Photo of Michael S. BenPhoto of Michael S. Ben

Michael S. Ben

Partner
Co-Leader, Securities and Corporate Governance Practice Group

Education

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

Admissions

Overview
Experience
Recognition
News & Resources

Overview

Mike Ben is Co-Leader of the Honigman Securities and Corporate Governance Practice Group. Additionally, he is Co-Chair of the firm’s Diversity & Inclusion Business Development Subcommittee. He primarily serves in an outside general counsel, Board governance and/or SEC counsel capacity to numerous publicly traded companies headquartered across the U.S. He has a broad range of industry experience, including manufacturing, retail/consumer, technology, retail REITs and media/entertainment, and serves clients across market capitalizations, ranging from less than $100 million to more than $40 billion. Recently, Mike co-led a proxy statement project that received Corporate Secretary’s 2020 national Corporate Governance award for Best Proxy Statement (small cap). 

Mike plays an integral role in clients' compliance with reporting requirements of the SEC and NYSE/Nasdaq regulations, as well as securities laws in general. He has significant expertise regarding Exchange Act reporting, Board/Committee matters, executive and director compensation, shareholder outreach/activism, investor relations, and key policies.  He also regularly counsels clients on transactional, corporate finance, mergers and acquisitions, financial, operational, general contract, and strategic planning matters.

Mike assists private companies that are considering initial public offerings or voluntary SEC-filers. In addition, he counsels privately held companies looking to implement certain governance, compensation and general compliance practices of publicly traded companies.

Experience

Representative Matters

  • Represents a retail REIT that owns, manages and leases regional, super regional and outlet malls in the US and Asia (HQ - Michigan; NYSE listed)
  • Advises a global technology leader in development and manufacturing of innovative thermal management technologies, primarily automotive (HQ - Michigan; Nasdaq listed)
  • Represents a retail chain specializing in home décor products (HQ - Texas; NYSE listed)
  • Advises a global advanced materials company in aerospace (HQ - New York; NYSE listed)
  • Serves as secondary counsel to a radio, digital media, entertainment and digital marketing solutions company (HQ - New York; NYSE listed)
  • Represents as secondary counsel to an independent personal lines insurance agency (HQ - Texas; Nasdaq listed)
  • Acts as secondary counsel to a global wholesale and retail consumer goods company (HQ - New York; NYSE listed)
  • Represents as secondary counsel a company delivering cloud-based tax compliance solutions (HQ - Washington; NYSE listed)
  • Led the firm’s representation of Palace Sports & Entertainment regarding the Detroit Pistons’ move to downtown Detroit, including its new practice facility and related matters
  • Other relevant experience:
    • Counseled a national specialty pharmacy (HQ - Michigan; NYSE listed)
    • Served as special counsel to a global wholesale and retail fashion company (HQ - New York; NYSE listed)
    • Advised a global plastic packaging films manufacturer (HQ - New Jersey; NYSE listed)
    • Represented a global omni-channel retail company (HQ - New York; Nasdaq listed)
    • Represented two retail REITs (HQ - Michigan; NYSE listed)
    • Represented a developer of internet search tools and technologies (HQ - Washington; Nasdaq listed)
    • Counseled a fully integrated provider of residential and commercial high-speed data, video, and telephony services (HQ - Colorado; high-yield voluntary SEC reporting company)

Recent Issuer Transactions

  • $145 million sale of electronics division of NYSE-listed company to a buyer headquartered in Japan
  • Co-lead counsel on $785 million sale of a plastic packaging films manufacturer (Nasdaq) through merger with an NYSE-listed company
  • $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

Prior Experience

  • Latham & Watkins LLP, Associate, 2000-2005

Recognition

Awards

  • Co-led proxy statement project receiving Corporate Secretary’s 2020 national Corporate Governance Award for Best Proxy Statement (small cap) 
  • Michigan Super Lawyers, 2013-2018
    • Recognized as a Rising Star, 2009-2012
  • DBusiness, Top Lawyers, 2011, 2012, 2016 and 2021
  • DBusiness 2015 “Legal Eagles” as one of the Top Young Lawyers in Metro Detroit

Professional & Community Involvement

American Bar Association

State Bar of Michigan

Society for Corporate Governance

  • Detroit Chapter
    • Board of Directors
    • Membership Chair

The Children’s Foundation

  • Board of Trustees
  • Nominating and Governance Committee, Vice Chair

The ChadTough Foundation, Board of Directors (previously Board Advisor)

University of Michigan, Mentoring Program and 30-Minute Mentors

News & Resources

Seminars & Events

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