Michael D. Allen

Director

302.651.7760
302.498.7701 (fax)
allen@rlf.com

Michael Allen counsels corporations, officers, directors, board committees and stockholders in connection with a wide variety of transactional and advisory matters, including mergers and acquisitions, divestitures, recapitalizations, proxy contests, stockholder meetings and corporate governance issues.  Mike ’s practice also involves rendering legal opinions on Delaware corporate law issues.  He is a frequent speaker regarding Delaware law practice and developments.

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Select Experience

  • Counsel to the special committee of the board of directors of Federal-Mogul Holdings, Inc. in connection with its contemplated acquisition by affiliates of Icahn Enterprises L.P. for approximately $282 million
  • Counsel to the conflicts committee of the board of directors of Nextera Energy Partners, LP in connection with multiple drop down transactions with Nextera Energy Resources
  • Delaware counsel to Accuride Corporation in connection with its contemplated acquisition by Crestview Advisors, LLC for approximately $125 million
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Michael D. Allen counsels corporations, officers, directors, board committees and stockholders in connection with a wide variety of transactional and advisory matters, including mergers and acquisitions, divestitures, recapitalizations, proxy contests, stockholder meetings and corporate governance issues. A director in the firm's Corporate Department and a member of the department's Corporate Advisory Group, Mike's practice also involves rendering legal opinions on Delaware corporate law issues.

Mike is a frequent speaker regarding Delaware law practice and developments.

Experience

  • Counsel to the special committee of the board of directors of Federal-Mogul Holdings, Inc. in connection with its contemplated acquisition by affiliates of Icahn Enterprises L.P. for approximately $282 million
  • Counsel to the conflicts committee of the board of directors of Nextera Energy Partners, LP in connection with multiple drop down transactions with Nextera Energy Resources
  • Counsel to the conflicts committee of the board of directors of 8point3 Energy Partners LP in connection with multiple drop down transactions with its sponsors SunPower Corporation and First Solar, Inc.
  • Delaware counsel to Accuride Corporation in connection with its contemplated acquisition by Crestview Advisors, LLC for approximately $125 million
  • Counsel to EdgeCraft Corporation in connection with its acquisition by The Legacy Companies
  • Delaware counsel to Easterly Aquisition Corp. in connection with its contemplated merger with Sungevity, Inc.
  • Delaware counsel to Sirona Dental Systems in connection with its merger with Dentsply International Inc. for approximately $5.5 billion
  • Delaware counsel to AMC Entertainment in connection with its contemplated acquisition of Carmike Cinemas for approximately $1.2 billion
  • Delaware counsel to SunGard Data Systems in connection with its acquisition by Fidelity National Information Systems for approximately $9.1 billion
  • Delaware counsel to Luna Innovations Inc. in connection with its merger with Advanced Photonix, Inc.
  • Counsel to the special committee of the board of directors of Sport Chalet, Inc. in connection with its acquisition by affiliates of Versa Capital Management
  • Delaware counsel to Orbital Sciences Corporation in its merger of equals transaction with Alliant Techsystems Inc. valued at $5 billion
  • Delaware counsel to Cadence Pharmaceuticals, Inc. in connection with its contemplated acquisition by Mallinckrodt plc for approximately $1.3 billion
  • Delaware counsel to Hologic, Inc. in connection with its acquisition of Gen-Probe Incorporated for $3.7 billion
  • Delaware counsel to PAETEC Holding Corporation in connection with its $2.3 billion acquisition by Windstream Corp.
  • Counsel to the special committee of the board of directors of Navisite Inc. in connection with its $300 million acquisition by Time Warner Cable Inc.
  • Delaware counsel to Office Depot Inc. in connection with its merger with Office Max Inc.
  • Delaware counsel to Dell Inc. in connection with its acquisition by Michael Dell and Silverlake Partners for approximately $24 billion
  • Delaware counsel to Starbucks Corporation in connection with its $620 million acquisition of Teavana Holdings, Inc.
  • Delaware counsel to TransUnion Corp. in connection with its acquisition by Advent International and Goldman Sachs for $3 billion

