Michael E. Mariani focuses his practice on mergers and acquisitions, corporate governance and general company representation. He also has significant experience representing companies and investment banks in a variety of public and private financings and disclosure matters.
Mr. Mariani’s corporate clients have included Albemarle, Convey Health Solutions, Crown Castle, CyrusOne, Evolent Health, IBM, Johnson & Johnson, Kenvue, Light & Wonder, RELX, Time Warner, Unilever, Weyerhaeuser, Xerox and ZimVie.
Mr. Mariani’s notable M&A transactions include representing:
- Light & Wonder in its pending $850 million acquisition of Grover Charitable Gaming;
- Outbrain in its $900 million acquisition of Teads;
- Scotiabank in its $2.8 billion acquisition of an equity interest in KeyCorp;
- Lindsay Goldberg and American Securities in Amentum’s Reverse Morris Trust merger with Jacobs’ Critical Mission Solutions and Cyber and Intelligence businesses, creating a combined organization with $13 billion in revenue;
- Convey Health Solutions in its $1.1 billion take-private acquisition by TPG Capital;
- CyrusOne in its $15 billion acquisition by KKR and Global Infrastructure Partners;
- Johnson & Johnson in multiple transactions, including the separation of Kenvue, the largest split‑off transaction ever, and its $30 billion acquisition of Actelion;
- IBM and Maersk in Hapag‑Lloyd and ONE’s integration onto TradeLens, a blockchain-enabled shipping solution;
- Crown Castle in its $7.1 billion acquisition of Lightower, its $600 million acquisition of Wilcon Holdings and the $1.6 billion sale of its Australian operations to Macquarie;
- Xerox in its spin‑off of Conduent and in its two settlement agreements with Carl Icahn;
- Weyerhaeuser in its $23 billion merger with Plum Creek Timber;
- Unilever in its acquisition of Murad;
- Cigna in its proposed $54.2 billion merger with Anthem;
- Time Warner in its spin-offs of AOL and Time Inc.;
- Flagstone Reinsurance Holdings in its $623 million sale to Validus Holdings;
- Delphi’s special committee in the $2.7 billion acquisition by Tokio Marine;
- Nalco in its $8 billion merger with Ecolab;
- Hertz in its $2.3 billion unsolicited offer to acquire Dollar Thrifty; and
- Biovail Pharmaceuticals in its $6.5 billion merger of equals with Valeant Pharmaceuticals.
Mr. Mariani has significant experience advising companies in separations. Notable matters include representing:
- Johnson & Johnson in the separation of Kenvue, the largest split‑off transaction ever;
- Xerox in its spin‑off of Conduent; and
- Time Warner in its spin‑offs of AOL and Time Inc.
Mr. Mariani’s notable financing transactions include:
- Kenvue’s $4.37 billion IPO, the largest IPO to result from a corporate carve‑out by a U.S. company in more than two decades;
- Representing the underwriters in the largest bank bond offering in history at the time (JPMorgan Chase’s $13 billion registered floating rate notes and fixed‑to‑floating rate notes offering) and in over 60 offerings for JPMorgan Chase, collectively raising over $175 billion since 2018 alone;
- IPOs and other equity offerings for companies such as Albemarle, BioAtla, Blue Capital Reinsurance, Convey Health Solutions, CyrusOne, DHT Holdings, Diplomat Pharmacy and Kenvue;
- High-yield debt offerings for companies such as Acushnet, Boyne, Chemours, goeasy, J.B. Poindexter, LYCRA, Murphy Oil Corporation, Murphy Oil USA, NCR Atleos, NCR Voyix, Neiman Marcus, TerraForm Global, TerraForm Power, Time Inc., United Rentals, World Acceptance and WW (Weight Watchers); and
- Investment grade debt offerings for Albemarle, Allegion, Concentrix, CyrusOne, Fortive, IBM, JPMorgan Chase, Kenvue, Kyndryl, Mars, The Mosaic Company, Ovintiv, Polaris, Skyworks, Time Warner, Toll Brothers and Zimmer Biomet.
Mr. Mariani has been repeatedly recognized for his corporate work by, among others, Chambers USA, Chambers Global, The Legal 500 US, IFLR1000 and Lawdragon. He has also been recognized for his work in fintech by The Legal 500 US. Law360 named Mr. Mariani a “Capital Markets MVP” for his leadership in “multiple record-setting corporate transactions” and has previously recognized him as a “Rising Star.”
