Person Photo
Person Photo

Michael Dill

Of Counsel

555 17th Street, Suite 3200, Denver, CO 80202

Mike Dill provides comprehensive legal services to all types of clients, including emerging growth companies, publicly-traded companies, private companies, private equity firms, venture capital firms, and others, at every stage of the corporate life cycle.

During his career, Mike has developed strategies and expertise in working with corporate executives, in-house counsel, and business owners attempting to achieve their key objectives. Over the course of numerous engagements, he has developed significant expertise in capital-raising transactions, securities matters, mergers, acquisitions, and strategic transactions and has become a trusted advisor numerous to clients. He is responsible for achieving his client’s objectives and efficiently closing transactions in a cost-effective manner.

Prior to joining Holland & Hart, Mike served as an associate at Haynes and Boone, LLP.

Experience

Securities and Capital Markets Experience

Mike has assisted clients in various industries and has developed industry expertise representing clients in the energy, financial services, and technology sectors in raising billions of dollars through equity and debt offerings and in advising companies on regular reporting requirements under the Securities Exchange Act of 1934. He also assists clients with various aspects of securities laws, including:

  • Securities law compliance and reporting requirements
  • Underwritten debt and equity offerings, including initial public offerings and secondary offerings
  • Takeover defenses
  • Corporate governance matters for publicly traded companies

Mergers, Acquisitions, and Strategic Transactions

Mike has become a trusted advisor to clients regarding the acquisition, disposition, or reorganization of their corporate entities, assets, and liabilities. Mike guides clients through the merger, acquisition, disposition or sale process in an efficient and orderly manner and provides the following services:

  • Advising on complex mergers, acquisitions, and dispositions
  • Drafting and negotiating merger, purchase, and sale agreements
  • Conducting debt and equity financing for transactions
  • Refinancing, reorganization, or recapitalizations
  • Joint venture arrangements

Emerging Growth and Venture Capital

Mike has developed an ability to strategically counsel companies of all sizes regarding the formation, financing (venture capital angel investors), corporate governance, and equity compensation matters for emerging growth and startup companies. Mike’s expertise spans various industries, with a focus on representing in energy, software, and technology companies, and helps assist clients with the following types of transactions:

  • Corporate and entity formation, conversion, and liquidation matters
  • Protection of intellectual property rights in connection with entity formation and financings
  • Seed and venture capital financings
  • Equity compensation grants and related tax issues

Commercial Contracts

Mike enjoys helping his clients to ensure their commercial contracts provide the appropriate protections in their business dealings with their clients. Mike works hand in hand with other Holland & Hart attorneys with relevant industry or subject matter expertise to ensure his clients enjoy the contractual protections they desire and need. Mike has assisted clients with commercial contracting matters in the following industries:

  • Consumer products
  • Educational technology
  • Energy and natural resources
  • Technology
  • Mining
  • Railroads

Client Results

Securities and Capital Markets Experience
  • A publicly traded master limited partnership in of $500 million preferred unit financing.

  • A publicly traded electric and utility company in the renewal of a shelf registration statement for a dividend reinvestment plan.

  • A publicly-traded oil and gas exploration and production company in a registered debt offering of $500 million of debt securities.

  • A publicly-traded oil and gas exploration and production company in a concurrent registered convertible debt offering of $172.5 million of debt securities and equity offering of $552 million of common stock.

  • A publicly-traded midstream company in the commencement and drawdown of a $100 million registered at the market offering of common units.

  • A publicly-traded master limited partnership in an $85 million registered offering of common units.

  • A publicly-traded bank and financial services company in the filing of a shelf registration statement and resale registration statement.

  • Prior to joining Holland & Hart, Mike handled the following matters:

