board seats at PLX Technology.; Advised Raging Capital in obtaining one board seat at Resource America.; Advised Cadian Capital Management, LLC on successful Just Say No campaign at Comverse Technology, Inc.; Advising Biglari Holdings Inc. in seeking one board seat at Cracker Barrel Old Country Store, Inc.; Advised MMI Investments, L.P in seeking two board seats at Comtech Telecommunications.; Advised MMI Investments, L.P. on Checkpoint Systems.; Advised Kingstown Partners L.P. on its investment in Signature Group Holdings.; Advised Raging Capital Funds in obtaining board representation at MRV Communications, Inc.; Advised Baker Street Capital Management in obtaining three board seats at TIX Corporation.; Advised National Technical Systems, Inc. in successful proxy contest defense.; Advised FrontFour Capital in obtaining two board seats at Fisher Communications, Inc.; Advised Biglari Holdings Inc. in seeking one board seat at Fremont and two board seats at CCA Industries, Inc.; Advised Bel Fuse, Inc. in seeking two board seats at Pulse Electronics Corporation and proposal to acquire Bel Fuse.; Advised Dialectic Capital Management, LLC in seeking two board seats at Advanced Analogics Technologies, Inc.; Advised Deutsche Bank Securities, Inc. in seeking one preferred director at Gramercy Capital Corp.; Advised MMI Investments, L.P. in seeking two board seats at EMS Technologies, Inc.; Advised Benihana of Tokyo in connection with investment at Benihana, Inc.; Advised LaGrange Capital Partners in successfully obtaining three board seats at Forward Industries, Inc.; Advised Simcoe Partners, L.P. in successful negotiation to obtain one board seat at Alloy, Inc.; Advised LaunchEquity Partners in successfully obtaining two board seats at MakeMusic, Inc.; Advised John Reynolds in successfully obtaining a board seat at CopyTele, Inc.; Advised Oak Street Capital in proxy contest seeking three board seats at Denny's Corporation.; Advised North & Webster in successfully obtaining one board seat at S&D International, Inc.; Advised Quicksilver Resources, Inc. in successfully obtaining two board seats at BreitBurn Energy Partners L.P.; Advised Dialectic Capital Partners, LP in the successful negotiation of a settlement agreement with representation on the board of directors of California Micro Devices Corporation in the appointment of three nominees to the board.; Advised Foxhill Capital Partners, LLC in the successful negotiation of a settlement agreement with iPass Inc. resulting in the appointment of two Foxhill nominees to the board.; Advised Legacy Housing, LTD. in the successful negotiation of a settlement agreement with Cavalier Homes, Inc. resulting in the appointment of two Legacy Housing nominees to the board.; Advised Hallmark Financial Services, Inc. in the successful negotiation of a settlement agreement with Specialty Underwriters' Alliance, Inc. resulting in the appointment of one Hallmark nominee to the board.; Advised Lamassu Holding in the successful negotiation of a settlement agreement with Ditech Networks, resulting in the appointment of two Lamassu nominees to the board.; Advised Kingstown Partners, L.P. in the successful proxy contest against Ambassadors International, Inc. resulting in two Kingstown nominees being elected by shareholders to the board.; Advised Nanes Balkany in the successful negotiation of a settlement with Toreador Resources Corp. resulting in the appointment of two Nanes Balkany nominees to the board and the termination of the company's poison pill.; Advised Mustang Capital in the successful negotiation of representation for Mustang on the Board of O.I. Corporation, with the company agreeing to nominate one Mustang nominee for election to the board.; Advised New World Opportunity Partners in the successful negotiation of representation for New World on the board of Youbet.com, with the company agreeing to nominate two New World nominees for election to the board.; Advised the Lion Fund in a successful proxy contest against Steak ' n Shake Company, which resulted in two Lion Fund nominees being elected by shareholders to the board.; Advised Accipiter Capital Management in the successful negotiation of a settlement agreement with Rural/Metro Corporation, resulting in two Accipiter nominees being nominated by the company for election to the board, with a third nominee to be mutually selected by Accipiter and the company.; Advising Nanes Delorme in a proxy contest to elect three director nominees to the board of VAALCO Energy, Inc.; Merger & Acquisition Deals; Represented Quinpario Acquisition Corp. in the acquisition of Jason Incorporated from Saw Mill Capital LLC, Falcon Investment