H. William (Bill) Smith Email & Phone Number

Greater New York City Area

Geneve Corporation is a diversified financial holding company (family office) with $1+ billion in assets under management, including controlling and portfolio interests in public and private entities and investments (e.g., hedge funds, private equity and venture capital). As General Counsel of Geneve, Bill manages the legal aspects of public and private trading activities of the firm, real estate investments, negotiation of multi-million dollar transactions, facilities construction, regulatory compliance and other matters. Highlights include:- Served as General Counsel of The Aristotle Corporation from 2002-2015 (further details below);- Serve as Secretary of the Alliance for Cancer Gene Therapy, Inc. (further details below)- Advise and provide oversight to Independence Holding Company (NYSE:IHC), a majority owned subsidiary ($500 million in revenues) which through its operating subsidiaries provides life, health, disability and stop-loss insurance;- Serve as Secretary for an additional insurance company, handling the company’s regulatory/statutory matters and advising on acquisitions and dispositions of blocks of business;- Served as Director and Secretary for a legacy offshore reinsurer, managing settlement of outstanding liabilities and leading its successful sale on favorable terms; and - Review and negotiate investment documents for hedge fund, private equity and venture capital investments and investment management agreements with asset managers..

Greater New York City Area

Alliance for Cancer Gene Therapy, Inc. (ACGT) is a national charity, launched in 2001 by Geneve Corporation’s founder, that supports groundbreaking research in cell and gene-based therapies to accelerate safe, effective treatment of all types of cancer.Bill supported ACGT’s early-stage structuring and growth as a 501(c)(3) entity that has awarded $25+ million in grant funding to date to major research institutions. In addition, Bill advises the company on general legal and non-profit matters, including:• Advising its Board of Directors and management on corporate governance, regulatory compliance, fundraising, intellectual property and employment matters; • Ensuring compliance with tax regulations and filing requirements, including Form 990; and• Negotiating substantial multi-year grants to research institutions, including IP rights and the payment of royalties to ACGT upon commercialization of funded inventions.

Greater New York City Area

The Aristotle Corporation is a global manufacturer and distributor of educational, health, medical technology and agricultural products and was a NASDAQ-traded company through 2009.At Aristotle, Bill:- Negotiated the legal aspects of its competitive auction process and expedited sale at a premium price to a top-tier private equity fund;- Led its “going private” transaction and successfully resolved a Delaware appraisal action and dismissal of a stockholder suit;- Efficiently managed multiple acquisitions, including all documentation and post-acquisition integration of operating facilities and employees; - Negotiated a $50 million secured credit facility;- Oversaw the construction of three manufacturing facilities, including acquisition of real estate, permitting, financing and negotiation of architectural and construction contracts;- Managed investor relations, prepared press releases and coordinated with the transfer agent and DTC;- Prepared SEC and annual reports, marketing/disclosure documents and proxy statements; and- Completed a tax-advantaged reverse merger in 2002.

Stamford, Connecticut

Advised issuers and private equity, buy-out and venture capital funds in multiple private and public financings. Representative industries included bioinformatics, e-commerce, biotechnology, publishing and pharmaceuticals. Acted as primary counsel for multiple emerging growth companies; advised on day-to-day operations, as well as mergers and acquisitions, finance, securities and employment matters. Also represented major institutional lenders in various secured and unsecured debt financings.

Stamford, Connecticut

Represented Swedish pharmaceutical company in $5 billion restructuring of its U.S. joint venture and acted as U.S. counsel in connection with its $70 billion (combined market-cap) cross-border merger. Advised U.K. publicly-listed corporation in its acquisition of an industrial adhesive manufacturing business, and U.S. publicly-listed company in its acquisition of a container manufacturing business.

New York, New York

Represented private equity investor in roll-up acquisitions in the veterinary care, physical therapy, orthotics and mental health clinic sectors. Advised in connection with the initial public offering of a veterinary services company. Acted as interim in-house counsel for New York office of Sanwa Bank (now UFJ Holdings).

Greater Pittsburgh Area

Counseled on transactions in the banking, steel, coal, manufacturing and energy industries.

Greater Boston Area

Directed analysts in establishing nationwide preferred-provider healthcare networks.

J.D., Law

Activities and Societies: Articles Editor, Law ReviewTheodore T. Sindell Tort Award (Best Tort Essay)

M.S., Public Policy

B.A., Biology

Activities and Societies: Alumni Scholar