John Clifford 

John Clifford

Toronto
Brookfield Place, Suite 4400
181 Bay Street
Toronto, Ontario M5J 2T3

t: 416.865.7134
e: john.clifford@mcmillan.ca

overview

John is a partner in the Business Law Group. He is an experienced, client-focused and service-orientated advisor to business, with particular expertise on cross-border merger and acquisition (M&A) transactions and antitrust/competition law matters. Recognized internationally for his expertise and experience, John is described by Who's Who Legal as being "top notch by all accounts", "very client focused" and that he "always delivers".

John's practice is focused on M&A transactions. He has extensive experience advising Canadian and international clients on domestic and cross-border acquisitions and divestitures, debt financings and complex re-organizations and regularly advises clients on legal requirements for establishing new businesses in Canada, including complying with Canada's foreign investment review legislation. For seven years, John chaired a working group of Canadian M&A deal lawyers that studies and develops reports for the ABA's M&A Committee on trends in deal terms used in Canadian private company acquisitions. Currently, he is Co-Chair of a Task Force that is updating the ABA's Model Asset Purchase Agreement.

John also is a recognized expert on antitrust/competition matters. He has advised on the Competition Act implications of hundreds of merger transactions and regularly assists clients to defend investigations and litigation relating to matters such as alleged unlawful conspiracies, abuse of dominance and distribution practices.

John's industry-specific experience is broad. He advises a diverse range of clients in the automotive, business services, consumer goods, distribution, financial services, investment fund, manufacturing, entertainment and pharmaceutical sectors, including some of the world's best known Europe- and Asia-based automotive companies.

Within McMillan, John is an active contributor to the direction and management of the firm. He is the National Group Coordinator of McMillan's Business Law Group and co-leads the firm's Inbound Investments team. Previously, John served as the firm's Chief Marketing Partner and leader of the firm's student program.

John is co-chair of the firm's Inclusion and Diversity Committee, and he represents McMillan on Canada's Law Firm Diversity and Inclusion Network. In 2017, John was named to the prestigious global list of OUTstanding Leading LGBT+ Executives, as presented by the Financial Times, in recognition of his business achievements and impact on LGBT inclusion within McMillan and externally. John received a Lexpert Zenith Award in 2016, in recognition of his efforts and many accomplishments to promote diversity and inclusion in the legal profession and in the same year was selected by Out On Bay Street to receive a “Leaders To Be Proud Of” Award in recognition to his exemplary achievements and community service within the LGBTQ community.

Representative Matters

  • Led deal teams on numerous transactions across the country in a variety of industries (such as aircraft parts, automobile dealerships, business services, conferences and trade shows, energy, forest products, medical devices, newspaper publishing, product distribution, health services, oil & gas services, pharmaceutical distribution and technology), including:
    • Represented developer of solar energy systems on numerous acquisitions of and investments in solar projects
    • Represented Canadian and US-based private equity firms on numerous acquisitions and divestitures in Canada
    • Represented pharmaceutical distributor on its entry into Canada and acquisition of distributors across the country
    • Represented a global aircraft manufacturer on the potential acquisition of a Canadian technology company
  • Advised numerous Canadian businesses (and their international parent organizations) on the design and implementation of complex reorganizations
  • Advised numerous domestic and international clients on Competition Act-related matters, such as:
    • Obtaining regulatory clearances for 100s of mergers
    • Responding to Competition Bureau investigations into alleged cartels, abuse of dominance and other matters
    • Represented auto parts manufacturer in its application for leniency in connection with cartel investigation
    • Represented a book publisher on class actions and other competition-related matters relating to the distribution of eBooks
    • Represented an Asian-based electronics manufacturer on class actions and other competition-related matters relating to the distribution of various products in Canada
    • Advised a Hollywood-based film studio on its successful defense of a Competition Bureau investigation into the distribution of films in Canada
    • Advised numerous other businesses and trade associations on Competition Act compliance-related matters

