Michael S. Benn is a Partner in Wachtell, Lipton, Rosen & Katz’s Restructuring and Finance Department. He represents borrowers, creditors and distressed investors in all types of financing for mergers and acquisitions, spin-offs and other transformative deals and across a wide range of bankruptcy, restructuring and liability management transactions. 

Representative acquisition financing matters include:

• Solventum Corporationin its $6.9 billion bond financing and $3.5 billion bank financing for its spin-off from 3M Company
• 3M on all financing aspects of its $5.3 billion combination of its Food Safety business with Neogen Corporation in a Reverse Morris Trust transaction
• Abbott Laboratories in various committed and best efforts financings, including in connection with its $25 billion acquisition of St. Jude Medical and $2.8 billion term loan to finance its acquisition of Alere Inc.
• Hubbell Incorporated in various committed and best effort financing, including in connection with its acquisitions of Systems Control and Meter Readings Holding Group, LLC
• Barnes Group in its $1.65 billion secured credit facilities to fund its acquisition of MB Aerospace
• Pfizer with respect to $12 billion of committed bridge financing in connection with the $48 billion combination of Upjohn with Mylan
• United Technologies’ separation of its Otis and Carrier businesses (including the issuance by Otis and Carrier of $5.3 billion and $9.25 billion, respectively, of senior unsecured notes)
• AbbVie in all financing aspects related to its $21 billion acquisition of Pharmacyclics, including with respect to bridge financing commitments and a $16.7 billion senior notes offering
• Johnson Controls’ $16.3 billion combination with Tyco International plc and spin-off of Adient plc
• Danone S.A.’s acquisition of The WhiteWave Foods Company, including with respect to $13.1 billion of bridge facilities
• Enhabit, Inc. in its $750 million secured credit facilities in connection with its spin-off from Encompass Health Corporation

Mike also frequently represents sellers in financing matters relating to major M&A transactions, including:

• Fidelity National Information Services in the sale of a majority stake in its Worldpay Merchant Solutions business to GTCR in a deal valuing Worldpay at $18.5 billion
• Maxar Technologies in its $6.4 billion acquisition by Advent International
• National Instruments in its $8.2 billion acquisition by Emerson
• Allergan in its $83 billion acquisition by AbbVie
• Celgene in its $98 billion sale to Bristol-Myers Squibb
• Thomson Reuters in its strategic partnership with Blackstone for Thomson Reuters Financial and Risk (F&R) business valued at $20 billion
• Cantel Medical Corporation in its $4.6 billion sale to STERIS

In the special situations and restructuring space, among other projects, Mike has represented:

• The RealReal, Inc. in connection with financing and liability management matters
• Rayonier Advanced Materials in various financing matters, including in connection with its secured financing from Oaktree and credit-enhancing intercompany loan
• Overstock.com in its acquisition of intellectual property and related assets from Bed Bath & Beyond
• Capital Group, BlackRock, CI Investments, Manulife, Mesirow and CastleKnight in connection with the contested Chapter 11 cases of Altera Infrastructure L.P.
• Capital Group, Barings LLC and Aegon in connection with the contested Chapter 11 case of Hertz Global Holdings
• Bausch Health as the stalking horse bidder in Synergy Pharmaceuticals’ §363 sale of substantially all its assets

Mike received a B.A. summa cum laude and with distinction in all subjects from Cornell University in 2002, where he was a member of Phi Beta Kappa and a Merrill Presidential Scholar. He completed his J.D. at the University of Pennsylvania Law School in 2007, where he was a member of the Order of the Coif and an associate editor of the University of Pennsylvania Law Review. He also received an M.A. in theatre studies from Brown University in 2004.

Mike has been named to the “500 Leading Dealmakers in America” by Lawdragon.  Mike has also been awarded the “Leading Lawyers-Highly Regarded” ranking by ILFR, and has been recognized as a “Rising Star” by Superlawyers.  Mike is a member of the Board of Trustees of The Leffell School and the Executive Committee of Temple Israel Center of White Plains.