John P. Cleary

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Biography

John P. Cleary, Co-Managing Shareholder of the San Diego office, represents public and private clients in a variety of corporate and securities matters. He focuses his practice on mergers and acquisitions, public and private securities transactions, franchise formation and compliance, and general corporate matters. John also works with private equity and investment firms on structure, formation, SEC compliance, and transactions.

In the realm of mergers and acquisitions, John represents private equity firms and other buyers in stock and asset transactions. He also assists companies and management in business sales, merger and acquisition transactions, and joint venture arrangements. For publicly held companies, John handles transactional matters including initial public offerings, secondary public offerings, registered direct offerings, and alternative go-public transactions such as reverse mergers.

John’s practice extends to counseling public companies on various aspects of securities law, including PIPE transactions, securities offerings, Rule 144 matters, SEC compliance and reporting, and general business matters. This approach allows John to support companies at various stages of growth, from early-stage startups to established public entities.

John also serves as outside legal counsel for startup and emerging growth companies, particularly in the technology and action sports/lifestyle industries. He guides these clients through formation, seed, and preferred stock financings, and ongoing corporate needs. John’s work in this area encompasses a wide range of services, from initial company setup to navigating complex funding rounds. Additionally, John represents companies in Regulation CF “crowdfunding” offerings and Rule 506(c) advertised offerings, providing guidance on these alternative capital-raising methods.

Concentrations

•Assist sellers in the sale of their businesses, including asset sales, stock sales and mergers
•Represent private equity buyers in acquisitions
•Fund formation and compliance including broker-dealer matters and 1940 Act issues
•Start-up company representation including venture capital financings

Recognition & Leadership

Awards & Accolades

•Listed, The Best Lawyers in America, Corporate Law, 2026
•Listed, San Diego Business Journal, 'Best of the Bar,' Corporate Law, 2016

(Also at 12544 High Bluff Drive, San Diego Office)

Areas of Practice (1)

  • Corporate

Education & Credentials

University Attended:
University of Kansas, BA, magna cum laude, 1991
Law School Attended:
University of Missouri-Kansas City School of Law, JD, 1994
Year of First Admission:
1994
Admission:
1994, Missouri; 1997, California
Memberships:

Professional & Community Involvement

•Chairman, Betty Ford Center Alumni Association, San Diego Chapter
•Past Board President, McAlister Institute

Reported Cases:
Representative Matters: Represents private equity and other buyers in stock and asset merger and acquisition transactions.; Represents companies and management in sales of the business, merger and acquisition sale transactions and other joint venture arrangements.; Serves as outside legal counsel for start-up and emerging growth companies in formation, seed and preferred stock financings and general business matters.; Represents companies in Regulation CF crowdfunding offerings, as well as Rule 506(c) advertised offerings.; Provide counseling to public companies in PIPE transactions, securities offerings, Rule 144 matters, SEC compliance and reporting and general business matters.
ISLN:
900235786

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