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Michael Kaplan
Partner
As a member of our Corporate Department, Mr. Kaplan regularly works for issuers and underwriters in connection with capital markets and leveraged finance transactions, including initial public offerings and other equity offerings, as well as offerings of convertible and high-yield debt. He has worked on offerings involving issuers from a variety of industries ranging from technology and telecommunications to basic industry. Mr. Kaplan also regularly advises investment banking clients on securities law-related matters and corporate clients on general corporate matters, including corporate governance, SEC and Sarbanes-Oxley matters.
Contact
Bar Admissions
  • State of New York
Education
  • A.B., Harvard College, 1992
    • summa cum laude
  • J.D., Harvard Law School, 1995
    • magna cum laude
Languages
  • Hebrew

Work Highlights

Financial Crisis

  • Advised the Federal Reserve Bank of New York in connection with the equity infusion made by the United States Treasury into American financial institutions under the Capital Purchase Program and the Term Asset Loan Facility (TALF) concerning the Emergency Economic Stabilization Act of 2008
  • Advised Ford Motor Company in connection with its $10 billion debt restructuring and $1.6 billion equity offering 
  • Advised Citigroup on its joint venture with Morgan Stanley and its proposed $56 billion rescue of Wachovia in the first FDIC-assisted “open bank” transaction in nearly 20 years

Recent Transactions

  • IPOs for Globe Specialty Metals, Emdeon, Cellcom, Dice Holdings and Duff & Phelps
  • High-yield debt offerings for Seagate, Hovnanian, Western Refining, Digicel and NXP B.V.

M&A Representations

  • Various private equity investments by DLJ Merchant Banking, Metalmark Capital Partners and Welsh Carson
  • The merger of MCI and Verizon
  • The sale of PwC Consulting to IBM

Capital Markets

  • Primary partner for Ford, H.J. Heinz, Syngenta AG and Warner Chilcott Plc, among others

Mr. Kaplan has represented major investment banks, including Banc of America, Credit Suisse, Goldman Sachs, J.P. Morgan and Morgan Stanley, as underwriter’s counsel.

Recognition

Listed as a leading capital markets lawyer in several legal industry publications, including:

  • Chambers Global: The World’s Leading Lawyers for Business
  • Chambers USA: America’s Leading Lawyers for Business
  • Legalease’s The Legal 500 US
  • Law Business Research’s Who’s Who Legal–International Who’s Who of Capital Markets Lawyers and Who’s Who Legal–International Who’s Who of Business Lawyers
Of Note
  • Frequent speaker on securities law-related and general corporate matters, including corporate governance, SEC and Sarbanes-Oxley matters
  • Presented at the Securities Industry and Financial Markets Association, the LSTA, the City Bar Association and Corporatecounsel.net

Membership

  • Member, Working Group on Legal Opinions, American Bar Association
Professional History
  • Partner, 2003-present
  • Associate, 1996-2003
  • Law Clerk, Hon. Marie L. Garibaldi, New Jersey Supreme Court 1995-1996
News
Publications
  • Private Equity Newsletter
    Purchasing Portfolio Company Debt at a Discount – Threshold Issues for Private Equity Funds and Their Portfolio Companies