Michael J. Mies

Notable M&A representations include:

M&A

• 8x8, Inc. in its $250 million acquisition of Fuze, Inc.;
• ACE Convergence Acquisition Corp. in its pending $919 million merger with Tempo Automation Inc.;
• Advantest America, Inc. in its $300 million acquisition of Essai Corporation and in its collaboration with PDF Solutions, Inc.;
• Aeon Co. Ltd. in the disposal of its debt and 54% equity stake in The Talbots, Inc. by way of a tender offer/merger;
• Barkbox, Inc. in its merger with Northern Star Acquisition Corp.;
• Bright Lights Acquisition Corp. in its proposed, but terminated, $1 billion merger with MANSCAPED;
• Broadcom Corporation in its acquisition of LTE-related assets from affiliates of Renesas Electronics Corporation;
• Cavium, Inc. in its $1.4 billion acquisition of QLogic Corp. and in its $6 billion acquisition by Marvell Technology Group Ltd.;
• Crescent Acquisition Corp, a special purpose acquisition company, in its merger with LiveVox, Inc. and previously in its proposed, but terminated business combination with F45 Training Holding Inc.;
• eToro Group Ltd. in its proposed, but terminated, merger with FinTech Acquisition Corp. V;
• FirstMark Horizon Acquisition Corp. in its merger with Starry, Inc. at an enterprise value of $1.76 billion;
• Intel Corporation in its $1 billion sale of its smartphone modem business to Apple Inc.;
• KDDI Corporation in its $4 billion acquisition of a 37.8% equity stake in Jupiter Telecommunications, Co., Ltd. from Liberty Global;
• Lattice Semiconductor Corporation in its $1.3 billion acquisition by Canyon Bridge Capital Partners Inc.;
• LeEco Holdings Ltd. in its $2 billion cash acquisition of Vizio Inc.;
• Miraca Holdings in its $725 million acquisition of the anatomic pathology business of Caris Life Sciences;
• Nokia Corporation in the $7.2 billion sale of its devices and services business to Microsoft Corporation;
• Panacea Acquisition Corp., a special purpose acquisition company, in its proposed business combination with Nuvation Bio Inc.;
• Perella Weinberg Partners LP in its merger with FinTech Acquisition Corp. IV;
• PayPal Holdings, Inc. in numerous matters, including its $4 billion acquisition of Honey Science Corporation; $750 million strategic investment through a private placement of common stock in MercadoLibre, Inc.; and $500 million investment in Uber;
• Recruit Holdings, Inc. in connection with its acquisition of Indeed.com;
• SBTech (Global) Limited in its merger with DraftKings, Inc. and Diamond Eagle Acquisition Corp.;
• the board of directors of SendGrid, Inc. in its $2 billion acquisition by Twilio Inc.;
• Seven Bank, Ltd. in its $130 million acquisition of U.S. ATM network and service provider FCTI Holdings, LLC;
• Sumitomo Mitsui Banking Corporation and SMBC Nikko Securities Inc. in their minority investment in, and business and capital alliance with, Moelis & Company;
• Unwired Planet, Inc. in its divestiture of Unwired Planet LLC;
• View in its $1.6 billion merger with CF Finance Acquisition Corp. II;
• Wolt Enterprises Oy in its pending $8 billion acquisition by DoorDash, Inc.; and
• Zayo Group Holdings, Inc. in several matters, including its $14.3 billion acquisition by affiliates of Digital Colony Partners and the EQT Infrastructure IV fund, the largest media and communications leveraged buyout since the 2008 financial crisis; its acquisition of Intelligent Fiber Network; and its sale of zColo, including certain U.S. and European data center assets, to DataBank Holdings, Ltd.

Private Equity

• Baring Private Equity Asia in its acquisition of Primo Japan, Inc.;
• The Carlyle Group in its $380 million acquisition of Diversey Japan from Sealed Air Corporation;
• MBK Partners, as a member of a consortium, in the consortium’s $1.2 billion going-private management buyout of USJ Co., Ltd.; and
• TPG Capital, Inc. in its $170 million acquisition of a 14% stake in TOMY Company, Ltd. and its $300 million investments in NIS Group and its Chinese subsidiaries.

Mr. Mies also represents issuers, underwriters and lending parties in corporate finance and capital markets transactions in the United States and Japan. He has an active practice representing special purpose acquisition companies, both in their initial public offerings and their eventual business combinations. Some of his representative matters include:

SPAC IPOs

• ACE Convergence Acquisition Corp. in its $230 million IPO;
• the underwriters in connection with the $725 million IPO of Artius Acquisition Inc.;
• the underwriters in connection with the $149.5 million IPO of ARYA Sciences Acquisition Corp II;
• the underwriter in the $443 million IPO of CM Life Sciences, Inc.;
• Crescent Acquisition Corp, a special purpose acquisition company, in its merger with LiveVox, Inc. and previously in its proposed, but terminated, business combination with F45 Training Holding Inc.;
• the underwriters in the $345 million IPO of Fortress Value Acquisition Corp.;
• the underwriter in the $121 million IPO of FS Development Corp.;
• the underwriter in the $375 million IPO of Gores Holdings, Inc.;
• HPX Corp. in its $253 million IPO;
• the underwriters in the $690 million IPO of Jaws Acquisition Corp.;
• the underwriters in the $414 million IPO of Longview Acquisition Corp.;
• the underwriters in the $450 million IPO of Pace Holdings Corp.;
• Panacea Acquisition Corp. in its $144 million IPO; and
• SCVX Corp. in its $230 million IPO.

Other Capital Markets Transactions

• Nikko Citigroup and UBS in a ¥78 billion global offering by Nippon Mining Holdings;
• Home Inns & Hotels Management Inc. in connection with its $184 million issuance of 2% convertible senior notes due 2015; and
• the underwriters in the secondary listing by SBI Holdings on the Hong Kong Stock Exchange, the first such listing by a Japanese company.

Mr. Mies is the co-author of Lexis Practice Advisors’ Technology Industry Practice Guide, which covers a broad range of topics that securities attorneys need to understand when working with technology companies, from listing requirements to corporate governance and periodic disclosure obligations.

On the strength of feedback from his clients, the BTI Consulting Group named him a 2021 M&A Client Service All-Star.

Mr. Mies has been selected repeatedly for inclusion in Chambers Global: The World’s Leading Lawyers for Business and IFLR1000. In 2016, the Financial Times recognized a first-of-its-kind program that Mr. Mies helped develop as one of the country’s most innovative legal initiatives: a new type of insurance that helps foreign buyers manage the risks associated with review by the Committee on Foreign Investment in the United States.

Mr. Mies has spent significant time in Japan in support of the firm’s global Japan practice and was based in the firm’s Tokyo office from 2005 to 2012. Mr. Mies spent six years in the U.S. Navy as a fire controlman, including four years on the U.S.S. McCluskey (FFG-41).