Michael Hickey

Biography

Michael Hickey

Michael Hickey is Co-Head of Weil’s Capital Markets practice and is based in New York. Michael focuses on advising financial institutions on leveraged finance matters, and more generally advises underwriters and issuers in connection with public and private securities offerings, including initial public offerings, high yield and investment grade debt offerings and tender and exchange offers.

Prior to joining Weil, Michael was a Managing Director and Head of the Leveraged Finance Legal Team at Goldman Sachs, where he was responsible for the leveraged finance, middle market financing, restructuring, and bank debt portfolio groups. While at Goldman Sachs, he worked on a broad array of global financing matters with various private equity sponsors and corporate clients, including domestic and cross-border acquisition financings, dividend recapitalizations, leveraged spin transactions, working capital facilities, repricings, bond and loan exchanges, debtor-in-possession financings, bankruptcy exit facilities, structured finance transactions, and emerging markets financing transactions. He also served as counsel to various firm committees and bodies, including the Credit Markets Capital Committee and Staple Working Group.

SELECT EXPERIENCE

Equity and Equity-linked

  • Goldman Sachs, J.P. Morgan Securities, Mizuho and another financial institution, as representatives of the underwriters, in a $3 billion investment grade senior notes offering for Keurig Dr Pepper Inc.
  • TPG Inc. in its $1.1 billion initial public offering; and its $647 million secondary offering of Class A common stock.
  • J.P. Morgan and Morgan Stanley, as representatives of the underwriters, in the $998 million initial public offering of Fluence Energy, Inc. (a joint venture of Siemens AG and AES Energy Storage).
  • J.P. Morgan and Citi, as representatives of the underwriters, in the $1 billion offering of approximately 10.6 million common shares by Hasbro, Inc. to finance, in part, its $4 billion acquisition of Entertainment One Ltd.
  • Ceridian HCM Holding Inc. (a publicly traded company backed by affiliates of Thomas H. Lee Partners, L.P. (THL) and Cannae Holdings, LLC) in its $575 million 144A offering of convertible senior notes, to finance capped call transactions and refinance existing debt.
  • Churchill Capital Corp IV, a SPAC sponsored by Churchill Capital Group, in its $11.75 billion merger with Lucid Motors.
  • Churchill Capital Corp III, a SPAC sponsored by Churchill Capital Group, in its $5.7 billion merger with MultiPlan, Inc. that has an enterprise value based on the transaction of approximately $11 billion.
  • International counsel to Goldman and the other underwriters in the $515 million initial public offering of Oncoclinicas do Brasil Servicos Medicos SA (a portfolio company of Josephina Fundo de Investimento em Participações Multiestratégia (Josephina Fund for Investment in Multistrategy Participations)).
  • Mudrick Capital Acquisition Corporation, a SPAC sponsored by Mudrick Capital, in its acquisition of substantially all of the assets of Hycroft Mining Corporation, with an initial enterprise value of approximately $537 million.
  • Cannae Holdings, Inc. in its $247 million offering of 7.5 million common shares and its $474 million follow-on offering of 11 million common shares primarily to fund future acquisitions.
  • Brookfield Asset Management Inc. in its approximately $4.8 billion acquisition of a 61.2% stake in Oaktree Capital Group, LLC.
  • Highbridge, as lead investor, in an $82 million high-yield offering by Senseonics Holdings, Inc. of convertible notes and an associated consent solicitation.
  • Certain funds advised by Goldman Sachs, as investor, in its $175 million acquisition of senior convertible preferred shares of Soho House.

