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    Home /  Lawyers /  Michael Orchowski

    Michael Orchowski

    European Counsel

    London +44-20-7959-8900
    orchowskim@sullcrom.com
    Michael Orchowski Headshot Photo

    London

    +44-20-7959-8900

    |

    orchowskim@sullcrom.com

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    Michael Orchowski is European Counsel in Sullivan & Cromwell’s London office. His practice is concentrated on U.S. international taxation.

    Mr. Orchowski has represented U.S. and non-U.S. banks, insurance companies, private equity firms and corporations, most frequently on cross-border mergers and acquisitions, financings and restructurings. Michael also provides advice on the U.S. federal income tax treatment of securities and complex financial products. In addition, he has been involved with the Foreign Account Tax Compliance Act since its 2010 enactment and has assisted major financial and nonfinancial groups in their efforts to comply with FATCA.

    Michael is an active member of the International Bar Association, and currently serves on its Taxes Committee as an International Organisation Liaison Officer. He has written, co-authored or contributed to a number of articles, bar reports and comment letters on a variety of tax topics, including FATCA, securities reopenings and real estate mortgage investment conduits. Michael also speaks regularly before industry and professional groups on current tax subjects, such as Pillar 2.

    Before qualifying as a lawyer, Michael spent four years as a scientist at Unilever.

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    • Experience
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    • Credentials
    • Related Practices
    Experience

    Experience

    • Ermenegildo Zegna N.V. in Temasek‘s acquisition of 14.1 million shares of Ermenegildo Zegna
    • Keycorp in the approximately $2.8 billion investment from the The Bank of Nova Scotia
    • Tishman Speyer in the refinancing of Rockefeller Center through a $3.5 billion single-asset single-borrower commercial mortgage-backed securities loan
    • Groupe Charlois, through its subsidiary Oak Nation, in its acquisition of the outstanding equity of Graf Brothers Flooring LLC and its related real estate holding company, DGGG Realty Company, LLC
    • Crescent Capital Group, LP in providing the financing for Linden Capital Partner’s acquisition of IVX Health Holdings, Inc
    • Bancolombia S.A. in its $800 million offering of SEC-registered subordinated notes
    • Swisscom Ltd. in establishing its €10 billion EMTN programme

    • Discover Financial Services in its merger with Capital One Financial Corporation valued at c. $35.8 billion
    • Allianz SE in its $1 billion offering of Rule 144A/Reg S notes
    • MUFG Bank in its acquisition of 24,000,000 shares of the common stock of U.S. Bancorp for a purchase price of approximately $936 million
    • Rhône Capital and Fogo de Chão in connection with Fogo de Chão’s acquisition by Bain Capital Private Equity
    • Wasserman Media Group in the acquisition of the entire issued share capital of CSM Sport and Entertainment Holdings from Chime Communications
    • Allianz SE in its €1.25 billion offering of Tier 2 Regulation S subordinated notes
    • Blackberry in its sale of substantially all of its non-core patents and patent applications to Malikie Innovations Limited for an aggregate amount of up to $900 million
    • Castor Maritime Inc. in its spin-off of Toro Corp. into a standalone, publicly traded company
    • Goldman Sachs Asset Management, through its infrastructure investing business, in the establishment of Verdalia Bioenergy
    • Verily in a $1 billion dollar investment round led by Alphabet, that will be used to support the expansion of Verily’s businesses focused on precision health
    • Allianz X as a lead investor in connection with the $315 million fifth venture capital funding round of Pie Group Holdings
    • AST SpaceMobile, Inc. in the sale of Class A common stock, with aggregate proceeds of $75 million, to B. Riley
    • Goldman Sachs’ Asset Management Division on the pending acquisition of LeasePlan by ALD
    • EssilorLuxottica S.A. and GrandVision N.V. in its sale of VistaSì and other GrandVision assets to Vision Group S.p.A. and GrandVision N.V. in its sale of EyeWish and GrandOpitcal to Optic Retail International Group BENE, a member of MPG Austria
    • Misland Capital Limited on the purchase of a minority equity interest in EagleTree Capital, LP
    • Global Knowledge, a portfolio company of Rhône Capital, on its amended 1st and 2nd lien credit arrangement and an extension of its revolving credit facility
    • Goldman Sachs Merchant Banking Division and Rhône Capital in a transaction agreement to provide new equity capital in connection with a comprehensive recapitalisation of Neovia Logistics Holdings Limited and its subsidiaries
    • J.P. Morgan Securities plc in their role as initial purchases, sole global coordinator and bookrunner on Taiwan Cement Corporation’s $400 million currency-linked USD denominated zero coupon convertible bonds due 2023
    • Goldman Sachs on the formation of Vero Group, a student housing joint venture among Goldman Sachs, the Wellcome Trust and Greystar
    • Towergate Insurance Group’s senior secured creditors in connection with Towergate’s successful restructuring
    • Rhône Capital LLC on its $1.35 billion acquisition of CSM NV’s bakery supplies business
    • Goldman Sachs Merchant Banking Division on its investment in (and the subsequent IPO of) Hastings Insurance Group
    • Orion Engineered Carbons S.A. on its approximately $350 million initial public offering of common shares
    • Funds managed by Goldman Sachs Merchant Banking Division and TPG Capital, as selling shareholders, in connection with the $811 million initial public offering and listing of the Ontex Group
    • The underwriters to Jaguar Land Rover PLC on several Rule 144A and Regulation S offerings of high-yield senior notes
    • Cúram Software Limited in its acquisition by IBM Corporation
    • Porsche SE on its €5 billion rights offering
    • ING Groep N.V. on the sale of the majority of its real estate investment management business in two separate transactions for a combined price of approximately $1 billion
    • Several market-leading issuers on numerous offerings of structured products, including equity, currency, interest rate and commodity linked notes
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    News

    News

    • S&C Obtains Appellate Reversal for Sumitomo Entities in Tax Dispute Over International Mining Deal

      May 20, 2025
    • S&C Advises Discover in $50.6 Billion Merger with Capital One

      May 18, 2025
    • S&C Advises Didomi in the Strategic Investment of Marlin Equity Partners and the Acquisition of Addingwell

      April 22, 2025
    • S&C Advises Tishman Speyer in $2.85 Billion Refinancing of The Spiral

      January 17, 2025
    • S&C Advises Underwriters in Colombia’s $3.6 Billion Registered Global Bond Offering

      November 22, 2024
    • S&C Advises Tishman Speyer in $3.5 Billion Refinancing of Rockefeller Center

      October 21, 2024
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    Credentials

    Credentials

    Education

    • University of Pennsylvania Law School, J.D., 2007
    • Dartmouth College, A.B., 2000

    Bar Admissions

    • New York
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    Related Practices

    Related Practices

    • Tax
    • Europe
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