Mr. Mariani is a published author and frequent speaker on a broad range of topics related to corporate and securities laws. He also contributes to the conversation at the intersection of securities law, finance and fintech. Mr. Mariani co‑authored a paper entitled “Blockchain and Custody of Digital Assets,” published by Thomson Reuters Practical Law, as well as multiple editions of the United States chapter of The Legal 500’s “Blockchain Country Comparative Guide,” and has participated in events such as TechGC’s IPO Forum.
Mr. Mariani was born in Shrewsbury, Massachusetts. He received a B.A. summa cum laude from Tufts University in 2004, where he was elected to Phi Beta Kappa, a J.D. from Columbia Law School in 2009, where he was an Articles Editor of the Business Law Review and a Harlan Fiske Stone Scholar, and an M.B.A. from Columbia Business School in 2009.
Mr. Mariani joined Cravath in 2009 and was elected a partner in 2017.
Mr. Mariani’s notable M&A transactions include representing:
- Light & Wonder in its pending $850 million acquisition of Grover Charitable Gaming;
- Outbrain in its $900 million acquisition of Teads;
- Scotiabank in its $2.8 billion acquisition of an equity interest in KeyCorp;
- Lindsay Goldberg and American Securities in Amentum’s Reverse Morris Trust merger with Jacobs’ Critical Mission Solutions and Cyber and Intelligence businesses, creating a combined organization with $13 billion in revenue;
- Convey Health Solutions in its $1.1 billion take-private acquisition by TPG Capital;
- CyrusOne in its $15 billion acquisition by KKR and Global Infrastructure Partners;
- Johnson & Johnson in multiple transactions, including the separation of Kenvue, the largest split‑off transaction ever, and its $30 billion acquisition of Actelion;
- IBM and Maersk in Hapag‑Lloyd and ONE’s integration onto TradeLens, a blockchain-enabled shipping solution;
- Crown Castle in its $7.1 billion acquisition of Lightower, its $600 million acquisition of Wilcon Holdings and the $1.6 billion sale of its Australian operations to Macquarie;
- Xerox in its spin‑off of Conduent and in its two settlement agreements with Carl Icahn;
- Weyerhaeuser in its $23 billion merger with Plum Creek Timber;
- Unilever in its acquisition of Murad;
- Cigna in its proposed $54.2 billion merger with Anthem;
- Time Warner in its spin-offs of AOL and Time Inc.;
- Flagstone Reinsurance Holdings in its $623 million sale to Validus Holdings;
- Delphi’s special committee in the $2.7 billion acquisition by Tokio Marine;
- Nalco in its $8 billion merger with Ecolab;
- Hertz in its $2.3 billion unsolicited offer to acquire Dollar Thrifty; and
- Biovail Pharmaceuticals in its $6.5 billion merger of equals with Valeant Pharmaceuticals.
Mr. Mariani has significant experience advising companies in separations. Notable matters include representing:
- Johnson & Johnson in the separation of Kenvue, the largest split‑off transaction ever;
- Xerox in its spin‑off of Conduent; and
- Time Warner in its spin‑offs of AOL and Time Inc.
Mr. Mariani’s notable financing transactions include:
- Kenvue’s $4.37 billion IPO, the largest IPO to result from a corporate carve‑out by a U.S. company in more than two decades;
- Representing the underwriters in the largest bank bond offering in history at the time (JPMorgan Chase’s $13 billion registered floating rate notes and fixed‑to‑floating rate notes offering) and in over 60 offerings for JPMorgan Chase, collectively raising over $175 billion since 2018 alone;
- IPOs and other equity offerings for companies such as Albemarle, BioAtla, Blue Capital Reinsurance, Convey Health Solutions, CyrusOne, DHT Holdings, Diplomat Pharmacy and Kenvue;
- High-yield debt offerings for companies such as Acushnet, Boyne, Chemours, goeasy, J.B. Poindexter, LYCRA, Murphy Oil Corporation, Murphy Oil USA, NCR Atleos, NCR Voyix, Neiman Marcus, TerraForm Global, TerraForm Power, Time Inc., United Rentals, World Acceptance and WW (Weight Watchers); and
- Investment grade debt offerings for Albemarle, Allegion, Concentrix, CyrusOne, Fortive, IBM, JPMorgan Chase, Kenvue, Kyndryl, Mars, The Mosaic Company, Ovintiv, Polaris, Skyworks, Time Warner, Toll Brothers and Zimmer Biomet.