Publications

  • Special Committees: Law and Practice, LexisNexis, June 25, 2014   View >
  • "A Baker's Dozen - 13 Defensive Takeover Measures Available to Closed-End Investment Companies Organized as Delaware Statutory Trusts," The Investment Lawyer, November 2010   View >

Presentations

  • "Governance for Private Companies: Requirements v. Best Practices," June 23, 2016
  • "Director Duties in M&A Transactions: Navigating Evolving Standards of Review Under Delaware Law," June 1, 2016
  • "4th Annual Midwestern M&A and Private Equity Forum," May 12, 2016
  • "2016 Minnesota Business Law Institute," May 2, 2016
  • "M&A 2016 Delaware Update: Standard for Deal Review, D&O Fiduciary Duties, Private Company Mergers, Appraisal Rights," February 11, 2016
  • "Business Law 2015, featuring Negotiation Strategies for Transactional Lawyers," November 5, 2015
  • "34th Annual Business Law Institute," October 28, 2015
  • "Clear Law Institute's M&A Key Developments for 2015," May 28, 2015
  • "M&A Key Delaware Law Updates for 2014," March 6, 2014
  • "Doing Well by Doing Good: "Benefit" and "Flexible Purpose" Corporations," December 4, 2013
  • "Key Updates for Oregon Business Law Practitioners," November 7, 2013
  • "Amendments to Delaware Merger Statutes: An Arrow in Your Quiver, Not a Silver Bullet," October 8, 2013
  • "Key 2012 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice," April 18, 2013
  • "Oregon State Bar Association, Business Law 2012: From Fiduciary Duties to Social Media; Keynote Presentation," November 9, 2012
  • "The Milwaukee Chapter of the Society of Corporate Secretaries & Governance Professionals, 21st Annual Corporate and Securities Law Seminar; Panelist, Fiduciary Duties of Directors and Recent Litigation in Connection with M&A Transactions," October 19, 2012
  • "Key 2011 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice," May 24, 2012
  • "Recent Developments in the Delaware Courts," October 5, 2011
  • "Delaware Corporate Law Webinar [Audio only]," May 2011   View >

Awards

  • Chambers USA, 2016, 2015, 2014
  • The Legal 500 United States, 2016
  • The Best Lawyers in America, 2017, 2016
  • Delaware Today Top Lawyer, 2016
  • Who's Who Legal, Mergers & Acquisitions, 2016
  • AV Rating, Martindale-Hubbell

Education

  • J.D., cum laude, Washington and Lee University School of Law, 1996
  • B.A., Swarthmore College, 1992

