Michael P. Keeley, P.C.
Overview
Michael Keeley is a corporate partner in the Chicago office, he concentrates his practice on capital markets transactions and public company mergers and acquisitions. Michael has extensive experience in all types of public and private securities transactions, including initial public offerings, block trades, high yield and investment grade debt offerings, tender offers and exchange offers. Michael also advises both public companies as well as private equity funds on complex corporate transactions involving public companies, including going-private transactions, mergers, acquisitions and divestitures.
In addition, Michael regularly advises publicly traded corporations and their executive officers and directors on corporate governance, SEC compliance and disclosure matters, stock exchange listing requirements, the Sarbanes-Oxley Act, the Dodd-Frank Act, Section 16 and Section 13 reporting, stockholder activism and proposals, executive compensation and fiduciary duties of directors and officers.
Michael has been recognized as one of Illinois’ "Rising Stars" by Super Lawyers (2016–2022) in the Securities & Corporate Finance practice area.
Experience
Representative Matters
Initial Public Offerings
- SailPoint, Inc. (NASDAQ: SAIL), a cybersecurity firm, and portfolio company of Thoma Bravo
- Ping Identity Holding Corp. (NYSE: PING), an intelligent identity management platform, and portfolio company of Vista Equity Partners
- Carvana Co. (NYSE: CVNA), a leading eCommerce platform for buying used cars
- Instructure Holdings, Inc. (NYSE: INST), a leading education technology company, and portfolio company of Thoma Bravo
- PowerSchool Holdings, Inc. (NYSE: PWSC), a leading provider of cloud-based software for K-12 education in North America, and portfolio company of Vista Equity Partners
- Oak Street Health, Inc. (NYSE: OSH), a value-based healthcare company focused exclusively on Medicare patients
- Integral Ad Science Holding Corp. (NASDAQ: IAS), a leading digital advertising verification company, and portfolio company of Vista Equity Partners
- Maravai LifeSciences Holdings, Inc. (NASDAQ: MRVI), a global provider of life science reagents and services, and portfolio company of GTCR
- VWR Corporation (NASDAQ: VWR), a leading, independent provider of laboratory products, services and solutions, and portfolio company of Madison Dearborn Partners
Securities and Corporate Financings
- Various capital markets transactions for Carvana Co., including a consensual liability management transaction formally supported by approximately 90% of Carvana’s noteholders
- Rule 144A offering by Carvana Co. of $350 million aggregate principal amount of 8.875% Senior Notes due 2023
- Rule 144A offering by LogMeIn, Inc. of $950 million aggregate prinical amount of 5.500% Senior Notes due 2027
- Private sale by Carvana Co. of $100 million of convertible preferred stock
- Rule 144A and Regulation S offering by VWR Funding, Inc., a wholly owned subsidiary of VWR Corporation, of €504 million aggregate principal amount of 4.625% senior notes due 2022
- Numerous registered offerings by The Boeing Company (NYSE: BA) of investment grade senior notes (dollar and euro tranches)
- Numerous registered offerings by Whirlpool Corporation (NYSE: WHR) of investment grade senior notes (dollar and euro tranches)
- Rule 144A and Regulation S offering by Solera of $150 million aggregate principal amount of 8.875% Senior Notes due 2023
Acquisitions and Divestitures and Acquisition Finance
- Thoma Bravo in its $10 billion sale of Adenza to Nasdaq, Inc. (NASDAQ: NDAQ)
- Instructure Holdings, Inc. (NYSE: INST), in its $4.8 billion take-private sale to KKR
- Take-public of CardConnect, Inc., an FTV Capital portfolio company, to FinTech Acquisition Corp., a publicly traded SPAC
- The Boeing Company in its $4.25 billion acquisition of KLX Aerospace Solutions
- Madison Dearborn Partners in its $322 million acquisition of Powerflute Oyj, a Finnish company traded on the London Stock Exchange
- Zebra Technologies Corporation in its $3.45 billion of Motorola Solutions, Inc.’s enterprise business
- Carvana Co. in its $2.2 billion carveout acquisition of ADESA U.S.’s Physical Auction Business
- Invanti Software in its $872 million acquisition of MobileIron
- Francisco Partners in its $4.3 billion take-private of LogMeIn, Inc.
- Thoma Bravo in its $1.3 billion acquisition of UserTesting (NASDAQ: USER), a leader in video-based human insight, alongside Sunstone Partners
- Thoma Bravo Advantage, a special purpose acquisition company, in connection with its merger with ironSource Ltd. (NYSE: IS)
- Thoma Bravo and its portfolio company Venafi, a leader in machine identity management, on the sale of Venafi to identity security company CyberArk for an enterprise value of approximately $1.54 billion
- Instructure (NYSE: INST), the learning platform and maker of Canvas, in its acquisition of Parchment, the world's largest academic credential management platform and network, for $835 million
- Thoma Bravo in the sale of its portfolio company Ellie Mae to Intercontinental Exchange
- Thoma Bravo and its portfolio company Ping Identity in its $2.34 billion acquisition of ForgeRock
- Sophos, a global leader of innovative security solutions for defeating cyberattacks, in its $859 million all-cash acquisition of Secureworks
- Sale of Solera Holdings, Inc. to Vista Equity Partners
- Sale of Valassis Communications, Inc. to M&F Worldwide
- Sale of WillowTree, a portfolio company of Insignia Capital Group to TELUS International (NYSE and TSX: TIXT)
Prior Experience
Huron Consulting Group, 2007–2009
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Recognition
Credentials
Admissions & Qualifications
- 2012Illinois
Education
- Georgetown University Law CenterJ.D.magna cum laude2012
- University of Illinois at Urbana-ChampaignB.S., Finance2007