    • A publicly-traded SaaS-based human capital management company in a registered block trade transaction of $290 million of common stock sold by certain selling stockholders.
    • A publicly-traded SaaS-based human capital management company in a follow-on offering of $144.5 million of common stock sold by certain selling stockholders.
    • A SaaS-based human capital management company in its initial public offering of $114.6 million of common stock sold by selling stockholders.
    • A publicly-traded oil and gas exploration and production company in a $500 million senior unsecured notes offering.
    • A publicly-traded oil and gas exploration and production company with a resale registration statement on Form S-3 registering 135,349,733 shares of common stock.
    • A publicly-traded oil and gas exploration and production company in connection with an approximately $273 million transferable subscription rights offering.
    • A publicly-traded financial services firm in a merger pursuant to which the company became a privately held entity, for a transaction valued at $224.9 million.
    • A private network and infrastructure services company in the private issuance of $225 million aggregate principal amount of 12.125 percent Senior Secured Notes due 2018.
    • A publicly-traded oil and gas exploration and production company in a registered direct offering of 30.4 million common shares, raising gross proceeds of approximately $85 million.
Mergers, Acquisitions, and Strategic Transactions
  • A U.S.-based subsidiary of a European company in connection with the acquisition of an aggregates company in New York for an undisclosed purchase price.

  • A U.S.-based subsidiary of a European company in connection with the acquisition of an engineering consulting company in California for an undisclosed purchase price.

  • A publicly traded mining company in its sale to an international mining company.

  • A cybersecurity company in connection with the acquisition of another cybersecurity company located in New England for an undisclosed purchase price.

  • A publicly-traded master limited partnership in connection with the acquisition of saltwater disposal wells from a private company.

  • A publicly-traded oil and gas exploration and production company in the disposition of a gathering system in New Mexico for an undisclosed purchase price.

  • A publicly-traded oil and gas exploration and production company in the disposition of its oil and gas assets in Colorado for approximately $910 million.

  • A publicly-traded limited partnership in its acquisition of certain natural gas pipelines, disposal wells and related infrastructure from a publicly-traded oil and gas exploration and production company for a purchase price of $70 million.

  • A family office in its acquisition of a firearms manufacturer from an Employee Stock Ownership Plan for an undisclosed purchase price.

  • A publicly-traded diversified construction, energy and utility company in its disposition of a natural gas processing plant to a publicly-traded midstream energy company for an undisclosed purchase price.

  • Prior to joining Holland & Hart, Mike handled the following matters:

    • A publicly-traded manufacturing, recycling and steel manufacturing company in connection with the sale of 100% of the stock of its wholly-owned subsidiary for a purchase price of approximately $58.5 million.
    • A publicly-traded manufacturing, recycling and steel manufacturing company in its acquisition of a private recycling yard for an undisclosed amount.
    • A private oilfield services development company in connection with the $239 million sale of related entities to a publicly-traded master limited partnership.
    • A private oilfield services company in the sale of assets to a subsidiary of a private equity firm for an undisclosed purchase price.
    • A publicly-traded rural wireless broadband provider with the disposition of its VoIP business.
Emerging Growth, Venture Capital, and Commercial Contracts
  • A political application development company in connection with a seed financing.

  • An educational technology company with a reorganization and seed financing.

  • An eSports broadcasting company in connection with general corporate matters.

  • The formation, financing and reorganization of a natural gas marketing company.

  • A private consulting company in connection with a seed financing.

  • An technology company in connection with the adoption of organizational documents and issuance of convertible notes and warrants for seed financing.

  • A private appraisal company in connection with a reorganization of ownership and outstanding liabilities.

  • A legal software startup company in connection with the final closing of their seed financing, raising an aggregate of approximately $1.4 million through the sale of shares of preferred stock to various angel and institutional investors.

  • Prior to joining Holland & Hart, Mike handled the following matters:

    • A private company in connection with a Series B preferred stock financing to existing and new investors for an undisclosed amount.

Education

Bar Admissions

Recognition

  • Colorado Super Lawyers® Rising Stars, Business/Corporate, 2018

Professional and Civic Affiliations

  • ACG L20 Leadership Class Denver, Former Member
  • Catholic Lawyers Guild of Colorado, Member
  • Denver Bar Association, Member
  • Young Catholic Professionals Denver Chapter, Board Member
  • KU Center for Entrepreneurship, Board of Advisors
  • KU Law Board of Governors, Member
  • Denver Legatus Chapter, Member
DISCLAIMER

Unless you are a current client of Holland & Hart LLP, please do not send any confidential information by email. If you are not a current client and send an email to an individual at Holland & Hart LLP, you acknowledge that we have no obligation to maintain the confidentiality of any information you submit to us, unless we have already agreed to represent you or we later agree to do so. Thus, we may represent a party adverse to you, even if the information you submit to us could be used against you in a matter, and even if you submitted it in a good faith effort to retain us.