Photo of Michael S. BenPhoto of Michael S. Ben

Michael S. Ben

Partner
Leader, Securities and Corporate Governance

Education

Harvard Law School, J.D.
  • cum laude
University of Michigan, B.A.
  • Political Science
  • with highest distinction; Phi Beta Kappa

Prior Employment

  • Latham & Watkins LLP, Associate, 2000-2005

Bar Admissions

Professional Affiliations

American Bar Association

State Bar of Michigan

Society of Corporate Secretaries & Governance Professionals

  • Corporate Practices Committee, Member
  • Small- and Mid-Cap Companies Committee, Member
  • National Membership Committee
  • Detroit Chapter
    • Board of Directors
    • Membership Chair
Overview
Experience
Community
News & Resources
Honors

Overview

Mr. Ben primarily serves in an outside general counsel and/or SEC counsel capacity to several publicly traded companies, with market capitalizations ranging from less than $100 million to more than $6 billion. Mr. Ben was featured as one of six top young lawyers in a July-August 2015 DBusiness article.

  • Plays an integral role in clients' compliance with reporting requirements of the SEC and national securities exchanges, as well as securities laws in general
  • Advises clients on corporate governance best practices
  • Counsels clients on transactional, corporate finance, mergers and acquisitions, financial, operational, general contract and planning matters
  • Assists private companies that are considering initial public offerings or otherwise becoming SEC reporting companies
  • Counsels privately held companies in acquisitions and divestitures, corporate governance, as well as operational and planning matters, including private companies looking to implement certain best practices of publicly traded companies

Experience

Representative Clients
  • Represents a retail REIT, headquartered in Michigan, listed on the New York Stock Exchange
  • Advises a plastic packaging films manufacturer, headquartered in New Jersey, listed on Nasdaq
  • Advises a global developer and marketer of thermal management technologies, headquartered in Michigan, listed on Nasdaq
  • Counsels a specialty pharmacy, headquartered in Michigan, listed on the New York Stock Exchange
  • Serves as special or secondary counsel to three, unaffiliated controlled companies (wholesale/retail fashion, wholesale/retail consumer goods, and manufacturer of advanced materials), each headquartered in New York, listed on the NYSE
  • Represented an omni-channel retail company, headquartered in New York, listed on Nasdaq
  • Counseled a provider of information technology, enterprise support and business process outsourcing services, headquartered in Michigan, listed on Nasdaq
  • Represented two retail REITs, headquartered in Michigan, listed on the New York Stock Exchange
  • Represented a developer of search tools and technologies that assist consumers with finding content and information on the Internet, headquartered in Washington, listed on Nasdaq
  • Counseled a fully integrated provider of residential and commercial high-speed data, video and telephony services, headquartered in Colorado, an SEC reporting company after an A/B exchange offer
Recent Issuer Transactions
  • $65 million common stock rights offering and backstop commitment (NYSE) for leading contemporary fashion brand (represented the independent directors)
  • $285 million follow-on offering of common stock (NYSE) for a specialty pharmacy
  • $199 million initial public offering of common stock (NYSE) for a specialty pharmacy
  • $1.1 billion A/B exchange offer of senior notes and senior subordinated notes of a high-speed data, video and telephony company
  • Six underwritten public offerings of common and preferred stock for REITs ($79 million to $219 million)
  • $102 million selling stockholder shelf registration statement for a REIT
  • $48 million selling stockholder shelf registration statement for a manufacturing company
  • $200 million Rule 144A offering of senior notes and A/B exchange offer for a manufacturing company
  • $99 million asset acquisition in a Section 363 sale of a formerly public manufacturing company in Chapter 11
  • $26 million asset acquisition of a private manufacturing company

Community

Children’s Hospital of Michigan Foundation

  • Board of Trustees
  • Governance Committee

University of Michigan, Mentoring Program and 30-Minute Mentors

News & Resources

News

Seminars & Events

Honors

  • DBusiness, Top Lawyers, 2011, 2012 and 2016
  • Michigan Super Lawyers, 2009-2016
    • Recognized as a Rising Star, 2009-2012