Michael's practice focuses primarily on general corporate, transactional, securities law, and commercial finance, including mergers and acquisitions, equity investments, private offerings, securities law compliance, and corporate governance. In this capacity, Michael counsels both publicly and privately held companies in various stages of development and in a variety of industries.
Michael also provides a wide range of businesses with strategic counseling and compliance advice regarding matters of federal and state antitrust law, including issues arising from agreements among competitors, exclusionary conduct, price maintenance and discrimination, trade association activity, and antitrust considerations in mergers and acquisitions.
Michael joined Pierce Atwood LLP as an associate in 2009. Prior to joining Pierce Atwood, Michael served as law clerk to Chief Justice Leigh I. Saufley of the Maine Supreme Judicial Court. During law school, Michael served as Editor-in-Chief of the Maine Law Review, and worked as a legal intern for the Maine Attorney General's Office.
- The New Net Worth Standard for Accredited Investors, Pierce Atwood Business Counselor, March 21, 2012
- Board of Trustees, Maine JumpStart Coalition for Personal Financial Literacy, 2012 - present
- Member, Catholic Identity and Ministry Committee of the Mercy Hospital Board of Trustees, 2015 - present
- Board of Trustees, Youth and Family Outreach, Portland, Maine, 2008 - 2015
- Representation of private equity firm Bunker Hill Capital in connection with various acquisitions and investments, including the acquisitions of portfolio companies comprising the Nexus Brands Group specializing in the design, manufacture, marketing, and distribution of furniture, equipment, and supplies in the tattoo, pet grooming, and spa/salon markets
- Representation of IPC Lydon, LLC, an affiliate of Jay Cashman, Inc. in connection with sale to an affiliate of Warren Equity Partners
- Representation of Norton Insurance and Norton Financial Services in connection with sale to HUB International
- Representation of WEX, Inc., a publicly-traded provider of fuel card and related services, and its affiliates in various acquisitions and divestitures, including the acquisition of Bennaissance LLC, a billing and payment solutions service provider, the sale of Rapid! Financial Services, LLC, a provider of payroll card services, and the sale of Pacific Pride Services, a leading provider of cardlock fueling solutions
- Represented publicly-traded multinational corporation in various strategic acquisitions, including the purchases of a reference laboratory business based in Washington, D.C., and a software-as-a-service (SaaS) platform and related business located in Florida
- Represented buyer in the acquisition of catalog printer The Dingley Press from The Sheridan Group
- Represented Sea Bags, Inc., a seller of nautical themed tote bags and related accessories, in the sale of the company
- Represented an investment company specializing in sustainable technologies and renewable resources, in connection with the financing, acquisition, and development of various projects through their portfolio of companies, including projects in the renewable power generation, recycling and recycled resources, forest products, and torrefied wood production market sectors
- Represented energy development and consulting company in corporate, regulatory, and transactional aspects of project financing and development
- Represented State Line Scrap, Co., Inc. in the sale of a large scrap metal recycling business to a division of Schnitzer Steel Industries, Inc.
- Represented major northeastern dairy products company in spinoff of Midwestern affiliate
- Represented Waterville Valley Holdings, LLC in connection with its purchase of Waterville Valley Ski Resort and the related debt and equity financing for the acquisition
- Represented issuers in all aspects of the private placement of securities, including preparation of disclosure and transactional documentation and regulatory compliance
Antitrust & Competition Counseling
- Advise prominent consumer goods manufacturer regarding antitrust compliance in connection with its distribution relationships and retail strategies, including the implementation of a minimum advertised price policy
- Representation of nonprofit public interest organization in connection with antitrust implications of national and state health care cost transparency efforts
- Representation of frozen food producer in connection with various antitrust issues involving competitor collaborations and dealings in the distribution chain, including pricing policies
- Advise Maine-based agricultural company with respect to antitrust compliance issues in connection with supplier and distributor relationships, including antitrust compliance training for sales staff
- Representation of leading manufacturer of sports equipment and apparel in connection with price maintenance and price discrimination matters and other antitrust implications of its retail strategy
- Advise major Northeast provider of fuel oil and propane in connection with trade association activities, including data exchanges
Antitrust Review of Mergers & Acquisitions
- Represented provider of aviation support services in HSR filing related to its acquisition of aircraft de-icing service provider
- Represented technology support provider in HSR filing related to its acquisition by multinational computer and technology corporation
- Advised national bank regarding contemplated acquisitions and merger review by the Department of Justice and the applicable federal banking agencies
- Represented large supplier of energy products and materials-handling services in HSR filing related to acquisition of fuel oil and natural gas distributor in the metropolitan New York area
- Advised Mercy Health System of Maine regarding antitrust considerations in connection with its affiliation with Eastern Maine Health System, including premerger diligence and "gun jumping" issues and collection of documents responsive to the HSR filing required for the affiliation
Michael advises energy developers, generators and end-users on various corporate and transactional matters involving energy infrastructure project development, finance, and the negotiation of construction, management, supply, interconnection and related agreements. His most significant recent matters include:
- Representation of gas-fired generation developer with respect to the development and finance of new generation facilities in Ohio, North Carolina, and Connecticut, including aspects of corporate governance, equity investment, construction financing and the negotiation of financeable project-specific development documents.
- Representation of multiple shippers and end-users in negotiating capacity and supply agreements and related credit documents with respect to natural gas transportation.
- Representation of retail electricity supplier with respect to sale of electricity supply business in New England.
- Representation of an investment company specializing in sustainable technologies and renewable resources, in connection with the financing, acquisition, and development of various projects through their portfolio of companies, including projects in the renewable power generation, recycling and recycled resources, forest products, and torrefied wood production market sectors.
- Representation of Advantage Capital Partners in connection with multiple new markets tax credit investments on behalf of its investment fund, including $10 million in Putney, Inc., a veterinary pharmaceutical company, and $27 million in JSI Store Fixtures Incorporated, a merchandise display system manufacturer
- Representation of Capone Iron Corporation in a $10 million new markets tax credit financing for the construction of a manufacturing facility
- Representation of Farnsworth Art Museum in connection with a combined state and federal new markets tax credit financing utilized to make necessary repairs and capital improvements to its facility in Rockland, Maine