Michael A. de Gennaro

Mr. de Gennaro is an associate in the Corporate Practice Group and the Finance and Bankruptcy Practice Group in the firm's Washington, D.C. office.

Areas of Practice

Mr. de Gennaro's practice focuses on mergers and acquisitions, capital markets transactions, energy transactions, corporate finance, project finance, securities law, private equity, debt and equity structuring,  mezzanine lending and secured finance transactions, corporate governance and compliance, cross-border transactions and general business and corporate matters.

Education

• J.D., Vanderbilt University Law School, 2004. Executive Editor, Vanderbilt Journal of Transnational Law; Phi Delta Phi; Burkan Prize in Intellectual Property Law; Equal Justice Works Fellowship
• B.A., summa cum laude, City College of the City University of New York, 1994. Phi Beta Kappa; J. Salwyn Shapiro Award

Admissions

• Texas

Mergers and Acquisitions:

Representation of publicly-traded alternative energy provider in its acquisition of Canadian target with assets located in Canada and Europe.

Representation of acquiring company in its purchase of petrochemical businesses, related assets and ethylene pipeline. 

Representation of acquiring company in a merger of publicly-held international energy services companies. 

Representation of acquired company in merger of publicly-held utilities companies.

Project Finance:

Issuer's counsel in project development loans, infrastructure investments and debt issuances with respect to petrochemical, oil and gas, alternative energy, landfill gas and wind power projects located throughout North America.

Representation of publicly-held petrochemical company in high yield bond issuance for corporate and infrastructure projects.

Representation of publicly-held energy company in proposed infrastructure transaction involving wind power generation.

Finance, Private Equity and Venture Capital:

Representations of privately-held companies in the pharmaceutical, finance, technology and energy industries in contribution and exchange transactions under Code Sections 351 and 368. 

Representation of international commercial bank in secured credit facility with multiple term and revolver tranches, secured by real property and other assets located in the United States and Canada, including post-closing debt restructuring and syndication to hedge funds. 

Representation of high-tech and energy companies with respect to private placement transactions under Regulation D.

Representation of private equity fund with respect to various secured and unsecured mezzanine loans. 

Representation of privately-held energy services company in initial round of venture capital financing.

Debt and Equity Structuring:

Restructuring of certain international subsidiaries of publicly-held oil and gas exploration and production company.

Restructuring of Canadian energy trust involving United States and Canadian entities.

Representation of privately-held engineering and construction company in restructuring transaction.

Securities Law:

Underwriter’s counsel in Initial Public Offering of leading LNG/CNG fleet fuel provider.

Underwriter’s counsel in various securities transactions by publicly-held oil and gas companies, including initial public offerings, stock re-purchase transactions and secondary issuances of equity securities.

Establishment of universal shelf registrations for publicly-held companies.

Representation of public companies with respect to disclosure obligations under the Securities Act of 1933 and the Securities Exchange Act of 1934, and on general corporate governance matters.

Business Experience:

Prior to law school, Mr. de Gennaro held management positions at R&B Realty Group (Oakwood Worldwide) and the Related Companies, L.P.

Memberships

• Member, Texas and Houston Bar Associations

Articles

The “Public Trust” Servitude:  Creating a Policy-Based Paradigm for Copyright Dispute Resolution and Enforcement, 37 Tex. Tech L. Rev. 1131 (2005).

Note, Oil Pollution Liability and Control Under International Maritime Law:  Market Incentives as an Alternative to Government Regulation, 37 Vand. J. Transnat’l L. 265 (2004).