Presentations

Current Practice Trends in Canadian Private M&A Agreements: A Look at Practical Law's What's Market
Current Practice Trends in Canadian Private M&A Agreements: A Look at Practical Law's What's Market
Locked Box or Post-closing Purchase Price Adjustments?
ABA Mergers & Acquisitions Committee, International M&A Subcommittee
Multijurisdictional Transactions and Trends in International M&A
US Deal Trends Coming to Canada
Doing a Deal in Canada: What you Need to Know
Canadian M&A Deal Trends
M&A Trends and Outlook for 2015
Enhancing Deal Certainty in Cross Border Investments
Trends in Negotiation Deal Terms: ABA 2014 Canadian Private Target Mergers & Acquisitions Deal Points Study
Let's Be Honest: The New Canadian Duty of Honesty in Contractual Performance
Update on Distribution and Pricing Practices
The Six-Minute Business Lawyer: Trends in Purchase and Sale Agreements
Gay Marriage and the Repeal of DOMA: What Every Business Lawyer Needs to Know
Best Practices in Drafting and Negotiating Contracts and Agreements
What's Market for that M&A Deal? : ABA 2012 Canadian Private Target Mergers & Acquisitions Deal Points Study
Trends in Negotiation Deal Terms: ABA 2012 Canadian Private Target Mergers & Acquisitions Deal Points Study

Publications

2018 Canadian Merger Notification Threshold Increases
What's Market in Canada, eh? A Comparison of Two Canadian Private Target M&A Deal Point Studies
2017 Canadian Merger Notification Threshold Increases
New record-keeping requirements for Ontario corporations
New French Language Requirements for Signs in Quebec
New Business Law Advisory Council to Modernize Ontario's Business Laws
2016 Canadian Merger Notification Threshold Increases
Canadian Merger Notification Thresholds Increased
New Price Maintenance Enforcement Guidelines in Canada
Canadian Merger Notification Thresholds Increased
Canadian Securities Regulatory Authorities Propose Two New Approaches to the Regulation of Shareholder Rights Plans – A Clash of Philosophies
Canada hapter in International Joint Ventures: A Guide for U.S. Lawyers
Highlights from ABA 2012 Canadian Private Target Mergers & Acquisitions Deal Points Study
Canadian merger notification and investment review thresholds increase

News

33 McMillan lawyers recognized in Who's Who Legal Canada 2017
McMillan partner John Clifford named to prestigious global list of OUTstanding Leading LGBT+ Executives, as presented by the Financial Times
McMillan's Andrei Pascu and Susan Dhillon are recipients of the firm's inaugural Inclusion and Diversity Award
McMillan lawyers well-represented in the 2017 Canadian Legal Lexpert Directory
John Clifford Honoured with Out On Bay Street Professional Leadership Award
McMillan lawyers well-represented in the 2016 Canadian Legal Lexpert Directory
John Clifford Receives Lexpert Zenith Award
John Clifford recognized in 2015 Banking Finance and Transactional Expert Guide
McMillan lawyers are well represented in the 2015 Canadian Legal Lexpert Directory
Who's Who Legal: Canada 2014 recognizes 17 McMillan lawyers
McMillan lawyers are well represented in the 2014 Canadian Legal Lexpert Directory
Who's Who Legal: Canada 2013 recognizes 21 McMillan lawyers
Canadian Legal Lexpert Directory 2012 Recognizes 39 McMillan Leading Practitioners

Education

  • Osgoode Hall Law School, (York University), LLM – (Competition and International Trade) - 2008
  • University of Ottawa, LLB, (Faculty of Law Silver Medal and Carleton County Law Association graduation scholarship for academic excellence) - 1987
  • University of Western Ontario, BA - 1984

Year Of Call

  • Called to the Ontario bar - 1989

Practices

business law
business formation
competition and antitrust
franchise and distribution
franchising and distribution disputes
foreign investment review
mergers and acquisitions
mergers
negotiated transactions
private equity

Industries

automotive
food, beverage and agribusiness
healthcare
franchising and distribution
manufacturing, distribution and retail
media, communications and entertainment
private equity - buyouts & venture capital investment

Directorships and Professional Associations

  • American Bar Association - Business Law Section
    • Immediate Past Chair - M&A Committee Canadian Deal Points Study Working Group (2007 - 2014)
    • Co-Chair – M&A Committee Revised Model Asset Purchase Agreement Task Force
    • Chair - LGBT Subcommittee
    • Immediate Past Chair - Antitrust Committee
    • Liaison Officer to ABA Commission on Sexual Orientation and Gender Identity
  • Canadian Bar Association – Competition Law Section
    • Past Chair - Reviewable Matters and Private Actions Committee
    • Past Co-Chair – CBA's Section 45 Task Force
  • Canadian Chamber of Commerce - Past Chair, Competition Law and Policy Committee
  • Multiple Sclerosis Society of Canada (National Board), June 2016 to present

Community Involvement

From 2001 - 2014, John was an active volunteer with the Multiple Sclerosis Society of Canada, serving as a director of Society's Ontario Division board, and during the period as a director of its National board, Chair of the Ontario Division board and a member of numerous board Committees and Committee Chair roles.