Leveraged Finance

  • A financial institution, as representative of several initial purchasers, in a $1.25 billion 144A/Reg S offering of senior unsecured notes by Royal Caribbean Cruises Ltd.
  • A financial institution, as representative of the initial purchasers, in a $450 million senior secured 144A/Reg S senior secured notes offering by OUTFRONT Media, Inc.
  • A financial institution, as representative of the initial purchasers, in an upsized $750 million senior secured, guaranteed, high-yield bond offering by Clarios Global LP and Clarios US Finance Company, Inc.
  • A financial institution, as representative of the underwriters, in a $1.5 billion 144A/Reg S offering of senior unsecured notes by Royal Caribbean Cruises Ltd.
  • Morgan Stanley and another financial institution, as representatives of the underwriters, in a $1.5 billion offering of 16.9 million shares of common stock of Royal Caribbean Cruises Ltd.
  • Citi, Goldman Sachs and J.P. Morgan, as joint book-running managers, in the $400 million and $800 million senior unsecured notes offerings by Bio-Rad Laboratories, Inc. for working capital, capital expenditures and investments.
  • Morgan Stanley, as representative of the underwriters, in a $650 million 144A/Reg S offering of senior unsecured notes by Royal Caribbean Cruises Ltd.
  • Morgan Stanley, as representative of the underwriters, in a $1 billion 144A/Reg S offering of senior unsecured notes by Royal Caribbean Cruises Ltd. to replenish capital as a result of indebtedness redemption.
  • Lendmark Financial Services, LLC (a portfolio company of Lightyear Capital and Ontario Teachers’ Pension Plan) in its $300 million Rule 144A private offering of senior unsecured notes.
  • Certain funds advised by Goldman Sachs, as initial purchaser, in the $441 million issuance of senior secured notes by Soho House Holdings Limited (Soho House) (a portfolio company of The Yucaipa Companies, LLC). In a simultaneous transaction, advised Goldman, as investor, in its $175 million acquisition of senior convertible preferred shares of Soho House.
  • Highbridge, as lender and holder, in an up to $20 million first lien term loan for Senseonics Holdings, Inc., simultaneously with an exchange by Senseonics of outstanding senior convertible notes for second lien secured notes, shares of common stock and warrants, to provide working capital.
  • Highbridge, as holder and lender, in a $24 million exchange of outstanding senior convertible notes for second lien secured notes, shares of common stock and warrants by Senseonics Holdings, Inc., simultaneously with an up to $20 million first lien term loan, to provide working capital.
  • Goldman Sachs, as administrative agent, collateral agent, L/C issuer, joint lead arranger and joint bookrunner, in a $350 million term loan facility and $77 million revolving credit facility for Dye & Durham Corporation.
  • Goldman Sachs, as representative of the initial purchasers, in a $555 million senior secured notes offering by Dye & Durham Corporation.
  • Goldman Sachs, as arranger, in a $140 million incremental senior secured EMEA term facility for GTT Communications, BV.
  • Goldman Sachs, as first and second lien administrative agent and a lead arranger, in $2.2 billion first and second lien committed financing to support the $4.2 billion acquisition of Duff & Phelps LLC (n/k/a Kroll, LLC) by an investor consortium led by Stone Point Capital and Further Global.
  • Goldman Sachs and certain other initial purchasers of $770 million second lien floating rate notes of Sotera Health LLC (a portfolio company of Warburg Pincus) to refinance existing indebtedness and $100 million of first lien floating rate notes to finance a tuck-in acquisition.
  • Goldman Sachs, as a joint lead arranger, in $875 million senior secured refinancing facilities and, as incremental lender; in $150 million senior secured term facilities for ProQuest LLC (a portfolio company of CIG, Atairos Management and Broad Street Principal Investments); and a $210 million senior secured incremental term facility to finance ProQuest’s acquisition of Innovative Interfaces.
  • The lead arrangers in $125 million asset-based revolving, $440 million first lien term and $275 million bridge facilities to finance One Rock Capital's approximately $932 million take-private of Innophos Holdings, Inc.
  • The administrative agent and collateral agent in senior secured facilities to finance Permira’s acquisition of Axiom Global, Inc.   
  • Jefferies, as administrative agent and incremental lender, in a $120 million incremental upsize of $345 million first lien credit facilities for Wrench Group Inc. (a portfolio company of Leonard Green & Partners).
  • Goldman Sachs, as lead arranger and bookrunner, in a $325 million senior secured term exit facility for Premier Brands Group Holdings LLC (f/k/a Nine West Holdings, Inc.) to finance operations upon its exit from bankruptcy proceedings.
  • Goldman Sachs, as administrative agent, collateral agent and lead arranger, in a senior secured multi-draw term facility for REVA Medical, Inc. and, as lender, in a senior secured exit facility for REVA Medical, Inc., to finance business operations upon emerging from its chapter 11 bankruptcy proceedings.
  • Goldman Sachs, as lender alongside UBS, in $150 million of committed financing for the acquisition by Duff & Phelps LLC (n/k/a Kroll, LLC) (a portfolio company of Permira) of Prime Clerk LLC.
  • Goldman Sachs, as agent, in $240 million senior secured term and $35 million ABL multicurrency revolving facilities to finance Palladium Equity Partners' acquisition of Kymera International.
  • The administrative agent, collateral agent, joint lead arranger and joint bookrunner, in senior secured facilities for Mavenir Systems Inc. (a portfolio company of Siris Capital Group) to refinance existing indebtedness.

