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Charles F. Hertlein, Jr.: Lawyer with Dinsmore & Shohl LLP

Charles F. Hertlein, Jr.

LinkedIn
Partner
Cincinnati,  OH  U.S.A.
Phone(513) 977-8315

Peer Rating
 5.0/5.0
AV® Preeminent

Client Rating

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Experience & Credentials Ratings & Reviews
 

Practice Areas

  • Corporate & Transactional
  • Securities
  • Mergers & Acquisitions
  • Venture Capital
  • Investment Advisors
  • Private Placements
  • Public Company Compliance & Governance
  • Public Offerings
  • Shale Resources
  • Banking & Financial Services
 
University University of Cincinnati, B.A., Political Science, summa cum laude, 1977 Phi Beta Kappa
 
Law SchoolUniversity of Michigan Law School, J.D., cum laude, 1980
 
Admitted1980, Ohio; Southern District of Ohio
 
BornCincinnati, Ohio, July 17, 1955
 
Biography

Chuck Hertlein is a Partner in the Corporate Department. Chuck primarily practices in corporate, securities, and mergers and acquisitions, both in transactional matters, such as securities offerings and business acquisitions, and in compliance and general counseling, including public company SEC compliance, corporate governance and business formations. His experience includes a number of transnational transactions and extensive SEC compliance counseling since the adoption of Sarbanes-Oxley. He also advises a number of registered investment advisors, both on compliance issues and in hedge fund formations.

Memberships & Affiliations

· Member, Board of Directors, Dan Beard Council, Boy Scouts of America, 1997 to Present (Executive Committee 2001 to date; Finance Committee 2003 to date; Vice President, 2006 to date)

· Trustee, Neighborhood Network Development Corporation, 1991 - 2005

· Director, TheatreIV/ArtReach Children's Theatre, 2000-2006

· Trustee, North Fairmount Community Center, 1984 to Present (Treasurer 2002 to date)

· Trustee, Memorial Community Center, 1988-1997 (Treasurer, 1991-1994; President, 1994-1997)

· Member, Greater Cincinnati Foundation, Affordable Home Ownership Task Force, 1993-1998

· Member, Cincinnati United Way and Community Chest, Agency Financial Services Committee, 1983-1988

· Member, St. Ignatius Parish Council, 1993-1996 (President, 1994-1995)

· Member, St. Ignatius Parish Education Commission, 1984-1987 (Chairman 1985-1986)

· Team Member, Art Academy of Cincinnati Business Campaign, 1988-1991 and Century Campaign, 1992

· Member, Dan Beard Council, Boy Scouts of America, Steering Committee for "Family Jamboree" (Major Council Fundraiser), 1990-1991

· Committee Chairman/Adult Leader, Boy Scout Troop 850, 1990 to Present Account Manager, Annual United Way Campaigns, 1980-1985

· Trustee, University of Cincinnati Chapter, Tau Kappa Epsilon Fraternity, 1980-Present

Distinctions

· Peer Review Rated AV in Martindale-Hubbell

· "Partners in Progress Award" of North Fairmount Community Center, 1995

· "Outstanding Board Member of the Year Award" of the Neighborhood Development Corporation Association of Cincinnati, 1996

· Nominee, JC Penney Golden Rule Award, 1997

· Recipient, Boy Scouts of America "Silver Beaver Award", 2001

· Selected for the Ohio Super Lawyers® List

· Listed in The Best Lawyers in America®

· Listed in "Who's Who in Greater Cincinnati Technology"

Experience

Stock Purchase
The Standard Register Company
Stock purchase for industrial printing company

Stock Purchase
Fort Biscuit Company, LLC
$10,000,000 stock purchase for industrial bakery operator

Stock Exchange
LCA-Vision, Inc.
$20,000,000 stock exchange for operator of free-standing laser vision correction centers

Stock Purchase
L'Har, Inc.
$12,000,000 stock purchase of conveyor manufacturer

Stock Purchase
Structural Dynamics Research Corporation
$15,000,000 stock purchase for publicly-held $500 million provider of engineering design software

Stock Purchase
Structural Dynamics Research Corporation
$32,000,000 stock purchase for publicly-held $500 million provider of engineering design software

Stock Purchase
The Standard Register Company
$85,000,000 stock purchase for industrial printing company

Stock Purchase
Structural Dynamics Research Corporation
$20,000,000 stock purchase for publicly-held $500 million provider of engineering design software

Stock Exchange
Lottery.com, Inc.
Stock exchange for provider of on-line gaming features and website operator

Recapitalization
Registered Investment Advisor
Recapitalization of registered investment advisor

Roll-Up Acquisition
Medic One, Inc.
$20,000,000 "roll-up" acquisition for consolidated ambulance/patient transport service

Private Placement
Global Translation, Inc.
Private placement for developer of software to automatically translate and transcribe broadcast audio in real time

Public Debt Call
Huffy Corporation
$75,000,000 public debt call for $600 million publicly-held manufacturer of bicycles and hardware products and related services

SBIC Venture Capital Fund Formation
Capvest Venture Partners, L.P.
Formation of an SBIC venture capital fund