In 2007, John founded exeQutive, a forum for LGBT business leaders in Toronto, a group that he continues to lead.

Awards & Rankings

  • Who's Who Legal recognizes John as one of the top M&A lawyers in Canada (The International Who's Who of Mergers & Acquisitions Lawyers) and a leading business lawyer (The International Who's Who of Business Lawyers), and states that John is "top notch by all accounts", "very client focused" and "always delivers".
  • Canadian Legal Lexpert Directory repeatedly recommends John in the area of Corporate Mid-Market
  • Expert Guides recognizes John as a leading M&A expert and competition law expert.
  • Intercontinental Finance Magazine includes John in its list of the Top 500 lawyers in the world.
  • John is or has recently been recognized as a leading antitrust/competition lawyer in Best Lawyers, Chambers Global, Euromoney's Guide to the World's Leading Competition and Antitrust Lawyers and PLC's Which Lawyer?
  • In 2017, John was named to the list of OUTstanding Leading LGBT+ Executives, as presented by the Financial Times  
  • In 2016, John was selected by Out On Bay Street to receive a “Leaders To Be Proud Of” Award in recognition of exemplary achievement and community service within the LGBTQ community.
  • John received a 2016 Lexpert Zenith Award: Celebrating Diversity and Inclusion.
vcard

John is a partner in the Business Law Group. He is an experienced, client-focused and service-orientated advisor to business, with particular expertise on cross-border merger and acquisition (M&A) transactions and antitrust/competition law matters. Recognized internationally for his expertise and experience, John is described by Who's Who Legal as being "top notch by all accounts", "very client focused" and that he "always delivers".

John's practice is focused on M&A transactions. He has extensive experience advising Canadian and international clients on domestic and cross-border acquisitions and divestitures, debt financings and complex re-organizations and regularly advises clients on legal requirements for establishing new businesses in Canada, including complying with Canada's foreign investment review legislation. For seven years, John chaired a working group of Canadian M&A deal lawyers that studies and develops reports for the ABA's M&A Committee on trends in deal terms used in Canadian private company acquisitions. Currently, he is Co-Chair of a Task Force that is updating the ABA's Model Asset Purchase Agreement.

John also is a recognized expert on antitrust/competition matters. He has advised on the Competition Act implications of hundreds of merger transactions and regularly assists clients to defend investigations and litigation relating to matters such as alleged unlawful conspiracies, abuse of dominance and distribution practices.

John's industry-specific experience is broad. He advises a diverse range of clients in the automotive, business services, consumer goods, distribution, financial services, investment fund, manufacturing, entertainment and pharmaceutical sectors, including some of the world's best known Europe- and Asia-based automotive companies.

Within McMillan, John is an active contributor to the direction and management of the firm. He is the National Group Coordinator of McMillan's Business Law Group and co-leads the firm's Inbound Investments team. Previously, John served as the firm's Chief Marketing Partner and leader of the firm's student program.

John is co-chair of the firm's Inclusion and Diversity Committee, and he represents McMillan on Canada's Law Firm Diversity and Inclusion Network. In 2017, John was named to the prestigious global list of OUTstanding Leading LGBT+ Executives, as presented by the Financial Times, in recognition of his business achievements and impact on LGBT inclusion within McMillan and externally. John received a Lexpert Zenith Award in 2016, in recognition of his efforts and many accomplishments to promote diversity and inclusion in the legal profession and in the same year was selected by Out On Bay Street to receive a “Leaders To Be Proud Of” Award in recognition to his exemplary achievements and community service within the LGBTQ community.