Mr. Mariani has been repeatedly recognized for his corporate work by, among others, Chambers USA, Chambers Global, The Legal 500 US, IFLR1000 and Lawdragon. He has also been recognized for his work in fintech by The Legal 500 US. Law360 named Mr. Mariani a “Capital Markets MVP” for his leadership in “multiple record-setting corporate transactions” and has previously recognized him as a “Rising Star.”
Mr. Mariani is a published author and frequent speaker on a broad range of topics related to corporate and securities laws. He also contributes to the conversation at the intersection of securities law, finance and fintech. Mr. Mariani co‑authored a paper entitled “Blockchain and Custody of Digital Assets,” published by Thomson Reuters Practical Law, as well as multiple editions of the United States chapter of The Legal 500’s “Blockchain Country Comparative Guide,” and has participated in events such as TechGC’s IPO Forum.
Mr. Mariani was born in Shrewsbury, Massachusetts. He received a B.A. summa cum laude from Tufts University in 2004, where he was elected to Phi Beta Kappa, a J.D. from Columbia Law School in 2009, where he was an Articles Editor of the Business Law Review and a Harlan Fiske Stone Scholar, and an M.B.A. from Columbia Business School in 2009.
Mr. Mariani joined Cravath in 2009 and was elected a partner in 2017.
Education
-
J.D., 2009, Columbia Law SchoolHarlan Fiske Stone Scholar
-
M.B.A., 2009, Columbia University
-
B.A., 2004, Tufts UniversityPhi Beta Kappa, summa cum laude
Admitted In
- New York
Professional Affiliations
International Bar Association
New York City Bar Association
Organizations
Law360
- Member, Editorial Advisory Board – Capital Markets, 2022
Rankings
Chambers Global
- Capital Markets: Debt & Equity - USA (2025-2022)
Chambers USA
- Capital Markets: Debt & Equity - Nationwide (2024-2021)
IFLR1000
- Capital Markets - US (2024-2019)
- Mergers and Acquisitions - US (2021, 2020, 2019)
Law360
- Capital Markets MVP of the Year (2023)
- Rising Star: Capital Markets (2020)
Lawdragon
- 500 Leading Dealmakers in America (2024, 2023)
The Legal 500 US
- Capital Markets: Debt Offerings (2024, 2023, 2019)
- Capital Markets: Equity Offerings (2024, 2023, 2020)
- Capital Markets: High-Yield Debt Offerings (2019)
- Fintech (2020, 2019)
Deals & Cases
April 15, 2025
goeasy Ltd.’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $400 million 144A/Reg. S high‑yield senior notes offering of goeasy Ltd., a leading full‑service provider of goods and alternative financial services that improve the lives of everyday Canadians. The transaction closed on April 1, 2025.
Deals & Cases
February 18, 2025
Light & Wonder’s Acquisition of Grover Gaming’s Charitable Gaming Assets
On February 18, 2025, Light & Wonder, Inc. (“Light & Wonder”), the leading cross‑platform global games company, announced that it has entered into a definitive agreement to acquire the charitable gaming assets of Grover Gaming, Inc. and G2 Gaming, Inc. (together, “Grover Gaming”), a leading provider of electronic pull‑tabs for charitable gaming in the U.S., for total consideration of $850 million cash, subject to customary purchase price adjustments, and a four‑year revenue based earn‑out of up to $200 million cash. Cravath is representing Light & Wonder in connection with the transaction.
Deals & Cases
February 03, 2025
Outbrain’s Acquisition of Teads
On February 3, 2025, Outbrain Inc. (“Outbrain”), a technology platform, announced the closing of its acquisition of Teads, a global omnichannel platform, from Altice. The two companies will merge their offerings to create an omnichannel outcomes platform for the open internet, and will operate under the name Teads. Outbrain, Altice and Teads have amended the previously announced share purchase agreement. Under the terms of the revised agreement, Outbrain will be paying a total consideration of approximately $900 million, consisting of $625 million upfront cash and 43.75 million shares of common stock of Outbrain valued at approximately $263 million. Cravath is representing Outbrain in connection with the transaction.
Deals & Cases
December 24, 2024
Ovintiv Inc.’s $2.5 Billion of Credit Facilities in Connection with their Pending Acquisition of Certain Assets from Paramount Resources Ltd.