Admitted to Practice

  • United States District Court, District of Delaware, 1997
  • Delaware, 1996

Clerkships

  • Honorable Maurice A. Hartnett III, Delaware Supreme Court, 1996-97

Experience

  • Counsel to the special committee of the board of directors of Federal-Mogul Holdings, Inc. in connection with its contemplated acquisition by affiliates of Icahn Enterprises L.P. for approximately $282 million
  • Counsel to the conflicts committee of the board of directors of Nextera Energy Partners, LP in connection with multiple drop down transactions with Nextera Energy Resources
  • Counsel to the conflicts committee of the board of directors of 8point3 Energy Partners LP in connection with multiple drop down transactions with its sponsors SunPower Corporation and First Solar, Inc.
  • Delaware counsel to Accuride Corporation in connection with its contemplated acquisition by Crestview Advisors, LLC for approximately $125 million
  • Counsel to EdgeCraft Corporation in connection with its acquisition by The Legacy Companies
  • Delaware counsel to Easterly Aquisition Corp. in connection with its contemplated merger with Sungevity, Inc.
  • Delaware counsel to Sirona Dental Systems in connection with its merger with Dentsply International Inc. for approximately $5.5 billion
  • Delaware counsel to AMC Entertainment in connection with its contemplated acquisition of Carmike Cinemas for approximately $1.2 billion
  • Delaware counsel to SunGard Data Systems in connection with its acquisition by Fidelity National Information Systems for approximately $9.1 billion
  • Delaware counsel to Luna Innovations Inc. in connection with its merger with Advanced Photonix, Inc.
  • Counsel to the special committee of the board of directors of Sport Chalet, Inc. in connection with its acquisition by affiliates of Versa Capital Management
  • Delaware counsel to Orbital Sciences Corporation in its merger of equals transaction with Alliant Techsystems Inc. valued at $5 billion
  • Delaware counsel to Cadence Pharmaceuticals, Inc. in connection with its contemplated acquisition by Mallinckrodt plc for approximately $1.3 billion
  • Delaware counsel to Hologic, Inc. in connection with its acquisition of Gen-Probe Incorporated for $3.7 billion
  • Delaware counsel to PAETEC Holding Corporation in connection with its $2.3 billion acquisition by Windstream Corp.
  • Counsel to the special committee of the board of directors of Navisite Inc. in connection with its $300 million acquisition by Time Warner Cable Inc.
  • Delaware counsel to Office Depot Inc. in connection with its merger with Office Max Inc.
  • Delaware counsel to Dell Inc. in connection with its acquisition by Michael Dell and Silverlake Partners for approximately $24 billion
  • Delaware counsel to Starbucks Corporation in connection with its $620 million acquisition of Teavana Holdings, Inc.
  • Delaware counsel to TransUnion Corp. in connection with its acquisition by Advent International and Goldman Sachs for $3 billion

Clerkships

  • Honorable Maurice A. Hartnett III, Delaware Supreme Court, 1996-97

Education

  • J.D., cum laude, Washington and Lee University School of Law, 1996
  • B.A., Swarthmore College, 1992

Publications

  • Special Committees: Law and Practice, LexisNexis, June 25, 2014   View >
  • "A Baker's Dozen - 13 Defensive Takeover Measures Available to Closed-End Investment Companies Organized as Delaware Statutory Trusts," The Investment Lawyer, November 2010   View >

Presentations

  • "Governance for Private Companies: Requirements v. Best Practices," June 23, 2016
  • "Director Duties in M&A Transactions: Navigating Evolving Standards of Review Under Delaware Law," June 1, 2016
  • "4th Annual Midwestern M&A and Private Equity Forum," May 12, 2016
  • "2016 Minnesota Business Law Institute," May 2, 2016
  • "M&A 2016 Delaware Update: Standard for Deal Review, D&O Fiduciary Duties, Private Company Mergers, Appraisal Rights," February 11, 2016
  • "Business Law 2015, featuring Negotiation Strategies for Transactional Lawyers," November 5, 2015
  • "34th Annual Business Law Institute," October 28, 2015
  • "Clear Law Institute's M&A Key Developments for 2015," May 28, 2015
  • "M&A Key Delaware Law Updates for 2014," March 6, 2014
  • "Doing Well by Doing Good: "Benefit" and "Flexible Purpose" Corporations," December 4, 2013
  • "Key Updates for Oregon Business Law Practitioners," November 7, 2013
  • "Amendments to Delaware Merger Statutes: An Arrow in Your Quiver, Not a Silver Bullet," October 8, 2013
  • "Key 2012 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice," April 18, 2013
  • "Oregon State Bar Association, Business Law 2012: From Fiduciary Duties to Social Media; Keynote Presentation," November 9, 2012
  • "The Milwaukee Chapter of the Society of Corporate Secretaries & Governance Professionals, 21st Annual Corporate and Securities Law Seminar; Panelist, Fiduciary Duties of Directors and Recent Litigation in Connection with M&A Transactions," October 19, 2012
  • "Key 2011 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice," May 24, 2012
  • "Recent Developments in the Delaware Courts," October 5, 2011
  • "Delaware Corporate Law Webinar [Audio only]," May 2011   View >

Awards

  • Chambers USA, 2016, 2015, 2014
  • The Legal 500 United States, 2016
  • The Best Lawyers in America, 2017, 2016
  • Delaware Today Top Lawyer, 2016
  • Who's Who Legal, Mergers & Acquisitions, 2016
  • AV Rating, Martindale-Hubbell