Advisors, LLC and other investors. The purchase price of $538.65 million will be funded by the cash proceeds from QPAC's initial public offering, new debt and rollover equity invested by the current owners and management of Jason.; Represented the Special Committee of the Board of Directors of NTS, Inc., a leading regional provider of integrated communications, in its negotiation of a definitive merger agreement with affiliates of Tower Three Partners LLC, a private equity firm. Upon completion of the transaction, valued at approximately $155 million, NTS will become a privately held company.; Represented GenCorp Inc., a leading technology-based designer, developer and manufacturer of aerospace and defense products, in the successful completion of the $550 million acquisition of the Pratt & Whitney Rocketdyne business from United Technologies in part with the proceeds from a $460 million bond offering. The acquisition will nearly double the size of GenCorp and help ensure that it continues to be a leader in the next space age.; Represented CERTPOINT Systems Inc. in a merger with Infor Inc.; Represented Launch Equity in negotiating merger agreement/tender offer for the acquisition of MakeMusic.; Represented GenCorp. Inc. in a $460 million financing consisting of 7.125% Second Priority Senior Secured Notes, the proceeds of which will be primarily used for the acquisition of United Technologies Corporation's Pratt & Whitney Rocketdyne business.; Represented GAMCO Investors, Inc. in debt tender offer.; Advised Landry's, Inc. on potential acquisition, including hostile tender offer for McCormick & Schmick's.; Advised Steel Partners Holdings on proposal to acquire JPS Industries.; Advised Ness Technologies, Inc. on sale to CVCI.; Advised United Capital Corporation on tender offer.; Advised Landry's, Inc. on acquisition of Beso LLC.; Advised Seneca Capital, L.P. in opposition to tender offer by Icahn for Dynergy Inc.; Represented Ramius LLC in tender offer and acquisition of Cypress Bioscience, Inc.; Represented Formula Telecom Solutions, Inc. in sale of Paetec Holding Corp.; Represented YouBet.com in sale to Churchill Downs Inc.; Represented ADPT Corporation in sale of assets to PMC-Sierra, Inc.; Represented Tilman J. Fertitta, Chairman and Chief Executive Officer of Landry's Restaurants, Inc., in a proposed going-private merger with Landry's.; Represented the Special Committee of Independent Directors of Western Sizzlin Co. in a proposed merger with Steak ' n Shake.; Represented New Century Equity Holdings Corp. in its acquisition of Wilhelmina International, Ltd. and its affiliated entities. Wilhelmina is today one of the largest and most successful model management companies in the world.; Represented dELiA*s, Inc., a direct marketing and retail company, in the $103 million sale of assets related to its CCS business to Foot Locker, Inc.; Represented NuCO2 Inc., the leading and only national provider of bulk CO2 products and services to the U.S. fountain beverage industry, in connection with the acquisition by Aurora Capital Group. The transaction was valued at approximately $487 million.; Represented Health Systems Solutions Inc. in a proposed merger to acquire Emageon Inc., a medical imaging software maker, for $61 million in cash.; Represented Steel Partners in its unsolicited $100 million cash tender offer for Bairnco Corporation. After commencing a consent solicitation to remove the Company's Board, successfully negotiated a friendly merger transaction.; Represented Steel Partners Japan in its attempt to increase its ownership stake in Sapporo Holdings Ltd., including Steel Partners' negotiations with Sapporo's Board and navigation of Sapporo's anti-takeover measures. Also provided representation in tender offers to acquire 100% of three separate Japanese public companies: Bull-Dog Sauce Co., Ltd., Myojo Foods Co., Ltd., and Tenryu Saw Mfg. Co., Ltd.; Represented Lone Star Steakhouse & Saloon, Inc., a restaurant chain based in Wichita, Kansas and the owners of the high-end Del Frisco Double Eagle Steakhouse restaurants, in connection with its acquisition by Lone Star Funds, in a transaction valued at $600 million.; Securities Counsel to the Following Public Companies:; Aetrium Incorporated; Biglari Holdings Inc.; BNS Holding Inc.; CoSine Communications, Inc.; Digirad Corporation; DGT Holdings Corp.; EQM Technologies & Energy, Inc.; FalconStor Software, Inc.; Forward Industries, Inc.; GenCorp Inc.; Handy & Harman Ltd.; Nathan's Famous, Inc.; NOVT Corporation; SL Industries, Inc.; Steel Excel Inc.; Steel Partners Holdings L.P.; United Capital Corporation; Wilhelmina International, Inc.
ISLN:
902649161