Cravath represented the administrative agent, joint lead arrangers and joint bookrunners, in connection with $2.5 billion of credit facilities made available to Ovintiv Inc., as part of the financing transactions undertaken in connection with their pending acquisition of certain assets from Paramount Resources Ltd. Ovintiv Inc. is a leading North American oil and natural gas exploration and production company. The facilities consisted of a $1.5 billion asset-sale term loan facility and a $1 billion two-year term loan facility. The facilities closed on December 10, 2024.
Deals & Cases
November 18, 2024
goeasy Ltd.’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $400 million and C$150 million 144A/Reg. S high‑yield senior notes offering of goeasy Ltd., a leading full‑service provider of goods and alternative financial services that improve the lives of everyday Canadians. Cravath also represented the dealer manager in connection with goeasy Ltd.’s concurrent debt tender offer. The transaction closed on November 4, 2024.
Publications
November 16, 2023
Dave Kappos, Scott Bennett, Mike Mariani, Sasha Rosenthal‑Larrea, Arvind Ravichandran and Ryan Patrone Co‑Author U.S. Chapter of The Legal 500’s 2023 “Blockchain Country Comparative Guide”
Cravath partners David J. Kappos, D. Scott Bennett, Michael E. Mariani, Sasha Rosenthal‑Larrea, Arvind Ravichandran and Ryan J. Patrone co‑authored a chapter on the current state of laws and regulations applicable to blockchain in the U.S. for The Legal 500’s “Blockchain Country Comparative Guide,” which was published in November 2023. The chapter discussed the market sectors in which blockchain and other distributed ledger technologies are being adopted and reviewed recent regulatory guidance and enforcement actions in the space.
Activities
October 09, 2023
Mike Mariani Named a 2023 Capital Markets MVP by Law360
On October 2, 2023, Cravath partner Michael E. Mariani was featured as a 2023 Capital Markets MVP by Law360, which highlighted his work on multiple record‑setting corporate transactions, including agilon health, inc.’s $2.03 billion registered secondary common stock offering, the largest follow‑on offering of 2023 so far. In the profile, Mike discussed how the wide scope of projects he gets to work on in capital markets drew him to the field, and reflected on the constantly evolving landscape of the practice due to numerous rulemaking proposals and updates by the U.S. Securities and Exchange Commission: “I enjoy practicing an area where the framework is constantly evolving and helping clients understand and adapt to these changes.”
Activities
September 13, 2023
Mike Mariani Co‑Leads Roundtable at TechGC’s 2023 IPO Forum
On September 13, 2023, Cravath partner Michael E. Mariani participated in TechGC’s 2023 IPO Forum, which was held from September 12‑14, 2023, in Brooklyn, NY. The event convened General Counsels (“GCs”) of leading high‑growth technology companies to discuss being and becoming a public company GC. Mike co‑led a roundtable discussion entitled “Preparing Your Company for the Public Stage (Pre‑IPO GCs),” which reviewed key considerations for GCs preparing their company for an initial public offering, including how to prepare for the due diligence process, board requirements, publicity considerations and governance arrangements.
Publications
March 02, 2023
SEC Forces Kraken To Terminate Cryptocurrency Staking-as-a-Service Program
On February 22, 2023, Cravath prepared a memo for its clients entitled “SEC Forces Kraken To Terminate Cryptocurrency Staking-as-a-Service Program.” The memo examines the U.S. Securities and Exchange Commission’s recent complaint against cryptocurrency exchange Kraken for failing to register its staking-as-a-service (“StaaS”) program as a securities offering, in violation of Section 5 of the Securities Act of 1933.
Publications
January 11, 2023
Dave Kappos, Scott Bennett, Mike Mariani and Sasha Rosenthal‑Larrea Co‑Author Article for the Stanford Journal of Blockchain Law & Policy
Cravath partners David J. Kappos, D. Scott Bennett, Michael E. Mariani and Sasha Rosenthal‑Larrea and associates Daniel M. Barabander and Callum A.F. Sproule co‑authored an article entitled “NFTs, Incentives and Control: Technical Mechanisms and Intellectual Property Rights,” which was published to the website of the Stanford Journal of Blockchain Law & Policy on January 10, 2023. The article discusses how NFT creators use technical and legal measures to exert control over their creations, even after those creations are sold to purchasers, and how the mechanisms for such control are a fundamental part of the smart contracts governing most NFTs. The article will be featured in the forthcoming print edition of the journal (Vol. 6, No. 1) this spring.
