Marie C. Kuban

Partner | Vice Chair, Business Law


Practice Areas:

Marie represents public and private companies and private equity firms in structuring and negotiating corporate acquisitions, divestitures, mergers and joint ventures, as well as advising on general corporate matters. Marie also has extensive experience in representing financial institutions, private lenders and borrowers on asset-based, cash flow, acquisition and other commercial financing transactions, including agented and syndicated loan transactions.

Education & Admissions

Education

  • Ohio Wesleyan University

    (B.A., summa cum laude, 1997) Phi Beta Kappa

  • Western New England College School of Law

    (J.D., summa cum laude, 2000) Managing Editor, Western New England Law Review (1999-2000)

Admissions

  • State of Ohio
  • State of Connecticut

Experience

REPRESENTATIVE EXPERIENCE

  • Representation of private equity funds in connection with formation and capitalization of platform holding companies and representation of portfolio companies including structuring and negotiating various strategic and leveraged acquisitions and divestitures, joint ventures, mergers and acquisitions, senior and subordinated debt financings, equity financings, minority investments, and other corporate restructurings.
  • Outside general counsel for paging and messaging service provider formed through the divestiture of operating units of two U.S. public telecom companies.
  • Representation of Fortune 500 companies in acquisitions in the software and polymer industries.
  • Experienced in counseling companies at all stages of the business life cycle, including equity formation and wind-down, shareholder disputes, drafting shareholder agreements, limited liability company agreements, employment agreements, noncompetition agreements and independent contractor agreements, as well as negotiating and drafting general commercial contracts.
  • Representation of mortgage loan originator and SPE subsidiaries in series of senior secured credit facilities, mortgage loan sale and servicing agreements, and equity and debt raises totaling over $100 million.
  • Representation of financial institutions and borrowers in senior and mezzanine credit facilities.

Publications & Presentations

Publications

  • “Managing Seller Risk in M&A Transactions,” Crain’s Cleveland Business (January 2017)
  • “Managing Fees in M&A Transactions,” Crain’s Cleveland Business (January 2014)

Presentations

  • “Stages of the M&A Process: A High-Level Walk-Through,” Speaker, National Business Institute (June 2012)
  • “Successfully Structure M&A Deals,” National Business Institute (June 2012)
  • Guest instructor at seminars for start-up businesses:
    • Bad Girl Ventures Cleveland (Cleveland, OH, 2012)
    • University of Hartford, The Entrepreneurial Center (Hartford, CT, 2007)
    • Loaves & Fishes Ministries, Business Initiatives (Hartford, CT, 2004)

Involvement

PROFESSIONAL AFFILIATIONS

  • American Bar Association (Member)
  • Ohio Bar Association (Member)
  • Cleveland Metropolitan Bar Association (Member; Member of the Executive Committee of the Business and Corporate Law Section, 2011-2012)

BOARD OF DIRECTORS

  • Dress for Success Cleveland (Member, 2016-Present)

FIRM INVOLVEMENT

  • Co-Vice Chair, Business Law Practice Group
  • General Counsel Committee (Member)
  • Legal Opinions Committee (Member; Audit Letter Subcommittee, Chair)
  • Retirement Committee (Member)

Honors

HONORS

  • Named to the Ohio Super Lawyers Rising Stars list (2013-2015)
  • YWCA Woman of Professional Excellence Award (2014)
  • Judicial Law Clerk, Connecticut Supreme Court, Justice David M. Borden (2000-2001)