Benjamin R. Wills advises public and private companies on corporate and securities matters. Among the areas he covers are mergers and acquisitions (M&A), joint ventures, securities disclosures and compliance, public and private debt and equity offerings, and corporate governance issues. Ben represents clients in a variety of industries, including energy, telecommunications, technology, banking, and manufacturing. His oil and gas work includes representation of master limited partnerships and negotiating complex, long-term tolling, storage, terminalling and throughput agreements. Ben is the co-leader of the firm’s mergers and acquisitions practice.
Significant transactional representations (in addition to general day-to-day corporate and securities compliance representations) include:
Integra LifeSciences Holdings Corporation in the sale of its Extremity Orthopedics business to Smith+Nephew
Representation of a refined products MLP in connection with its $860 million acquisition of condensate splitters and a high-volume marine crude terminal in South Texas and crude gathering facilities in the Eagle Ford shale play, including the negotiation of numerous long-term tolling, storage, throughput and dock services agreements.
Representation of Pearson plc in the formation of the Penguin Random House joint venture, resulting in the largest English language publisher in the world.
Representation of a terminalling and storage company in its $850 million acquisition of 20 liquids storage marine terminals, including the negotiation of long-term storage and throughput agreements.
Representation of Braskem Americas Inc. in its acquisition of propylene splitters and related assets at the Marcus Hook refinery from Sunoco Inc., including the negotiation of tolling and offtake agreements.
Representation of a midstream energy company in its $170 million acquisition of over thirty petroleum products terminals and associated pipelines and two propane storage caverns, including the negotiation of storage throughput and terminalling agreements.
Representation of a Mid-Atlantic financial services holding company in the public offering of $345 million of common stock, $50 million of trust preferred securities and the private offering of $300 million of preferred securities in the TARP program, as well as in numerous acquisitions aggregating over $1 billion in purchase price.
Representation of an energy marketing company in its $50 million sale of a propane and butane terminal.
Emory University, 1997, B.A., With High Honors
University of Pennsylvania Law School, 2001, J.D., Summa Cum Laude
Awards and Affiliations
Recommended, Industry focus: Energy transactions: oil and gas, The Legal 500 US (2021)
Notable Practitioner, IFLR1000 Financial and Corporate (2019–2021)
Notable Practitioner, IFLR1000 United States (2018)
Member, Law Firm of the Year, Energy/Projects: Power (including Renewables), Chambers USA (2018)
Member, Practice Group of the Year, Energy, Law360 (2016)
Member, Energy Law Firm of the Year, US News & World Report/Best Lawyers (2015)
Noted in The Legal 500 for Mergers and Acquisitions (2014); M&A/Corporate and Commercial: M&A – Large Deals ($1bn+) (2016)
Associate Editor, University of Pennsylvania Law Review