Michael Kern’s practice focuses on financing, restructuring, bank regulatory and real estate law.

Michael regularly advises lenders and borrowers on all types of financing transactions, including revolving credit facilities, syndicated loans, club loans, secured and unsecured financings, real estate financings, working capital facilities, asset-based loans, and letters of credit. In addition, he advises clients regarding restructurings and insolvency proceedings, real estate transactions, NPL transactions, distressed debt trading transactions, and financing-related as well as bank regulatory questions in connection with capital markets transactions. Finally, Michael regularly advises banks with respect to bank regulatory matters.

Michael joined the firm in 2000 and became a senior attorney in 2006. From 1999 to 2000, he worked as a judge at the Local Court of Hochheim am Main, and from 1998 to 1999, he was an associate at Hengeler Mueller in Frankfurt am Main.

Notable Experience

Restructuring

  • Several mezzanine lenders in connection with the out-of-court restructuring of the financing of a German corporate group

  • Far Eastern Shipping Company plc and its affiliates (FESCO) on a comprehensive restructuring of their indebtedness under two series of listed US dollar-denominated Eurobonds; two series of Rouble-denominated bonds and certain bilateral facilities; as part of the same transaction, Cleary assisted FESCO in obtaining up to $680 million in multi-currency secured financing

  • Raine Capital LLC and Temasek Capital Management Pte. Ltd. on insolvency-related questions in connection with their investment in SoundCloud, a music streaming service

  • Sokolovsko-Sarbaiskoye Mining And Processing Industrial Group, the largest iron ore enterprise in Kazakhstan, in its negotiations with the Eurasian Development Bank in connection with the company’s €95 million structured commodity finance arrangement

  • An international investment bank in connection with the ATU restructuring

  • Several creditors in connection with the restructuring of IVG AG

  • The Hellenic Republic in its sovereign debt restructuring

  • Goldman Sachs as lender in the origination and several restructurings of the €3.6 billion financing secured by properties leased to the department store chain KarstadtQuelle (Arcandor)

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Debt Origination

  • Aperam in a series of Schuldschein loans in a total amount of €190 million

  • ArcelorMittal in a series of Schuldschein loans in a total amount of €450 million

  • Goodyear on various bank lending, structured finance and factoring transactions

  • CVC Capital Partners in connection with their initial leveraged buyout financing of the European businesses of the Campbell’s Soup group and subsequent covenant-lite dividend recaps, bolt-ons and refinancing, as well as the exit sale of Continental Foods to GBfoods, a division of Spanish food group Agrolimen

  • Latour Capital and Bpifrance in connection with the financing of their acquisition of the Environment Division of Plastic Omnium

  • Belron S.A. in 2017 in a senior secured financing consisting of a $1,025 million term loan B, a €425 million term loan B and a €280 million multicurrency revolving credit facility, and in 2018 in a $455 million incremental amendment to the senior secured term loan B

  • NKNK, one of the largest petrochemical companies in Europe, in negotiating an up to €807 million facility with, amongst others, Deutsche Bank and UniCredit Bank

  • Biscuit International and Biscuit Holding, portfolio companies of Qualium Investissement, in connection with the financing of their acquisitions of Nieuwko Holding B.V., the head of the Aviateur group in 2019, Arluy S.L.U. and Global Biscuits, S.L.U. in 2018, and A&W Feinbackwaren GmbH in 2017

  • Alpha Group as private equity sponsor in respect of the financing of its acquisition of European insulation materials group Ipcom

  • Oaktree Capital Management and Northwestern Mutual as lenders providing second lien financing to a portfolio company of Clayton, Dubilier & Rice for the acquisition of sausage-skin manufacturer Kalle GmbH

  • Edenred in connection with a series of Schuldschein loan agreements in the total amount of €250 million

  • Sodiaal International in connection with two series of Schuldschein loan agreements in the total amount of €160 million

  • TPG Capital and other funds in connection with the financing of their acquisition of the Media Broadcast group, following its carve-out from the TDF group

  • The Vita Group in connection with its corporate refinancing including a pan-European factoring facility

  • Kraton Performance Polymers in the establishment of an asset-based revolving credit facility

  • Reichhold Holdings in connection with the extension and refinancing of a secured credit facility

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Bank Regulatory

  • Amundi in German regulatory matters relating to its acquisition of Pioneer Investment from Unicredit

  • Deutsche Bank in the U.S. public issuance of subordinated debt eligible for capital treatment/issuance of additional Tier 2 debt

  • Deutsche Bank in an exchange offer for up to $4.5 billion of outstanding 144A notes for a like principal amount of SEC-registered notes and a concurrent cash tender offer to purchase up to $1 billion 144A notes, with the new notes expected to qualify as “Total Loss Absorbing Capital” or “TLAC”

  • Deutsche Bank in the regulatory aspects of its €8 billion capital increase, conducted as an offering of 687.5 million new shares with subscription rights

  • GM on the German regulatory aspects of the sale of its European financial operations to PSA Group

  • The International Swaps and Derivatives Association (ISDA), the International Capital Market Association (ICMA), the International Securities Lending Association (ISLA) and the Securities Industry and Financial Markets Association (SIFMA) on all aspects of the ongoing development and implementation of a protocol that would result in adhering parties agreeing to give up certain events of default that arise upon the entry of a systemically important financial institution into resolution proceedings

  • Deutsche Bank in its $1.5 billion Additional Tier 1 offering

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Publications

Latest in European Leveraged Finance – Monthly Market Wrap

CRR Quick Fix to Facilitate Lending in Response to COVID-19 Adopted,” Cleary Gottlieb Alert Memo, July 2, 2020

Summary of EU and UK Monetary Stimulus, Liquidity Support and Prudential Measures in Response to COVID-19,” Cleary Gottlieb Alert Memo, June 15, 2020

Cure for the Disease – Stop Worrying About German Insolvency Filing Requirements and Continue Trading,” Cleary Gottlieb Alert Memo, April 1, 2020

Fiscal Measures of the German Government in Light of the COVID-19 Pandemic,” Cleary Gottlieb Alert Memo, March 18, 2020

Schuldschein Forecast – Rain or Shine?,” Cleary Gottlieb Alert Memo, March 9, 2018

The EU Reform of Bank Creditor Hierarchy in the EU,” Revue de Droit Bancaire et Financier No 1, January/February 2018

Beyond Bail-in: Reform of Bank Creditor Hierarchy in European Union,” International Law Office, January 26, 2018

Contributor to A Practitioner’s Guide to Syndicated Lending, 2nd Edition, Sweet & Maxwell, November 21, 2017 

Strukturiert oder nicht,” Börsen-Zeitung, October 1, 2016

Contributor to “The International Comparative Legal Guide to: Securitisation 2014,” 7th edition, 2014