• Michael McKay advises clients on a wide range of complex debt financings and related private equity and corporate transactions, including mergers, acquisitions, joint ventures, project financings, and other strategic and investment transactions. 

    Michael provides legal and transactional advice to a wide range of clients, including banks, institutional and alternative lenders, private equity sponsors and their portfolio companies, and project developers and their project companies. His work on behalf of these clients includes secured and unsecured domestic and international leveraged financings, acquisition financings, project financings, master limited-partnership financings, syndicated and single-bank credit financings, subordinated loans, unitranche loans, bond financings, asset-based lending, and interest rate derivatives.

    Experience

    • Represented VICI Properties Inc., an NYSE-listed REIT, in its acquisition of the real estate assets associated with Fitz Casino & Hotel and WaterView Casino & Hotel for approximately $293.4 million, and the simultaneous leaseback to subsidiaries of Foundation Gaming and Entertainment, LLC.

    • Represented VICI Properties Inc. (VICI), a NYSE-listed REIT, in its $17.2 billion strategic acquisition of MGM Growth Properties LLC.

    • Advised Waterfall Sentinel Fund in its acquisition of Newcleus LLC, a leading provider of employer-owned life insurance and annuity products (with a core focus on bank and credit union institutions), as well as employee benefit design and analysis, compensation consulting and investment strategies. 

    • Represented Hercules Capital Inc., as administrative agent, collateral agent, sole lead arranger, sole bookrunner and as a lender in connection with an $80 million second-lien term loan facility and a $10 million delayed draw term loan facility to CM 2019 (UK) Limited, Campaign Monitor (UK) Limited and CM Acquisition Holdings Inc.

    • Represented a private equity fund in connection with a $1.175 billion multicurrency, multi-tranche secured financing to finance its purchase of a gas storage business located in the United States and Canada.

    • Represented an international drilling master limited partnership in connection with a $2.9 billion Term Loan B financing secured by multiple ultra-deepwater drilling rigs, drilling contracts and other assets.

    • Represented an infrastructure fund in connection with the secured financing of its $500 million acquisition from a bankrupt entity of a gas-fired power plant located in Texas.

    • Represented a European consortium in connection with the development and financing of the first independent power plant constructed in Sri Lanka.

    • Represented an infrastructure fund as a sponsor in connection with the $2.8 billion equity and debt project financing of an interstate gas pipeline.

    • Represented a master limited partnership in connection with a $1.5 billion secured asset-based revolving credit facility.

    Credentials

    Education

    • J.D., magna cum laude, Georgetown University Law Center, 1982
      • Notes and Comments Editor, The Georgetown Law Journal
    • A.B., English, magna cum laude, Princeton University, 1978

