John J. McGuire

John works with all of Calfee’s client base, from startups to Fortune 500 companies to nonprofit organizations, to form businesses and joint ventures, raise capital, expand via acquisition, deal with the general business issues that arise over the life of a company and ultimately obtain a profitable exit. He has represented both buyers and sellers, including numerous privately held companies and public companies such as Invacare Corporation, Linsalata Capital Partners, MobilityWorks and Steris/US Endoscopy.

John's experience with private equity funds, startup entities and equity financings enables him to assist clients with the legal aspects of capital raising initiatives in both up and down rounds. He counsels startup companies with respect to entity selection and formation, buy-sell agreements and management agreements.

He is a frequent presenter at seminars and the author of several publications.  

John serves as Co-Chair of the Corporate and Finance practice group, Chair of the Calfee's Hiring Committee, and he is a member of the firm's Diversity, Equity & Inclusion Committee.

Honors & Recognitions

• The Best Lawyers in America^®, Mergers and Acquisitions Law (2021-2025) and Corporate Law (2022-2025)
  

Education

J.D., magna cum laude, Case Western Reserve University School of Law, Order of the Coif, Law Review, Executive Committee, National Moot Court, 1998

B.S.E. from the Wharton School, B.A. from the College of Arts and Sciences, University of Pennsylvania, 1995

Experience

John’s considerable expertise includes having represented the following public and privately held companies and private equity firms:

Succession Planning

• Represented a second-generation family business owning sit-down restaurants and fast-casual franchises in implementing a plan for the third generation of family members to rise to management while providing liquidity opportunities for those children not in the business.
• Represented a manufacturer of aftermarket components for high-end automobiles, owned by father and son, in the negotiation of a third-party sale transaction to facilitate the father’s retirement and the son’s continued participation in ownership and management.

Mergers and Acquisitions

• Represented Invacare Corporation (NYSE: IVC), a leading manufacturer and distributor of home and long-term care medical products in numerous acquisitions and divestitures, including:
  
  • divestiture of Invacare Supply Group, a distribution business focused on disposable medical products
  • divestiture of Altimate Medical, a manufacturer and seller of standing and mobility aids
  • divestiture of Champion Manufacturing, a manufacturer of medical recliners
  • divestiture of Dynamic Medical Systems, a provider of medical equipment, clinical consulting and educational training programs
  • divestiture of Garden City Medical, a distributor of durable medical equipment.
• Represented Linsalata Capital Partners, an Ohio-based private equity firm, and its portfolio companies in numerous transactions including:
  
  • sale of Signature Systems, a manufacturer of composite matting, turf protection and specialty flooring
  • sale of Hospitality Mints, a manufacturer of private label mints and other confections
  • sale of Whitcraft, a provider of engineering and manufacturing services for the aerospace industry.
• Represented MobilityWorks, a leading provider of wheelchair-accessible vehicles, in its acquisition by Flexpoint Ford.
• Represented Metric Collective, a firm specializing in acquiring and growing internet technology-based companies, in several transactions, including:
  
  • acquisition of Discover Dandelion, a service company providing digital advertising as a service
  • acquisition of Boostable by Discover Dandelion
  • acquisition of Union Square Linens (f/k/a RazaTrade), an online wholesaler of premiums linens, and subsequent sale of Union Square to Banda Apparel
  • sale of AddressReport.com, Inc., an online searchable database of residential real estate records and related neighborhood metrics, to OnBoard.
• Represented The Benjamin Rose Institute, a Cleveland nonprofit focused on supporting older adults and their caregivers, in its acquisition of the East Side Organizing Project (d/b/a Empowering and Strengthening Ohio’s People), a Cleveland-based non-profit housing and financial counseling agency.
• Represented Western Reserve Capital Partners, a Cleveland-based investment banking firm, in its acquisition by Citizens Capital Markets.
• Represented Kirtland Capital Partners, in its sale of SmartSource Rentals, a provider of audiovisual and other hardware to the entertainment and convention industries, in connection with the sale to ABCOMRENTS.

General Corporate Advising

• Represented Steris (STE)/US Endoscopy in the negotiation of an exclusive supply agreement for starch-based powder to control surgical or topical wound bleeding.
• Represented a second-generation family business that manufactures and distributes filtration products, gages, separator products, and other products primarily to the oil and gas industry, regarding succession planning for the third generation not yet in the business; expansion of its business through acquisitions in Canada, Texas, and New Jersey; and entering into joint ventures in India and Brazil.
• Represented a second-generation family business that publishes online magazines and operates trade conferences worldwide for growers in, and vendors to, the agricultural industry to plan for the ultimate entry of the third generation into management, facilitate the establishment of wholly foreign-owned enterprise in China and a subsidiary in Mexico and expand and deepen product offerings while protecting trade secrets.
• Represented SPR Therapeutics, a manufacturer of neurostimulation products for chronic pain management, in its $25 million Series C equity financing and $20 million Series C-1 equity financing.
• Represented Hartland & Co., an investment advisory firm for institutions and high-net-worth individuals, in connection with a minority equity investment by Rosemont Partners.
• Providing legal counsel on securities regulations affecting an SEC-registered investment adviser client with $25+ billion in AUM that provides asset management for institutional investors and wealth management services for high-net-worth and ultra-high-net-worth individuals. Calfee provides back-office support and expert counsel for the CCO and assists him in directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”). As part of its ongoing services over the last two years, Calfee successfully guided the client through an examination by the SEC’s Division of Examinations ultimately concluding with a “no further action” letter with zero deficiencies noted.

Professional & Community

• Calfee's Hiring Committee, Chair
• The City Club of Cleveland, Executive Committee and Chair of Governance Committee
• Edwins Leadership & Restaurant Institute, Board Member