Professional Experience
Mike is a partner in and past chair of the firm's Corporate Transactions & Securities practice group. Major aspects of his practice include mergers, acquisitions and divestitures; securities law matters; debt and equity financings, including venture capital investment; and joint ventures. He also works with clients on executive compensation planning and programs; manufacturer-dealer relations; licensing and franchising; and general business matters. Mike has had extensive international experience in mergers and acquisitions and licensing. He also serves as counsel to several community and charitable organizations.
Education
- The Ohio State University, J.D., 1967, summa cum laude, Order of the Coif
- University of Notre Dame, B.A., 1965
- Representation of publicly- and privately-held clients in sales and acquisition transactions structured as mergers, friendly tender offers, cash for stock, and cash for assets
- Representation of a publicly-held client in connection with an acquisition structured as a reverse subsidiary merger
- Representation of a privately-held client in a Section 355 split-up transaction
- Representation of the owner of a performing arts complex through the course of the development, financing and construction of the project
- Representation of participants in major domestic and international joint venture projects
- Representation of emerging companies in obtaining venture capital financing
- Representation of borrowers in structuring single and multi-bank credit facilities.
- Counsel to boards of directors and boards of trustees of for-profit and charitable organizations
- Negotiation and preparation of executive employment agreements
- Negotiation and preparation of buy/sell agreements among company owners
Professional & Civic Involvement
Corporate Boards
ChemStation International Inc. · Board of Directors
Professional Associations
Ohio State Bar Association · Corporation Law Committee
Dayton Bar Association · Former Chair, Business Law Committee
Community Activities
CityWide Development Corporation · Trustee and former Chairman of the Board
Goodwill Easter Seals Miami Valley · Counsel and Trustee
Miami Valley Research Foundation · Counsel and Secretary
Moraine Caddy Scholarship Fund · Trustee
Dayton Tech Town Inc. · Chairman of the Board
- "Merger & Acquisitions: Current Issues", Ohio Corporate Counsel Institute
- "Introduction to Succession Related Issues", Dayton Bar Association
- "The Use of Projections in Disclosure Documents", Dayton Bar Association
- "Legal Responsibilities of Chief Financial Officers", Dayton Chapter of Financial Executives Institute
- "Comments on Accountants' Liability", Dayton Chapter of Ohio Society of CPAs
- "Musings of a Deal Junkie", Client In-House Legal Staff
- The Best Lawyers in America - Recognized for more than 10 years
- Selected for inclusion in Super Lawyers by Ohio Super Lawyer magazine
- Dayton Business Journal's Who's Who in Legal 2005 to present
- Selected for inclusion in Super Lawyers national Corporate Counsel Edition, 2009
- Selected by Best Lawyers as Dayton, Ohio Corporate Lawyer of the Year in 2009 (the first year such a designation was made by Best Lawyers)