Investment Grade Finance

  • J.P. Morgan, Scotia Capital and other financial institutions, as representatives of the underwriters, in a $500 million offering of senior unsecured notes by Hasbro, Inc. to redeem or repay outstanding indebtedness.
  • Morgan Stanley, Wells Fargo and two major financial institutions, as representatives of the underwriters, in a $2 billion offering of 5.500% senior notes due 2027, 5.700% senior notes due 2034 and 5.950% senior notes due 2054 by Owens Corning.
  • Morgan Stanley and Wells Fargo, as dealer managers, in Owens Corning’s tender offer and related consent solicitation in connection with its acquisition of Masonite International Corporation and offer to purchase of $500 million of Masonite’s 5.375% senior notes due 2028.
  • Morgan Stanley & Co. and Wells Fargo, as dealer managers, in an approximately $375 million consent solicitation and exchange offer of Masonite International Corporation’s 3.50% senior notes due 2030 for new 3.50% senior notes due 2030 of Owens Corning.
  • Morgan Stanley Senior Funding, Inc., as administrative agent, in a senior unsecured delayed draw term loan facility for Owens Corning to finance acquisition of Masonite International Corp.
  • Morgan Stanley & Co. and another financial institution, as representatives of the underwriters, in a $1.5 billion offering of senior notes by Tyson Foods, Inc.
  • TPG Inc. in its $600 million senior unsecured notes offering and its $400 million junior subordinated notes offering.
  • Goldman Sachs, as lender, in connection with commitment papers for an $8.1 billion senior unsecured bridge facility to fund Emerson Electric Co.’s acquisition of National Instruments Corporation (d/b/a NI).
  • The dealer managers in a $3.65 billion exchange offer by Microsoft Corporation of new 144A / RegS unsecured senior notes and cash for unsecured notes of Activision Blizzard
  • Goldman Sachs and Citi, as administrative agents, in $3 billion senior secured term and revolving facilities for Bausch + Lomb Corporation to finance its spin-off from Bausch Health and for working capital needs.
  • Goldman Sachs and J.P. Morgan, as representatives of the initial purchasers, in a $300 million 144A/Reg S offering of 6.500% senior notes for UL Solutions Inc.
  • A financial institution, as representative of the dealer managers, in a $3.1 billion tender offer for, and consent solicitations relating to, certain outstanding fixed and floating rate senior notes of multiple series of Occidental Petroleum Corporation.
  • A financial institution, as a joint-lead dealer manager, in a $2.8 billion tender offer for certain outstanding fixed rate senior notes of multiple series of Occidental Petroleum Corporation.
  • Wells Fargo, as representative of the dealer managers, in a $1.5 billion tender offer for certain outstanding fixed rate senior notes of multiple series of Occidental Petroleum Corporation.
  • RBC Capital Markets, as representative of the underwriters, in a $2 billion offering of senior unsecured notes by Occidental Petroleum Corporation (OXY), and OXY's simultaneous $2.3 billion tender offer for, and consent solicitations relating to, certain outstanding fixed rate senior notes of multiple series.
  • A financial institution, as administrative agent, sole lead arranger and sole bookrunner, in a senior unsecured term facility to finance the acquisition by MPT Operating Partnership, L.P.
  • Goldman Sachs and the other managers in a $1.5 billion Rule 144A private offering of senior unsecured notes guaranteed by Great-West Lifeco Inc., to finance in part the acquisition by its subsidiary, Empower Retirement, of the retirement services business of Massachusetts Mutual Life Insurance Company.
  • Morgan Stanley and the other managers in a $6.25 billion Rule 144A private offering of senior unsecured notes by Nutrition & Biosciences, Inc. (N&B) to finance in part its pending merger with International Flavors & Fragrances Inc., following N&B's spin-off by DuPont.
  • J.P. Morgan,  as representative of the underwriters, in a $3 billion offering of senior unsecured notes by Occidental Petroleum Corporation (OXY) and OXY's simultaneous $3 billion tender offer for, and consent solicitations relating to, certain outstanding fixed and floating rate notes of multiple series.
