Michael Herman Partner General Counsel


Speaks:  English

Year of Call: 1982 - Ontario

Primary phone: +1 416-369-7281

Fax: +1 416-862-7661

Email: michael.herman@gowlingwlg.com

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Primary office:  Toronto




Michael Herman

Michael Herman is a Toronto-based business law partner at Gowling WLG. He also serves as general counsel to the firm.

With more than 30 years of experience, Michael is highly regarded as a strategic adviser to a broad range of clients, with a particular focus on entrepreneurial, privately held companies, mid-market private equity funds and investment institutions. He advises these clients on M&A, corporate development, corporate finance and other complex business matters.

In addition to his background in private practice, Michael spent a number of years in senior executive positions at various multi-national public corporations, where he was responsible for strategic planning and direction, asset acquisitions and dispositions, strategic partnerships, debt and equity offerings, corporate governance and other corporate-wide marketing and investor relations activities.

Michael is a strong advocate for mental health in the legal community. Through his ongoing work to raise awareness and eliminate stigma, he hopes to make it easier for anyone experiencing mental illness to come forward and seek help without fear of judgment.

Career & Recognition

Filter timeline:

Memberships

  • American Bar Association
  • Canadian Bar Association
  • Law Society of Upper Canada

Recent presentations

  • "Ethics and the Lawyer's Dilemma, Riding the Elephant," Gowlings, May 16, 2013
  • "Ethics and the Lawyer: Psychological Traps," Gowlings, June 14, 2012 (with Delee Froman)
  • "Ethics and the Lawyer's Dilemma: Introduction and Role of the Lawyer," Gowlings, May 21, 2012
  • "Ethics and the Lawyer's Dilemma: Role of the Lawyer," Gowlings, October 25, 2011
  • "Ethics and the Lawyer's Dilemma: Introduction," Gowlings, June 15, 2010
  • "Ethics and In-House Counsel's Dilemma," presentations in 2010-2013 to: Association of Corporate Counsel (Ontario); CIBC; Bank of Montreal; Worker's Safety and Insurance Board; BCE Inc.; Manulife Financial; Royal Bank of Canada; Research in Motion Limited; Unilever Canada Inc.; Target Canada Co.; Canadian Transport Lawyers Association Annual Conference
  • "Great Governance for Growth" Workshop, Ontario Bioscience Innovation Organization, October 23, 2013
  • "Directors and Officers Conflict of Interest - The Business Judgment Rule," Gowlings, May 15, 2012
  • "Business Judgment Rule - Fiduciary Duties Arising from Administration of Assets and for Approving Transactions," Gowlings, November 16, 2011

Recent articles

  • "Doing Business in Canada: A Guide for U.S. and International Investors" (Co-author and editor), in "Location Canada," a special supplement to Area Development magazine, a U.S. publication
  • "Mergers and Acquisitions Activity in Canada: Is It a Solution to the Funding Crisis?" in Biotechnology Focus magazine, November 2009, Vol. 12, No. 11
  • "Recent Developments in Merger & Acquisitions," the Canadian Legal Lexpert Directory, 15th Edition
  • "Mergers & Acquisitions: Recent Development of Importance," Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2011
  • "Mergers & Acquisitions: Recent Development of Importance," (co-author) the Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2012
  • "Canadian Life Science Deals and Investments: 2011 Year in Review," Life Sciences & Law, Gowlings, 2012/13
  • "Negotiations and Ethics: The Lawyer's Dilemma," Canadian Transport Lawyers Association Annual Conference, 2012

Representative Work

Michael has acted as counsel on merger and acquisitions, strategic transactions and corporate financings, including recently acting as counsel to:

  • Noranco Inc. and its shareholders on a sale of all shares to a U.S. private equity fund and a Canadian pension plan
  • A leading hotel owner and manager on the sale of a minority interest and a convertible debt investment by a private investor
  • A leading pet food company on the sale of a specialty pet food distribution subsidiary to its joint venture partner
  • A leading architectural firm on the acquisition of another firm and a interior design company
  • A private equity fund on the formation of a strategic partnership with a leading architectural firm
  • A mattress and bedding manufacturer on the acquisition of manufacturing facilities and the intellectual property of a competitive mattress manufacturer
  • A refinancing of credit facilities for a leading architectural firm
  • A new engineering firm in connection with its formation, initial financing, governance arrangements and expansion
  • A leading hotel owner and manager on the restructuring of the ownership of its portfolio of properties into a single entity and a refinancing of its credit facilities
  • A leading pet food company on the acquisition of the assets of a food processing manufacturer and the completion of strategic transition arrangements
  • A transportation logistics company on the sale of its assets to a U.S.-based company operating in the same industry
  • Samina-SCI, a leading U.S. electronics manufacturing services provider, on the acquisition of BreconRidge Corporation
  • A leading Ontario pension fund on investments in various infrastructure and energy funds and the formation of single investor funds with leading global investment managers.
  • Various not-for-profit entities on general corporate, governance, employment and general contract matters

Client work