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

Michael’s experience includes the following representative transactions and clients:

Served as lead and sole legal counsel to a California-based consultant and broker-dealer in the sale of its subsidiaries to a publicly traded Fortune 1000 company. (2024)

Served as lead and sole counsel to our client in its acquisition of a manufacturing company, which was in receivership at the time of the transaction and required a stalking horse bidding process and court approval in order to be consummated. (2024)

Served as co-legal counsel to a leading wholesale distributer of sporting equipment in its acquisition of a German specialist retailer from a German private equity firm; the transaction was required to be structured contemporaneously and as a carve-out of a separate European-based acquisition of other subsidiaries by the private equity seller. (2024)

Served as lead counsel to a global consulting and advisory firm in the acquisition of a leading UK M&A advisory firm; the transaction involved a seller rollover of proceeds into the equity of the buyer and multiple employment agreements and equity incentive arrangements were negotiated and entered into at closing. Further, this transaction included U.S. and UK broker/dealer compliance/approval, a pre-signing creation of buyer subsidiaries in the UK, and a pre-closing reorganization of the target entities that needed to be concluded in between signing and closing. (2024)

Served as lead counsel to a multi-billion dollar private equity firm in its acquisition of a Virginia company serving customers in more than 140 countries. (2023)

Served as lead counsel to a multi-billion dollar private equity firm in its acquisition of a Midwestern technology company; the transaction involved a seller rollover of proceeds into the equity of the buyer and multiple employment agreements and equity incentive arrangements were negotiated and entered into at closing. The transaction also included a pre-signing creation of a buyer subsidiary, a pre-closing reorganization of the target entities' structuring and ownership, and the implementation of a post-closing, cross-border IP-licensing structure. (2023)

Served as lead and sole counsel to a multi-billion dollar private equity firm in the sale of a platform company with more than 30 locations in the U.S.; in between the signing and closing of this transaction, while parties awaited Hart-Scott Rodino clearance, Calfee represented the platform company in the acquisitions of multiple add-on businesses and effectuated the pre-closing reorganization of the sell-side structure. (2023)

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