Michael Hurley

Practice Areas

Corporate and Finance

Mergers and Acquisitions, Divestitures and Sales

Capital Markets and Public Reporting

Business and Fund Formation

Emerging Companies and Venture Capital

Privacy and Data Security

ESOP Formation and Operation

Compliance/Regulatory Services

Commercial Contracts

Commercial Lending

Investment Management

Private Equity

Wealth Management Law

Career

Michael Hurley counsels privately held and public clients and private equity firms and their portfolio companies on a wide range of business and legal concerns, with a focus on representing both buyers and sellers from a broad cross-section of industries in the merger, acquisition or sales process and assisting clients in accessing capital markets through angel- and venture-funding rounds.

Michael serves as Co-Leader of the firm's Emerging Companies and Venture Capital practice. He represents businesses on formation, governance, mergers, acquisitions and sales, and capital structuring arrangements. He provides counsel to private equity funds, private and public companies and investors in such funds and companies. This advice covers the full spectrum of business cycles – from start-up through maturation to exit strategies – and a broad range of industries, including information technology, healthcare, chemicals, construction, energy and consumer products.

Michael also serves as outside general counsel to a number of private companies where he advises on a wide variety of day-to-day matters, including commercial contract negotiation, implementation of privacy and cyber-security policies and procedures, corporate governance, organizational structuring, succession planning and ESOP transactions.

As part of Calfee’s Privacy and Data Security group, Michael has significant experience allocating transactional risks associated with data privacy and security protocols and policies, cross-jurisdiction data transfers and compliance with related laws and regulations.

Using his knowledge and experience, Michael also helps athletes establish, monetize and protect their Name, Image and Likeness (NIL).

Outside of the office, Michael is active in the community. He presents at seminars and has authored numerous publications.

Michael earned his B.A. degree from Yale University and his J.D. and M.B.A. degrees from the University of Cincinnati.

Michael joined Calfee’s Cincinnati office in 2014 and was elected Partner in 2019. Prior to joining Calfee, Michael worked at Blank Rome, LLP.

Professional Memberships

Association for Corporate Growth – Cincinnati Chapter, Board Member & Deal Maker Committee Co-Chair

Cincinnati Yale Club, Board Member

Cincinnati Squash Academy, Futures Board Member

Goering Center for Family and Private Business, Member

Expert in these Jurisdictions

District of Columbia

Kentucky

Ohio

Experience

Mergers and Acquisitions:

Served as lead (and sole) legal counsel to a national consulting and advisory firm in its 2022 acquisition of an insurance network. This transaction included an equity offering that closed contemporaneously with the acquisition.

Served as lead legal counsel to a global CAD-content platform for engineering in its 2022 acquisition of a subsidiary of a publishing company and a provider of 3D software engineering services. This transaction included an unwinding of an existing commercial arrangement due to the acquisition and the entering into an extended partnership agreement post-acquisition and it involved multiple U.S. states and European countries.

Served as legal counsel to a Western European steel products manufacturer with respect to the sale of a joint venture U.S. company to a subsidiary of a Southeast European company. This 2023 transaction was valued at $100+ million.

Served as lead and sole legal counsel to an electrical distribution company based in Ohio in the company's acquisition by a portfolio company of a Midwestern private equity firm with $1+ billion in investments. This transaction involved complicated structuring, including an F reorganization and post-closing employment and real property agreements.

Served as M&A counsel to a private equity firm client managing $1+ billion in committed capital in its acquisition of a security services provider. The $100+ million transaction closed in 2023 and involved a competitive process that closed less than a month from the term sheet signing.

Served as lead and sole legal counsel to a manufacturing portfolio company of a private equity firm in its 2023 acquisition of a woman-owned, California-based manufacturing business.

Served as lead and sole legal counsel to a tax, accounting, and consulting firm client in its acquisition of a minority interest in a wealth management firm. The 2023 transaction involved the creation of a registered RIA subsidiary for the client company to act as the acquirer in the transaction. In connection with the acquisition of the equity, a joint-venture operating agreement was negotiated.

