Michael D. Saliba is a partner in the New York office of Gibson, Dunn & Crutcher and a member of the firm’s Capital Markets Practice Group. He has extensive experience advising issuers, sponsors, underwriters and investors on a range of complex domestic and cross-border capital markets and hybrid capital transactions.
Drawing on his broad transactional experience and sector-specific knowledge, Michael helps clients successfully navigate a broad range of financing transactions, including
- Acquisition and high-yield financings
- Debt exchange offers, tender offers, and consent solicitations
- Preferred equity, direct lending and other private capital transactions
- Initial public offerings and de-SPAC transactions
- Project financings
- Registered and private equity offerings
- Restructuring and special situations transactions
- Spin-off transactions
Michael also regularly counsels clients on a variety of corporate and securities law matters, as well as complex covenant and structuring analyses.
Representative Transactions*
Debt Transactions
- Aircastle in multiple offerings of senior notes and in its inaugural preferred stock offering
- AmeriGas, a subsidiary of UGI, in its US$500 million high yield offering of senior notes
- BofA Securities in the US$450 million high yield offering of senior notes of ARKO
- BofA Securities in the US$800 million and US$600 million high yield offerings of senior notes of Asbury Automotive
- Innovate in its US$330 million high yield offering of senior secured notes
- Jefferies in the US$400 million high yield offering of senior secured notes by StoneMor
- Jefferies in the bridge loan financing and US$550 million senior secured term loan B facility for Xerox
- Jefferies in the US$450 million senior secured term loan B facility and US$50 million revolving credit facility for Kelso Industries
- JP Morgan in the US$800 million senior notes offering by UWM Holdings Corporation
- JP Morgan in the US$625 million high yield offering of senior notes to help finance Clearlake’s acquisition of Springs Window Fashions
- NCR in multiple high yield offerings of senior notes
- R.R. Donnelley & Sons in several high yield offerings of senior secured notes and multiple term loan B financings
- Stryker in its €2.4 billion offering of senior notes
Private Capital Transactions
- Apollo, Carlyle Credit, HPS, Oak Hill Advisors and several other leading private capital investors in the US$2.5 billion preferred equity offering to help finance the take-private of Citrix
- Blackstone, GIC and several other leading private capital investors in the US$500 million preferred equity offering to help finance the acquisition of Zendesk
- Blackstone, Golub, KKR and a sovereign wealth fund in the US$152 million preferred equity financing and US$1.0 billion unitranche facility for AmeriVet
- Carlyle in the US$165 million preferred equity offering by a portfolio company of Genstar
- Carlyle in the US$400 million structured equity investment in UMG
- GIC, Blackrock, Blackstone, Carlyle, HPS, KKR and other private credit investors in the US$1.85 billion preferred equity offering of Alliant, a Stone Point portfolio company
- GIC in the US$500 million second lien term loan and the preferred equity financing for CVC joining CD&R as an investment partner in Epicor
- GIC in the US$40 million incremental PIK holdco loan financing for Litera
- Marquee Brands, an affiliate of Neuberger Berman, in the US$70 million term loan seller financing in connection with the acquisition of America’s Test Kitchen
- Neuberger Berman in the US$200 million preferred equity offering by a portfolio company of Kohlberg & Co.
- Silver Rock in the US$105 million offering of senior PIK toggle notes by Mavenir
- Silver Rock and other private credit investors in the US$400 million preferred equity offering by PetVet
- Stone Point and other private credit investors in the US$282 million preferred equity offering by a portfolio company of TA Associates and Onex
- Stone Point and other private credit investors in the US$100 million preferred equity offering and US$250 million second lien term loan financing of a portfolio company of Harvest Partners
Liability Management Transactions
- AmeriGas, a subsidiary of UGI, in multiple tender offers for its outstanding debt securities
- Baxter International in its debt-for-equity exchanges and equity-for-equity exchange offer in connection with its spin-off of Baxalta
- Citigroup in the debt-for-equity exchange in connection with the spin-off by International Paper of Sylvamo
- McClatchy and RR Donnelley in multiple consent solicitations and debt-for-debt exchange transactions
Restructurings and Special Situations
- ADVANZ Pharma in its restructuring and recapitalization transactions
- Highbridge Capital Management in the restructuring and refinancing transactions by Pernix Therapeutics
- iPayment Holdings and iPayment in their units and US$400 million senior notes offerings and later restructuring
- Orion Infrastructure Capital in the recapitalization transactions by Carbon Revolution
Project Financings
- Fortress Investment Group in the private activity bond financings of Brightline
- NextDecade in the largest energy and non-recourse debt financing in the U.S.
Initial Public Offerings and de SPAC Transactions
- BofA Securities, Jefferies and the other underwriters in the initial public offering of Arhaus
- Fortress Investment Group in the initial public offering of Brightline Holdings
- NextGen Acquisition Corporation in its merger with Xos
*Includes work performed at a prior firm.
Capabilities
- Capital Markets
- Business Restructuring and Reorganization
- Finance
- Private Equity
- Securities Regulation and Corporate Governance
Credentials
Education:
- Georgetown University - 2007 Juris Doctor
- New York University - 2002 Bachelor of Arts
Admissions:
- New York Bar