  • Morgan Stanley and the other managers in a $500 million Rule 144A private offering of senior unsecured notes by Great-West Lifeco Inc. to finance in part the $1 billion acquisition of Personal Capital Corporation by its subsidiary, Empower Retirement LLC.
  • Citi, as representative of the underwriters, in a $2 billion offering of senior unsecured notes by Occidental Petroleum Corporation (OXY), and OXY's simultaneous $2 billion tender offer for, and consent solicitations relating to, certain outstanding fixed and floating rate notes of multiple series.
  • Citi, as administrative agent, in an amended and upsized $1.9 billion asset-based revolving credit facility for Tenet Healthcare Corporation to temporarily increase aggregate credit commitments.
  • Goldman Sachs, as bookrunner and lead arranger, in a $185 million incremental senior secured term facility for Alchemy US Holdco 1, LLC (a portfolio company of Palladium Equity Partners), to finance Alchemy's acquisition of Reading Alloys, Inc.
  • A financial institution in committed senior unsecured bridge financing to support the $4 billion acquisition by Hasbro, Inc. of Entertainment One Ltd.
  • Morgan Stanley and Credit Suisse in $7.5 billion committed bridge financing to support the merger of International Flavors & Fragrances Inc. with the Nutrition & Biosciences (N&B) Business of DuPont in a deal that values the combined company at $45 billion on an enterprise value basis.
  • J.P. Morgan, Citi and another major financial institution, as representatives of the underwriters, in the $2.375 billion offering of senior unsecured notes by Hasbro, Inc. to finance in part its approximately $4 billion acquisition of Entertainment One Ltd.
  • Citi, another major financial institution and the other dealer managers in offers aggregating $11.9 billion to exchange certain newly issued senior unsecured debt securities of Occidental Petroleum Corporation for any and all of certain outstanding debt securities of Anadarko Petroleum Corporation.
  • Citi, as administrative agent, and Citi and another financial institution, as joint lead arrangers and joint bookrunners, in $21.8 billion bridge and term loan facilities and a $5 billion revolving working capital facility to support the $55 billion acquisition by Occidental Petroleum Corporation (OXY).
  • Citi, J.P. Morgan, Wells Fargo and another financial institution, as representatives of the underwriters, in a $13 billion fixed and floating rate senior notes offering by Occidental Petroleum Corporation, to finance its acquisition of Anadarko Petroleum Corporation.
  • Goldman Sachs, as agent, in $9 billion bridge and term loan facilities to support the $10.9 billion acquisition by Conagra Brands, Inc. of Pinnacle Foods Inc.
  • Goldman Sachs in a $9 billion bridge facility to support the spin-off by Twenty-First Century Fox, Inc. to its shareholders of a new “Fox,” an entity comprising highly-rated news, sports and broadcast businesses as part of a series of transactions that also included the combination of the rest of the Twenty-First Century Fox businesses with The Walt Disney Company.

Distressed and Restructuring

  • CEC Entertainment, Inc. in a $200 million senior secured debtor-in-possession term facility to finance business operations during its chapter 11 bankruptcy proceedings and a $375 million first and second lien term exit facilities to finance business operations upon emerging from its chapter 11 bankruptcy proceedings.
  • Ad-hoc bondholder committee on Digicel’s balance sheet restructuring involving $4.3 billion of debt via exchange offers for multiple series of notes, followed by a Cayman scheme of arrangement and chapter 15 recognition in the United States.

Michael is recognized as a “Highly Regarded” lawyer for Capital Markets: Debt, Equity and High-Yield Debt in the U.S. by IFLR1000 and as a “Next Generation Partner” for Capital Markets: Debt by Legal 500 US. He is also recommended for Capital Markets: Equity and High-Yield Debt by Legal 500 US

Michael received his J.D., magna cum laude, from Notre Dame Law School, and his M.B.A., magna cum laude, from the Mendoza College of Business at the University of Notre Dame in 1999. He received his B.A. in Philosophy from Georgetown University in 1995, where he graduated magna cum laude and was elected to Phi Beta Kappa.

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Awards and Recognition