  • Led deal teams on numerous transactions across the country in a variety of industries (such as aircraft parts, automobile dealerships, business services, conferences and trade shows, energy, forest products, medical devices, newspaper publishing, product distribution, health services, oil & gas services, pharmaceutical distribution and technology), including:
    • Represented developer of solar energy systems on numerous acquisitions of and investments in solar projects
    • Represented Canadian and US-based private equity firms on numerous acquisitions and divestitures in Canada
    • Represented pharmaceutical distributor on its entry into Canada and acquisition of distributors across the country
    • Represented a global aircraft manufacturer on the potential acquisition of a Canadian technology company
  • Advised numerous Canadian businesses (and their international parent organizations) on the design and implementation of complex reorganizations
  • Advised numerous domestic and international clients on Competition Act-related matters, such as:
    • Obtaining regulatory clearances for 100s of mergers
    • Responding to Competition Bureau investigations into alleged cartels, abuse of dominance and other matters
    • Represented auto parts manufacturer in its application for leniency in connection with cartel investigation
    • Represented a book publisher on class actions and other competition-related matters relating to the distribution of eBooks
    • Represented an Asian-based electronics manufacturer on class actions and other competition-related matters relating to the distribution of various products in Canada
    • Advised a Hollywood-based film studio on its successful defense of a Competition Bureau investigation into the distribution of films in Canada
    • Advised numerous other businesses and trade associations on Competition Act compliance-related matters
February 2018
2018 Canadian Merger Notification Threshold Increases

Competition and International Trade Bulletin

November 2016
New record-keeping requirements for Ontario corporations

Business Law Bulletin

November 2016
New French Language Requirements for Signs in Quebec

Intellectual Property Bulletin

February 2016
2016 Canadian Merger Notification Threshold Increases
Competition Bulletin
December 2015
Global M&A Playbook: What's the Deal in Canada?
The American Lawyer Magazine
February 2015
Canadian Merger Notification Thresholds Increased

Competition Bulletin

January 2015
Let's Be Honest, eh: The New Canadian Duty of Honesty in Contractual Performance
Deal Points, Winter 2015 (Volume XX, Issue 1)
October 2014
New Price Maintenance Enforcement Guidelines in Canada
Competition Bulletin
January 2014
Canadian Merger Notification Thresholds Increased
Competition Bulletin
July 2013
Canada hapter in International Joint Ventures: A Guide for U.S. Lawyers
Mergers & Acquisitions Committee, Section of Business Law, American Bar Association
February 2013
Highlights from ABA 2012 Canadian Private Target Mergers & Acquisitions Deal Points Study
Mergers & Acquisitions Committee, Section of Business Law, American Bar Association
May 2017
Current Practice Trends in Canadian Private M&A Agreements: A Look at Practical Law's What's Market
Canadian Bar Association, BC Branch,
Vancouver, British Columbia
May 2017
Current Practice Trends in Canadian Private M&A Agreements: A Look at Practical Law's What's Market
Canadian Bar Association, OBA Business Law Program,
Toronto, Ontario
April 2017
Locked Box or Post-closing Purchase Price Adjustments?
ABA Mergers & Acquisitions Committee, International M&A Subcommittee
American Bar Association, Business Law Section Spring Meeting
November 2016
Multijurisdictional Transactions and Trends in International M&A
Practical Law, Mergers & Acquisitions Conference 2016, London, UK
September 2016
US Deal Trends Coming to Canada
Ontario Bar Association, Global Law Day, Toronto, Ontario
April 2016
Doing a Deal in Canada: What you Need to Know
McMillan LLP (Webinar), Toronto, Ontario
October 28, 2015
Canadian M&A Deal Trends
The American Lawyer Presents: Global M&A Playbook, The University Club, New York
June 2015
M&A Trends and Outlook for 2015
Practical Law, Toronto
May 2015
Enhancing Deal Certainty in Cross Border Investments
Inter-Pacific Bar Association Annual Meeting, Hong Kong
April 2015
Trends in Negotiation Deal Terms: ABA 2014 Canadian Private Target Mergers & Acquisitions Deal Points Study
Ontario Bar Association, Business Law Breakfast Forum
January 2015
Let's Be Honest: The New Canadian Duty of Honesty in Contractual Performance
McMillan Webinar
June 2014
Update on Distribution and Pricing Practices
Ontario Bar Association
June 2014
The Six-Minute Business Lawyer: Trends in Purchase and Sale Agreements
The Law Society of Upper Canada
April 2014
Gay Marriage and the Repeal of DOMA: What Every Business Lawyer Needs to Know
American Bar Association, Section of Business Law Spring Meeting
December 2013
Best Practices in Drafting and Negotiating Contracts and Agreements
11th Annual Mergers & Acquisitions Conference (Insight)
August 2013
What's Market for that M&A Deal? : ABA 2012 Canadian Private Target Mergers & Acquisitions Deal Points Study
Canadian Bar Association, Annual Meeting
April 2013
Trends in Negotiation Deal Terms: ABA 2012 Canadian Private Target Mergers & Acquisitions Deal Points Study
Ontario Bar Association, Business Law Breakfast Forum