Secondary Public Stock Offering
LCA-Vision Inc.
$70,000,000 secondary public stock offering for lasik vision correction center operator

Sale of Assets
Lottery Corporation
$9,000,000 sale of assets for operator of internet sites

Sale of Company
Huffy Corporation
Sale of company

Venture Capital Financing
LCA-Vision Inc.
$10,000,000 PIPE venture capital financing for operator of laser vision correction centers

Venture Capital Financing
Future Value Ventures, LLC
Venture capital fund with focus on minority-owned businesses

Subordinated Debt and Equity Capital Infusion
MedPlus, Inc.
$10,000,000 subordinated debt and equity capital infusion for publicly-held $500 million provider of hospital barcode systems and electronic patient records systems

Tax Free, Stock for Stock "Merger Conversion"
Large Publicly-Held Bank Holding Company
$50,000,000 tax free, stock for stock "merger conversion" for large publicly-held bank holding company

Venture Capital Financing
Cold Jet, Inc.
$3,000,000 venture capital financing for manufacturer of dry ice blasting industrial cleaning equipment

Venture Capital Investment
Global Lead, LLC
Venture capital investment for management consulting firm

Venture Capital Financing
Aurora Ventures II, LLC; BD Ventures LLC; University Medical Discoveries
$15,000,000 venture capital funds for biotech firm

Venture Capital Financing
UBPromo.com, Inc.
$2,000,000 venture capital financing for e-commerce seller of promotional goods

Subordinated Debt and Equity Capital Infusion
MedPlus, Inc.
$10,000,000 subordinated debt and equity capital infusion for publicly-held $500 million provider of hospital barcode systems and electronic patient records systems

Stock Sale
The Standard Register Company
$8,000,000 stock sale for industrial printing company

Stock Sale for Cash
The Buschman Company

Stock Purchase for Cash
Structural Dynamics Research Corporation
$12,000,000 stock purchase for publicly-held $500 million provider of engineering design software

Stock Purchase for Cash
Learning Voyage, Inc.
Stock purchase for privately-held provider of on-line software training services

Publications

August 16, 2010, Regulatory Impact of Dodd-Frank Bill on Investment Advisers and Fund Managers

August 16, 2010, Attention Investment Advisers: Plain English Brochure Rule Adopted

January 12, 2010, SEC Adopts Madoff-Inspired Custody Rules for Investment Advisers

July 1, 2007, Proactive Structuring of Investment Agreements

May 1, 1989, Corporate Secretary's Handbook, Aspen Publishing

Presentations

May 14, 2006, "SEC Update," American Society of Corporate Secretaries

April 20, 2005, "Recent SEC Enforcement Actions," National Investor Relations Institute

September 15, 2003, "Sarbanes-Oxley in a Nutshell," American Society of Corporate Secretaries

February 10, 2002, "Current Issues in Mergers & Acquisitions," Dayton Society of Certified Public Accountants

July 10, 2001, "Internet Startups and Financing," Association of Internet Professionals

June 11, 2001, "Advising Emerging Businesses and Venture Capital Investors," Cincinnati Bar Association Corporate and Securities Law Institute

May 14, 2001, "Corporate Law Firms in the 21st Century," University of Cincinnati College of Law Corporate Law Symposium

February 10, 2001, "Alternative Sources to Finance Your Business Growth," Greater Cincinnati Chamber of Commerce Expo 2001

November 5, 1997, "Lawyer Liability in the Context of Securities Law," Corporate & Securities Institute of Cincinnati Bar Association

May 24, 1997, "The Lawyer's Duty to Report Client Wrongdoing," Joint Committee with CPAs of the Cincinnati Bar Association

February 3, 1997, "Raising Money on the Internet with SEC Regulation A," Guerrilla Financing Conference, Cincinnati Venture Association

June 14, 1996, "EDGAR After Two Years," Mid-South Securities Conference, University of Kentucky Law School, Lexington, Kentucky

April 12, 1996, "Using the New Safe Harbor for Forward Looking Statements," Securities Forum for Publicly Traded Companies, Fifth Third Bank, Cincinnati, Ohio

January 23, 1994, "The Lawyer's Role in an IPO," 'Going Public' Seminar, Price Waterhouse

May 13, 1993, "EDGAR: Electronic Data Gathering, Analysis and Retrieval," Mid-South Securities Conference, University of Kentucky Law School

October 8, 1992, "The SEC's New Section 16 Rules," Corporate and Securities Law Institute, Cincinnati Bar Association

October 11, 1991, "Disclosure Obligations: When Must Merger Negotiations Be Disclosed?" Stock Association Committee of the Savings and Loan League of Southwestern Ohio

October 15, 1990, "Insider Stock Trading and the Liability Risks of Officers and Directors," 'Staying Out of Trouble' seminar sponsored by Savings and Loan League of Southwestern Ohio

May 12, 1986, "Considerations in Buying or Selling a Business Under the 1986 Tax Reform Act," National Business Institute

 
ISLN906517367
 


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Office Information

Charles F. Hertlein, Jr.
Dinsmore & Shohl LLP
255 East Fifth Street, Suite 1900
Cincinnati, OH 45202-4700




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