Michael E. Mariani focuses his practice on mergers and acquisitions, corporate governance and general company representation. He also has significant experience representing companies and investment banks in a variety of public and private financings and disclosure matters.
Mr. Mariani’s corporate clients have included Albemarle, Convey Health Solutions, Crown Castle, CyrusOne, Evolent Health, IBM, Johnson & Johnson, Kenvue, Light & Wonder, RELX, Time Warner, Unilever, Weyerhaeuser, Xerox and ZimVie.
Mr. Mariani’s notable M&A transactions include representing:
- Light & Wonder in its pending $850 million acquisition of Grover Charitable Gaming;
- Outbrain in its $900 million acquisition of Teads;
- Scotiabank in its $2.8 billion acquisition of an equity interest in KeyCorp;
- Lindsay Goldberg and American Securities in Amentum’s Reverse Morris Trust merger with Jacobs’ Critical Mission Solutions and Cyber and Intelligence businesses, creating a combined organization with $13 billion in revenue;
- Convey Health Solutions in its $1.1 billion take-private acquisition by TPG Capital;
- CyrusOne in its $15 billion acquisition by KKR and Global Infrastructure Partners;
- Johnson & Johnson in multiple transactions, including the separation of Kenvue, the largest split‑off transaction ever, and its $30 billion acquisition of Actelion;
- IBM and Maersk in Hapag‑Lloyd and ONE’s integration onto TradeLens, a blockchain-enabled shipping solution;
- Crown Castle in its $7.1 billion acquisition of Lightower, its $600 million acquisition of Wilcon Holdings and the $1.6 billion sale of its Australian operations to Macquarie;
- Xerox in its spin‑off of Conduent and in its two settlement agreements with Carl Icahn;
- Weyerhaeuser in its $23 billion merger with Plum Creek Timber;
- Unilever in its acquisition of Murad;
- Cigna in its proposed $54.2 billion merger with Anthem;
- Time Warner in its spin-offs of AOL and Time Inc.;
- Flagstone Reinsurance Holdings in its $623 million sale to Validus Holdings;
- Delphi’s special committee in the $2.7 billion acquisition by Tokio Marine;
- Nalco in its $8 billion merger with Ecolab;
- Hertz in its $2.3 billion unsolicited offer to acquire Dollar Thrifty; and
- Biovail Pharmaceuticals in its $6.5 billion merger of equals with Valeant Pharmaceuticals.
Mr. Mariani has significant experience advising companies in separations. Notable matters include representing:
- Johnson & Johnson in the separation of Kenvue, the largest split‑off transaction ever;
- Xerox in its spin‑off of Conduent; and
- Time Warner in its spin‑offs of AOL and Time Inc.
Mr. Mariani’s notable financing transactions include:
- Kenvue’s $4.37 billion IPO, the largest IPO to result from a corporate carve‑out by a U.S. company in more than two decades;
- Representing the underwriters in the largest bank bond offering in history at the time (JPMorgan Chase’s $13 billion registered floating rate notes and fixed‑to‑floating rate notes offering) and in over 60 offerings for JPMorgan Chase, collectively raising over $175 billion since 2018 alone;
- IPOs and other equity offerings for companies such as Albemarle, BioAtla, Blue Capital Reinsurance, Convey Health Solutions, CyrusOne, DHT Holdings, Diplomat Pharmacy and Kenvue;
- High-yield debt offerings for companies such as Acushnet, Boyne, Chemours, goeasy, J.B. Poindexter, LYCRA, Murphy Oil Corporation, Murphy Oil USA, NCR Atleos, NCR Voyix, Neiman Marcus, TerraForm Global, TerraForm Power, Time Inc., United Rentals, World Acceptance and WW (Weight Watchers); and
- Investment grade debt offerings for Albemarle, Allegion, Concentrix, CyrusOne, Fortive, IBM, JPMorgan Chase, Kenvue, Kyndryl, Mars, The Mosaic Company, Ovintiv, Polaris, Skyworks, Time Warner, Toll Brothers and Zimmer Biomet.
Mr. Mariani has been repeatedly recognized for his corporate work by, among others, Chambers USA, Chambers Global, The Legal 500 US, IFLR1000 and Lawdragon. He has also been recognized for his work in fintech by The Legal 500 US. Law360 named Mr. Mariani a “Capital Markets MVP” for his leadership in “multiple record-setting corporate transactions” and has previously recognized him as a “Rising Star.”