    Bar Admissions

    • New York, 1983
    • District of Columbia, 1991
    • Connecticut, 2018

    Professional Affiliations

    • American Bar Association, Member Business Law Section

    Focus Areas

  • Perspectives

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    • Defining Matters
      Dec. 19, 2023
      Kramer Levin Advises VICI in Expanded Investment With Existing Partner Chelsea Piers
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    • Defining Matters
      Sept. 05, 2023
      Kramer Levin Represents Administrative Agent and Lender in $65 Million Home Improvement Loan Warehouse Facility
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    • Defining Matters
      Aug. 24, 2023
      Kramer Levin Advises VICI in $140 Million Canyon Ranch Mortgage Financing
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    • Defining Matters
      Aug. 15, 2023
      Kramer Levin Advises PBF Energy in $500 Million Offering of Senior Notes
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    • Defining Matters
      July 27, 2023
      Kramer Levin Advises VICI in Preferred Equity Investment in Canyon Ranch and Anticipated Mortgage Loan for Canyon Ranch Tucson and Canyon Ranch Lenox
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    • Defining Matters
      March 15, 2023
      Kramer Levin Advises M&G Investments in Formation of IP Lending Fund
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    • Defining Matters
      Jan. 12, 2023
      Kramer Levin Advises VICI in Connection With Acquisition of Four Canadian Gaming Properties in Sale Leaseback Transaction With Pure Canadian Gaming Corp.
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    • Defining Matters
      Dec. 27, 2022
      Kramer Levin Client VICI Completes Acquisition of Two Casino-and-Hotel Properties in Mississippi
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    • Defining Matters
      Dec. 27, 2022
      Kramer Levin Represents Francisco Partners in Connection With Strategic Growth Investment in Acoustic, LP
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    • Defining Matters
      June 08, 2022
      Kramer Levin Represents Administrative Agent and Lender in $100 Million Secured Revolving Credit Facility
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    • Defining Matters
      May 13, 2022
      Kramer Levin Closes $400 Million Solar Loan and other Sustainable Home Improvement Loan Securitization Warehouse
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    • Defining Matters
      May 03, 2022
      Kramer Levin Advises VICI in $17.2 Billion Acquisition of MGM Growth Properties
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    • Defining Matters
      Feb. 24, 2022
      Kramer Levin Client VICI Completes Acquisition of the Venetian Resort’s Real Estate in Las Vegas
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    • Announcements
      Jan. 13, 2022
      Kramer Levin Lands in Top Three of Law360’s 2021 Top Real Estate Deals List
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    • Defining Matters
      Sept. 23, 2021
      Kramer Levin Advises Ares Management in $100 Million Credit Facility Financing to Nuula
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    • Defining Matters
      Aug. 03, 2021
      Kramer Levin Advises Waterfall Sentinel Fund in Acquisition of Newcleus LLC
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    • Client Alerts
      March 12, 2021
      The End of LIBOR
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    • Defining Matters
      March 03, 2021
      Kramer Levin Advises VICI in Pending Acquisition of the Venetian Resort’s Real Estate in Las Vegas
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    • Client Alerts
      Jan. 06, 2021
      SEC Provides Disclosure Guidance on SPAC IPO and Subsequent Business Combination Transactions
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    • Client Alerts
      Dec. 21, 2020
      How Regulation of Leveraged Lending Will Change Under President Biden
      Read More
    • Client Alerts
      Dec. 17, 2020
      GAO Report Finds that Leveraged Lending Has Not Threatened Financial Stability
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    • Defining Matters
      Dec. 17, 2020
      Kramer Levin Advises PBF Energy in $250 Million Add-on Offering of 9.25% Senior Secured Notes
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    • Defining Matters
      Dec. 16, 2020
      Kramer Levin Closes $250 Million Private Placement of Notes
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    • Client Alerts
      Dec. 08, 2020
      SEC Adopts Amendments to MD&A and Financial Disclosures
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    • Client Alerts
      Dec. 02, 2020
      LIBOR Benchmark Administrator to Cease Publication of One-Week and Two-Month U.S. Dollar LIBOR on Dec. 31, 2021, and the Remaining U.S. Dollar LIBOR Settings on June 30, 2023
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    • Client Alerts
      Nov. 20, 2020
      Trump Administration Proposes Rule to Thwart Resurrection of Leveraged Lending Guidance
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    • COVID-19 Legal Resource Guide
      Oct. 09, 2020
      SEC Issues Report on Credit Market Interconnectedness and the Effects of the COVID-19 Economic Shock
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    • Client Alerts
      Sept. 29, 2020
      New CDI Clarifies the Form S-3 Eligibility of Companies That Go Public via Merger Into a SPAC
      Read More
    • COVID-19 Legal Resource Guide
      Aug. 31, 2020
      Federal Reserve Board Provides Guidance on Use of Cash Collateral Deposits and Delay Draw Balances and Clarity on Eligible Business Safe Harbor Provisions Under the Main Street Lending Program
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    • COVID-19 Legal Resource Guide
      Aug. 10, 2020
      Federal Reserve Board Extends the Main Street Lending Program through December 31 and Provides Additional Guidance
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  • Recognition

    2006−2011
    Thomson Reuters’ New York New York Super Lawyers*
    *No aspect of this advertisement has been approved by the Supreme Court of New Jersey. A description of the Super Lawyers selection methodology can be found here.