Bruce D. Wanamaker

Direct Dial: (404) 835-9502
Email: bwanamaker@lwglaw.com

Bruce Wanamaker, co-founder of the firm, was formerly a partner in Kilpatrick Stockton’s Corporate Department. He specializes in mergers, acquisitions, divestitures, and securities offerings. His practice includes representation of entrepreneurs, emerging growth companies, established public and private companies, strategic investors, private equity funds, and venture capitalists.

He also has significant experience advising clients on a wide range of commercial, general corporate, and securities law matters, including joint ventures and strategic alliances, fiduciary duties of directors and officers, minority shareholder rights and controlling shareholder obligations, indemnification and advancement, takeover defenses, corporate governance, and SEC reporting and disclosure requirements.

Bruce has served as Chair of the Corporate Code Committee of the State Bar of Georgia since 2006, and is Chair of the Business Law Section of the State Bar of Georgia.

Bruce has been recognized in the 2009-2012 editions of The Best Lawyers in America® for corporate law, and he has been named as one of Georgia Trend’s Legal Elite for business law (2010-2011). He has also been listed as a Georgia “Super Lawyer” for mergers & acquisitions in Georgia Super Lawyers Magazine for 2009-2012, and for the third consecutive year, was named to the 2012 list of the Top 100 Georgia Super Lawyers.

Selected M&A Experience Includes Represatation of:

• Equifax in its $1.4 billion acquisition of TALX Corporation
• BlueCube Software in its acquisition by RedPrairie Corporation, a portfolio company of Francisco Partners
• BellSouth Corporation, as special Georgia M&A counsel, in its $80 billion merger with AT&T Inc.
• a private equity fund affiliated with a bulge bracket investment bank, as special Georgia counsel, in connection with leveraged recapitalization of claims payment policy solution provider
• Certegy in a $7 billion stock for stock merger with Fidelity National Information Services, Inc.
• Zodiac, S.A., in its $600 million acquisition of assets from C&D Aerospace Group, an aircraft cabin equipment manufacturer
• Georgia-Pacific Corporation in its $610 million divestiture of its fluff and market pulp manufacturing operations to an affiliate of Koch Industries, Inc.
• the co-founder of Radiant Systems, Inc., a publicly traded point-of-sale software company, in connection with his acquisition of its enterprise software division through a tax-deferred split-off

Selected Securities and Capital Markets Experience Includes Representation of:

• Certegy Inc. in connection with its $200 million Rule 144A offering of investment grade notes and related exchange offer
• an investor group sponsoring a “going private” transaction with a technology company that provides information systems and services to the home health care industry
• Equifax in connection with its $250 million Rule 144A offering of investment grade notes and related exchange offer
• a NYSE listed company in a $2 billion public spin-off
• a privately held technology company in connection with a $27 million private placement and strategic alliance agreement
• a privately held provider of digital media distribution and management services in connection with a $66 million preferred stock issuance

Education:

• Emory University School of Law, JD (1994)
• Maxwell School, Syracuse University, MPA, Public Finance (1991)
• Colgate University, BA (1989)

Professional Background & Recognition:

• Bar Admissions: Georgia (1996); Florida (1996); New York (1995)
• Chair, Business Law Section, State Bar of Georgia (2011-2012)
• Member, Executive Committee of the Business Law Section of the State Bar of Georgia (2006-present)
• Chairman, Corporate Code Committee, Business Law Section of the State Bar of Georgia
• Member, Business Court Committee, State Bar of Georgia (2009-present)
• AV® rated by Martindale-Hubbell*
• 2009-2012 editions of The Best Lawyers in America (corporate law)
• 2010-2011 Georgia Trend’s Legal Elite (business law)
• Top 100 Georgia Super Lawyer (2010-2012)
• 2009-2012 Georgia Super Lawyer (Mergers & Acquisitions)
• 2005-2007 Georgia Super Lawyers Rising Star by Atlanta Magazine and Law & Politics (Securities & Corporate Finance; Mergers & Acquisitions)

Publications and Speaking Engagements:

• Chair, State Bar of Georgia’s 29th Annual Business Law Institute, October 2010
• “Sale or Merger of the Privately Held Georgia Corporation: Board Approval and Controlling Shareholder Issues,” presented at Buying and Selling Privately-Held Businesses Seminar, November 2007 – 2011, sponsored by the Institute of Continuing Legal Education, Georgia
• “2006 Amendments to Georgia’s Corporate Code and Alternative Entity Statutes,” Georgia Bar Journal (April 2007)
• “Introduction to the Resale of Restricted and Control Securities,” presented at the Annual Basic Securities Law Seminar, March 2006, sponsored by the Institute of Continuing Legal Education, Georgia
• “Foreign Corporations in Georgia,” BNA’s Corporate Practice Series Portfolio No. 84, Doing Business in States Other Than the State of Incorporation (Alabama Through Michigan)
• “Conversions of LLCs and Other Entities in Georgia From One Form of Entity to Another: A Step-by-Step Review of the New Georgia Statutes With Illustrative Forms,” presented at the Annual Seminar on LLCs and LLPs, April 2007, sponsored by ICLE, Georgia
• “Laws Governing the Creation and Management of Georgia Nonprofit Corporations,” presented at the 2nd, 3rd and 4th Annual Georgia Nonprofit Law Seminars, April 2005, 2006 & 2007, sponsored by ICLE, Georgia

*CV, BV, and AV are registered certification marks of Reed Elsevier Properties Inc., used in accordance with the Martindale-Hubbell certification procedure’s standards and policies.