Mr. Mariani is a published author and frequent speaker on a broad range of topics related to corporate and securities laws. He also contributes to the conversation at the intersection of securities law, finance and fintech. Mr. Mariani co‑authored a paper entitled “Blockchain and Custody of Digital Assets,” published by Thomson Reuters Practical Law, as well as multiple editions of the United States chapter of The Legal 500’s “Blockchain Country Comparative Guide,” and has participated in events such as TechGC’s IPO Forum.
Mr. Mariani was born in Shrewsbury, Massachusetts. He received a B.A. summa cum laude from Tufts University in 2004, where he was elected to Phi Beta Kappa, a J.D. from Columbia Law School in 2009, where he was an Articles Editor of the Business Law Review and a Harlan Fiske Stone Scholar, and an M.B.A. from Columbia Business School in 2009.
Mr. Mariani joined Cravath in 2009 and was elected a partner in 2017.
Mr. Mariani’s notable M&A transactions include representing:
- Light & Wonder in its pending $850 million acquisition of Grover Charitable Gaming;
- Outbrain in its $900 million acquisition of Teads;
- Scotiabank in its $2.8 billion acquisition of an equity interest in KeyCorp;
- Lindsay Goldberg and American Securities in Amentum’s Reverse Morris Trust merger with Jacobs’ Critical Mission Solutions and Cyber and Intelligence businesses, creating a combined organization with $13 billion in revenue;
- Convey Health Solutions in its $1.1 billion take-private acquisition by TPG Capital;
- CyrusOne in its $15 billion acquisition by KKR and Global Infrastructure Partners;
- Johnson & Johnson in multiple transactions, including the separation of Kenvue, the largest split‑off transaction ever, and its $30 billion acquisition of Actelion;
- IBM and Maersk in Hapag‑Lloyd and ONE’s integration onto TradeLens, a blockchain-enabled shipping solution;
- Crown Castle in its $7.1 billion acquisition of Lightower, its $600 million acquisition of Wilcon Holdings and the $1.6 billion sale of its Australian operations to Macquarie;
- Xerox in its spin‑off of Conduent and in its two settlement agreements with Carl Icahn;
- Weyerhaeuser in its $23 billion merger with Plum Creek Timber;
- Unilever in its acquisition of Murad;
- Cigna in its proposed $54.2 billion merger with Anthem;
- Time Warner in its spin-offs of AOL and Time Inc.;
- Flagstone Reinsurance Holdings in its $623 million sale to Validus Holdings;
- Delphi’s special committee in the $2.7 billion acquisition by Tokio Marine;
- Nalco in its $8 billion merger with Ecolab;
- Hertz in its $2.3 billion unsolicited offer to acquire Dollar Thrifty; and
- Biovail Pharmaceuticals in its $6.5 billion merger of equals with Valeant Pharmaceuticals.
Mr. Mariani has significant experience advising companies in separations. Notable matters include representing:
- Johnson & Johnson in the separation of Kenvue, the largest split‑off transaction ever;
- Xerox in its spin‑off of Conduent; and
- Time Warner in its spin‑offs of AOL and Time Inc.
Mr. Mariani’s notable financing transactions include:
- Kenvue’s $4.37 billion IPO, the largest IPO to result from a corporate carve‑out by a U.S. company in more than two decades;
- Representing the underwriters in the largest bank bond offering in history at the time (JPMorgan Chase’s $13 billion registered floating rate notes and fixed‑to‑floating rate notes offering) and in over 60 offerings for JPMorgan Chase, collectively raising over $175 billion since 2018 alone;
- IPOs and other equity offerings for companies such as Albemarle, BioAtla, Blue Capital Reinsurance, Convey Health Solutions, CyrusOne, DHT Holdings, Diplomat Pharmacy and Kenvue;
- High-yield debt offerings for companies such as Acushnet, Boyne, Chemours, goeasy, J.B. Poindexter, LYCRA, Murphy Oil Corporation, Murphy Oil USA, NCR Atleos, NCR Voyix, Neiman Marcus, TerraForm Global, TerraForm Power, Time Inc., United Rentals, World Acceptance and WW (Weight Watchers); and
- Investment grade debt offerings for Albemarle, Allegion, Concentrix, CyrusOne, Fortive, IBM, JPMorgan Chase, Kenvue, Kyndryl, Mars, The Mosaic Company, Ovintiv, Polaris, Skyworks, Time Warner, Toll Brothers and Zimmer Biomet.
