J. Michael Wirvin



  • Overview


    Michael Wirvin is a member of the firm's Business Transactions Group and a member of its Managing Committee. His practice includes the representation of domestic and international clients in transactions involving mergers, asset and stock acquisitions, private placements, public offerings, commercial secured financings, joint ventures, and other financial transactions.

    Mergers and Acquisitions

    Michael has represented clients in domestic and cross-border merger, acquisition, and disposition transactions for over two decades. He regularly assists buyers and sellers in the negotiation of complex acquisition and financing transactions and transaction structure. Michael acts as a trusted advisor to his clients, providing guidance not only on the legal aspects of a deal, but also on the practical steps to getting it done. He counsels clients in various industries, including food and beverage, software and technology, electrical distribution, shipping and warehouse logistics, manufacturing, consumer goods, and automotive.


    Michael frequently represents clients in Canada, the United Kingdom, and other countries in connection with cross-border transactions with U.S. companies and with the establishment of U.S. operations. His clients include large multinationals, public companies, major banks, closely-held Canada Business Corporations Act (CBCA) companies, and provincial corporations. Michael regularly speaks and presents to foreign clients and professional groups on matters relating to doing business in the U.S., seeking and obtaining U.S. venture and private equity investment, accessing U.S. financial markets, and negotiating with U.S. buyers or sellers on cross-border M&A transactions. Before joining Robinson+Cole, he practiced corporate law in Canada.

    Venture Capital and Equity Finance

    Michael has significant experience working with start-up and emerging companies at all stages and in a variety of industry sectors, and he regularly advises private equity and venture capital clients at both the fund and portfolio company levels. He provides assistance with growth equity and convertible debt financings, investment purchase agreements, convertible note and warrant transactions, structured capital transactions, and equity/debt recapitalizations. He also counsels fund clients and sponsors on a wide range of ordinary-course as well as extraordinary corporate matters, including succession planning, key person transitions, co-investment arrangements and corporate governance matters.

    Commercial and Corporate Finance

    Michael assists clients with secured and unsecured bank, mezzanine, and other senior and subordinate lending. He represents borrowers, banks, funds, and other lenders, and counsels clients on how to structure, negotiate, and document both ordinary course loans as well as more complex financing transactions. He has significant experience representing Canadian banks with respect to international loan transactions involving security in multiple international jurisdictions. He also regularly represents lenders in structuring loan facilities secured by alternative collateral such as capital call rights, management and advisory fees, guarantee trusts and aircraft.

    Michael was listed in Massachusetts Super Lawyers® in the area of Mergers & Acquisitions Law for 2011 and 2010 (Super Lawyers is a registered trademark of Key Professional Media, Inc.).

  • Experience
    • Experience


      • Represented Stacy’s Pita Chip Company (Stacy’s) and its shareholders in connection with the sale to PepsiCo, Inc. of all of the stock of Stacy’s and the real property of a related limited liability company.
      • Representation of Connecticut-based private equity fund in connection with the acquisition of Connecticut and German-based industrial products manufacturing company.

      • Representation of US-based temporary wall system manufacturer in connection with the sale of 100 percent its equity interests to a Illinois-based private equity buyer, through merger.

      • Representation of an IP testing product developer in connection with the sale of its US and Canadian operations to a Vancouver-based private equity buyer.

      • U.S. representation of a U.K.-based software development company in connection with the sale of substantially all of its assets to Facebook, Inc.

      • Representation of Massachusetts-based electrical distribution company in connection with the sale of substantially all of its assets to a Canadian and France-based strategic buyer.

      • Representation of Pennsylvania-based electrical distribution company in connection with the sale of substantially all of its assets to Canadian and France-based strategic buyer.

      • Ongoing representation of a Canadian national bank, acting as U.S. counsel in connection with loan transactions in Central America, South America and the Caribbean. Transaction jurisdictions include Mexico, Panama, Colombia, Guatemala, Belize, Jamaica, Brazil, BVI, USVI, and Bahamas.

      • Ongoing representation of a publicly-traded Canadian hardware manufacturing company in connection with client’s acquisition of multiple U.S. targets. Target jurisdictions have included Massachusetts, Connecticut, New York, New Jersey, Georgia, North Carolina, Florida, Tennessee, Kentucky, Illinois, Indiana, California, Washington and Oregon.

      • Ongoing representation of U.K. public company in the audio-visual distribution space with respect to multiple U.S. acquisitions in various jurisdictions.