Peer Reviews

  • 4.9/5.0 (15)
  • A Martindale-Hubbell Peer Rating reflects a combination of achieving a Very High General Ethical Standards rating and a Legal Ability numerical rating.
  • Legal Knowledge

    4.9/5.0
  • Analytical Capability

    4.9/5.0
  • Judgment

    4.9/5.0
  • Communication

    4.9/5.0
  • Legal Experience

    4.9/5.0
  • Steve Wolosky

    5.0/5.0 by a Managing Partner on 03/25/11 in Mergers, Acquisitions and Divestitures on 03/25/11

    Steve is extraordinarily competent - a real gentleman. We need more lawyers like him.

    Read more

    Steve is extraordinarily competent - a real gentleman. We need more lawyers like him.

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Partner on 03/24/11 in Securities Regulation on 03/24/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Partner on 03/24/11 in Corporate Commercial Law on 03/24/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Partner on 03/21/11 in Corporate Law on 03/21/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Partner on 03/21/11 in Mergers, Acquisitions and Divestitures on 03/21/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Of Counsel on 03/14/11 in Corporate Control Contests on 03/14/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Of Counsel on 03/14/11 in Corporate Law on 03/14/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Managing Partner on 03/14/11 in Securities Law on 03/14/11

    Outstanding lawyer. One of the best in his field in the country.

    Read more

    Outstanding lawyer. One of the best in his field in the country.

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Partner on 03/14/11 in Corporate Governance on 03/14/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less
  • Steve Wolosky

    5.0/5.0 by a Partner on 03/14/11 in Securities Law on 03/14/11

    • Legal Knowledge

      5.0/5.0
    • Analytical Capability

      5.0/5.0
    • Judgment

      5.0/5.0
    • Communication

      5.0/5.0
    • Legal Experience

      5.0/5.0
    Read less

See All 15 Reviews See All 15 Reviews »


*Peer Reviews provided before April 15, 2008 are not displayed.

Client Reviews

This attorney does not have client reviews.
Disclaimer

Documents ({{amountArticles}})

Documents by this lawyer on Martindale.com
Other documents: ,

New York, New York

Contact Steve Wolosky

Please correct the fields highlighted in red.

By clicking on the "Submit" button, you agree to the Terms of Use, Supplemental Terms and Privacy Policy. You also consent to be contacted at the phone number you provided, including by autodials, text messages and/or pre-recorded calls, from Martindale and its affiliates and from or on behalf of attorneys you request or contact through this site. Consent is not a condition of purchase.


You should not send any sensitive or confidential information through this site. Emails sent through this site do not create an attorney-client relationship and may not be treated as privileged or confidential. The lawyer or law firm you are contacting is not required to, and may choose not to, accept you as a client. The Internet is not necessarily secure and emails sent though this site could be intercepted or read by third parties.