Mr. Mariani has been repeatedly recognized for his corporate work by, among others, Chambers USA, Chambers Global, The Legal 500 US, IFLR1000 and Lawdragon. He has also been recognized for his work in fintech by The Legal 500 US. Law360 named Mr. Mariani a “Capital Markets MVP” for his leadership in “multiple record-setting corporate transactions” and has previously recognized him as a “Rising Star.”
Mr. Mariani is a published author and frequent speaker on a broad range of topics related to corporate and securities laws. He also contributes to the conversation at the intersection of securities law, finance and fintech. Mr. Mariani co‑authored a paper entitled “Blockchain and Custody of Digital Assets,” published by Thomson Reuters Practical Law, as well as multiple editions of the United States chapter of The Legal 500’s “Blockchain Country Comparative Guide,” and has participated in events such as TechGC’s IPO Forum.
Mr. Mariani was born in Shrewsbury, Massachusetts. He received a B.A. summa cum laude from Tufts University in 2004, where he was elected to Phi Beta Kappa, a J.D. from Columbia Law School in 2009, where he was an Articles Editor of the Business Law Review and a Harlan Fiske Stone Scholar, and an M.B.A. from Columbia Business School in 2009.
Mr. Mariani joined Cravath in 2009 and was elected a partner in 2017.
Education
-
J.D., 2009, Columbia Law SchoolHarlan Fiske Stone Scholar
-
M.B.A., 2009, Columbia University
-
B.A., 2004, Tufts UniversityPhi Beta Kappa, summa cum laude
Admitted In
- New York
Professional Affiliations
International Bar Association
New York City Bar Association
Organizations
Law360
- Member, Editorial Advisory Board – Capital Markets, 2022
Rankings
Chambers Global
- Capital Markets: Debt & Equity - USA (2025-2022)
Chambers USA
- Capital Markets: Debt & Equity - Nationwide (2024-2021)
IFLR1000
- Capital Markets - US (2024-2019)
- Mergers and Acquisitions - US (2021, 2020, 2019)
Law360
- Capital Markets MVP of the Year (2023)
- Rising Star: Capital Markets (2020)
Lawdragon
- 500 Leading Dealmakers in America (2024, 2023)
The Legal 500 US
- Capital Markets: Debt Offerings (2024, 2023, 2019)
- Capital Markets: Equity Offerings (2024, 2023, 2020)
- Capital Markets: High-Yield Debt Offerings (2019)
- Fintech (2020, 2019)
Deals & Cases
April 15, 2025
goeasy Ltd.’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $400 million 144A/Reg. S high‑yield senior notes offering of goeasy Ltd., a leading full‑service provider of goods and alternative financial services that improve the lives of everyday Canadians. The transaction closed on April 1, 2025.
Deals & Cases
February 18, 2025
Light & Wonder’s Acquisition of Grover Gaming’s Charitable Gaming Assets
On February 18, 2025, Light & Wonder, Inc. (“Light & Wonder”), the leading cross‑platform global games company, announced that it has entered into a definitive agreement to acquire the charitable gaming assets of Grover Gaming, Inc. and G2 Gaming, Inc. (together, “Grover Gaming”), a leading provider of electronic pull‑tabs for charitable gaming in the U.S., for total consideration of $850 million cash, subject to customary purchase price adjustments, and a four‑year revenue based earn‑out of up to $200 million cash. Cravath is representing Light & Wonder in connection with the transaction.
Deals & Cases
February 03, 2025
Outbrain’s Acquisition of Teads
On February 3, 2025, Outbrain Inc. (“Outbrain”), a technology platform, announced the closing of its acquisition of Teads, a global omnichannel platform, from Altice. The two companies will merge their offerings to create an omnichannel outcomes platform for the open internet, and will operate under the name Teads. Outbrain, Altice and Teads have amended the previously announced share purchase agreement. Under the terms of the revised agreement, Outbrain will be paying a total consideration of approximately $900 million, consisting of $625 million upfront cash and 43.75 million shares of common stock of Outbrain valued at approximately $263 million. Cravath is representing Outbrain in connection with the transaction.
Deals & Cases
December 24, 2024
Ovintiv Inc.’s $2.5 Billion of Credit Facilities in Connection with their Pending Acquisition of Certain Assets from Paramount Resources Ltd.