Represented Align Capital Partners in numerous acquisitions, including the acquisition of Kentucky-based Protegis Fire and Safety, Cleveland-based ABCO Fire Protection, and multiple other fire and life safety companies; and the acquisition of Barrow-Agee Laboratories, a niche market leader in the food safety and testing industry.

Represented Americhem, Inc. and its affiliates in numerous merger and acquisition transactions, including the acquisition of Controlled Polymers, a compounder and concentrates maker based in Ribe, Denmark; the acquisition of Prescient Color, a Pune, India-based leading producer of textile and specialty master-batches; the acquisition of Vi-Chem, a Michigan compounder of TPE and PVC compounds; and the acquisition of LTL Color Compounders, a manufacturer of color compounds based primarily on engineering resins with operations in Pennsylvania and Dongguan, China.

Assisted companies, including MarshBerry, a consulting and investment banking firm focused on the insurance industry, in their transition to become 100% owned by an Employee Stock Ownership Plan (ESOP).

Represented Installed Building Products (NYSE: IBP) and its affiliates in dozens of acquisitions, including the acquisition of Alpha Insulation and Waterproofing group of companies, which install waterproofing, insulation, fireproofing, and fire-stopping products for large commercial projects throughout the southern United States.

Represented RPM International (NYSE: RPM) and its affiliates in several acquisitions, including the acquisition of Key Resin Company, a Cincinnati-based manufacturer of polymer flooring and coating systems; and the acquisition of two companies that were integrated into RPM’s existing divisions and international platform acquisitions to support entrance into new markets.

Assisted dozens of closely held businesses in financial and strategic divestitures, including the sale of a Dayton-based manufacturer to a financial buyer, the recapitalization of a specialty flooring manufacturer, and the sale of a specialty manufacturer to a strategic buyer.

Represented Linsalata Capital Partners in several acquisitions and divestitures, including the sale of Eatem Foods Company, a leading developer and producer of premium, traditional, natural and organic savory flavor systems, to Archer Daniels Midland Company (NYSE: ADM); and the acquisition of H.H. Franchising, the Cincinnati-based franchisor of Home Helpers.

Represented Tarkett (TKTT: EN Paris), a global leader in flooring and sports surfaces solutions, in its acquisition of Dalton, Georgia-based Lexmark Carpet Mills, a well-recognized brand among leading hospitality chains and in residential markets.

Represented Park-Ohio Holdings (NASDAQ: PKOH), in several acquisitions, including the acquisition of the molding division of Wisconsin-based Trostel, a leading manufacturer of rubber-molded products utilizing a variety of elastomer materials and manufacturing technologies; and the acquisition of Autoform Tool & Manufacturing, an Indiana supplier of high-pressure fuel rails and high and low-pressure fuel lines used in Gasoline Direct Injection systems utilized by automotive and truck manufacturers.

Represented MCM Capital Partners in several acquisitions, including the acquisition of Performance Plastics, a Cincinnati-based custom injection molding company.

Equity Offerings and Capital Raising:

Represented a direct-to-consumer food manufacturing company in its initial structuring and subsequent seed financing round.

Represented a consulting and investment banking firm in the formation of a subsidiary and subsequent equity offering.

Represented a direct-to-patient concierge medical practice in its Series A and subsequent follow-on offerings.

Represented a restaurant group in the formation, and subsequent equity and debt financing of, an affiliated entity.

Represented an investor group on multiple occasions in the formation of special purpose investment vehicles and subsequent financing rounds in conjunction with structuring the investment in operating companies.

Represented a cryptocurrency marker maker in its initial structuring and subsequent seed financing round.

Represented a CRM software company in multiple rounds of convertible note financings.

Represented an investor group in the equity and convertible debt financing of a restaurant and catering group.

Represented a hedge fund utilizing artificial intelligence for alternative asset class investments in its initial structuring and subsequent seed financing round.

Represented a family office in multiple investment rounds in a data storage company.

Education