      • Ongoing representation of Italian-based musical instrument accessory distributor in connection with U.S. operations and acquisition strategy.

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    • Honors + Awards

      Honors + Awards

      Selected to the 2010 and 2011 Massachusetts Super Lawyers lists.

      Robinson+Cole Diversity and Inclusion Award Recipient, 2018

    • Community Involvement

      Community Involvement

      DCF Kids Fund
      Board of Directors

      The Wonderfund
      Board of Directors (2013 - 2023)
    • Publications


      "Business Structure," co-authored with Michael J. Kearney Jr., Jeffrey J. White and Jinhua (Anna) Wang, published in SelectUSA’s 2022 Investor Guide (June 2022)
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      "Business Structure," co-authored with Jinhua (Anna) Wang, Michael J. Kearney Jr. and Jeffrey J. White, chapter published in SelectUSA’s June 2020 Investor Guide (6/17/2020)
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      • View article

      "Trade Wars and the Automobile," contributor to update published by Mills & Reeve LLP (12/6/2018)
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    • Presentations


      "Business Structuring in the United States," as part of the Select USA 2021 Investment Summit (6/8/2021)
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      "Investor Guide Webinar Mini-Series: An Overview of Common Business Structures," co-presented with Michael J. Kearney Jr., Jeffrey J. White and Jinhua (Anna) Wang, a virtual program presented by SelectUSA that featured comparisons of some common business structures used by foreign entities to conduct their U.S. operations. (8/14/2020)
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      "U.S. Private Stock Purchase Transactions – Topics and Trends," at The European Connection – Corporate Meeting, held in Cambridge, United Kingdom (6/21/2017)
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      "Expanding Your Business in the United States," presented to AceTech Ontario in Toronto, Ontario (2/22/2013)

      "How to Prepare for and Present Business Opportunities to U.S. Investors," presented to CleanTech North entrepreneurs in Toronto, Ontario (4/4/2012)

    • News

      R+C in the News

      • February 26, 2024

        Mike Wirvin Recognized as a Massachusetts “Go To” Business Transaction Lawyer

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      • July 12, 2022

        Robinson+Cole Lawyers Author Business Structure Chapter of SelectUSA’s 2022 Investor Guide

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      • June 19, 2020

        Anna Wang, Jeff White, Mike Wirvin, and Michael Kearney Author Business Structure Chapter of SelectUSA’s Investor Guide

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        • View article
      • January 7, 2019

        Mike Wirvin Contributes to Mills & Reeve Article on “Trade Wars and the Automobile”

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      • January 22, 2018

        Kathy Porter and Mike Wirvin Contribute to Mills & Reeve Study on International Opportunities for Middle Market Companies

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      • December 13, 2017

        Boston Office Hosts Holiday Raffle in Support of Hurricane Relief Effort in Puerto Rico

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      • August 25, 2017

        Michael Wirvin Presents at International Law Firm Event

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      • February 3, 2017

        Boston Lawyers Join Annual Walk to the Hill

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      • January 31, 2017

        Boston Lawyers Attend Annual John & Abigail Adams Benefit

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      • December 18, 2015

        Boston Lawyers Participate in 2015 WomenUp Event

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      • December 19, 2014

        Boston Lawyers Address WomenUp Event

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      • August 14, 2014

        Robinson+Cole Lawyers Host Networking Event at 2014 ABA Annual Meeting

      • March 19, 2013

        Boston Lawyers Present to Software Companies in Ontario

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      • April 20, 2012

        Business Transactions Partners Present to Canadian CleanTech CEOs

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      • December 19, 2011

        Boston Attorney Michael Wirvin Joins DCF Kids Fund

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      • July 22, 2011

        Q2 Deal Report

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      • June 7, 2011

        “Competition for Capital in the Private Markets – What LP Investors Want in 2011” – A Signature Series Event at Robinson & Cole

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      • July 23, 2010

        J. Michael Wirvin Appointed to Board of Directors of Massachusetts Department of Children and Families Kids Fund

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      R+C News Releases

      • August 13, 2018

        Robinson+Cole Presents Annual Awards for Outstanding Contributions

      • March 26, 2014

        Michael Wirvin Elected to Robinson & Cole’s Managing Committee

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    • Legal Updates/Newsletters

      Legal Updates/Newsletters

      "The Coronavirus (COVID-19) and Material Adverse Effect Clause" co-authored with Jinhua (Anna) Wang and Kathleen M. Porter (3/23/20)