Cravath represented the administrative agent, joint lead arrangers and joint bookrunners, in connection with $2.5 billion of credit facilities made available to Ovintiv Inc., as part of the financing transactions undertaken in connection with their pending acquisition of certain assets from Paramount Resources Ltd. Ovintiv Inc. is a leading North American oil and natural gas exploration and production company. The facilities consisted of a $1.5 billion asset-sale term loan facility and a $1 billion two-year term loan facility. The facilities closed on December 10, 2024.
Deals & Cases
November 18, 2024
goeasy Ltd.’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $400 million and C$150 million 144A/Reg. S high‑yield senior notes offering of goeasy Ltd., a leading full‑service provider of goods and alternative financial services that improve the lives of everyday Canadians. Cravath also represented the dealer manager in connection with goeasy Ltd.’s concurrent debt tender offer. The transaction closed on November 4, 2024.
Publications
November 16, 2023
Dave Kappos, Scott Bennett, Mike Mariani, Sasha Rosenthal‑Larrea, Arvind Ravichandran and Ryan Patrone Co‑Author U.S. Chapter of The Legal 500’s 2023 “Blockchain Country Comparative Guide”
Cravath partners David J. Kappos, D. Scott Bennett, Michael E. Mariani, Sasha Rosenthal‑Larrea, Arvind Ravichandran and Ryan J. Patrone co‑authored a chapter on the current state of laws and regulations applicable to blockchain in the U.S. for The Legal 500’s “Blockchain Country Comparative Guide,” which was published in November 2023. The chapter discussed the market sectors in which blockchain and other distributed ledger technologies are being adopted and reviewed recent regulatory guidance and enforcement actions in the space.
Activities
October 09, 2023
Mike Mariani Named a 2023 Capital Markets MVP by Law360
On October 2, 2023, Cravath partner Michael E. Mariani was featured as a 2023 Capital Markets MVP by Law360, which highlighted his work on multiple record‑setting corporate transactions, including agilon health, inc.’s $2.03 billion registered secondary common stock offering, the largest follow‑on offering of 2023 so far. In the profile, Mike discussed how the wide scope of projects he gets to work on in capital markets drew him to the field, and reflected on the constantly evolving landscape of the practice due to numerous rulemaking proposals and updates by the U.S. Securities and Exchange Commission: “I enjoy practicing an area where the framework is constantly evolving and helping clients understand and adapt to these changes.”
Activities
September 13, 2023
Mike Mariani Co‑Leads Roundtable at TechGC’s 2023 IPO Forum
On September 13, 2023, Cravath partner Michael E. Mariani participated in TechGC’s 2023 IPO Forum, which was held from September 12‑14, 2023, in Brooklyn, NY. The event convened General Counsels (“GCs”) of leading high‑growth technology companies to discuss being and becoming a public company GC. Mike co‑led a roundtable discussion entitled “Preparing Your Company for the Public Stage (Pre‑IPO GCs),” which reviewed key considerations for GCs preparing their company for an initial public offering, including how to prepare for the due diligence process, board requirements, publicity considerations and governance arrangements.
Publications
March 02, 2023
SEC Forces Kraken To Terminate Cryptocurrency Staking-as-a-Service Program
On February 22, 2023, Cravath prepared a memo for its clients entitled “SEC Forces Kraken To Terminate Cryptocurrency Staking-as-a-Service Program.” The memo examines the U.S. Securities and Exchange Commission’s recent complaint against cryptocurrency exchange Kraken for failing to register its staking-as-a-service (“StaaS”) program as a securities offering, in violation of Section 5 of the Securities Act of 1933.
Publications
January 11, 2023
Dave Kappos, Scott Bennett, Mike Mariani and Sasha Rosenthal‑Larrea Co‑Author Article for the Stanford Journal of Blockchain Law & Policy
Cravath partners David J. Kappos, D. Scott Bennett, Michael E. Mariani and Sasha Rosenthal‑Larrea and associates Daniel M. Barabander and Callum A.F. Sproule co‑authored an article entitled “NFTs, Incentives and Control: Technical Mechanisms and Intellectual Property Rights,” which was published to the website of the Stanford Journal of Blockchain Law & Policy on January 10, 2023. The article discusses how NFT creators use technical and legal measures to exert control over their creations, even after those creations are sold to purchasers, and how the mechanisms for such control are a fundamental part of the smart contracts governing most NFTs. The article will be featured in the forthcoming print edition of the journal (Vol. 6, No. 1) this spring.
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