Outline
Overview
John Lawless practices corporate and securities law, with a focus on mergers and acquisitions, private equity and corporate finance.
John has significant expertise in both public and private M&A, having acted on share and asset acquisitions, plans of arrangement, take-over bids and complex corporate reorganizations. John also acts for issuers and underwriters on equity and debt financings, including shelf and short form prospectus offerings and private placements.
In addition to transactional work, John regularly advises clients on corporate governance matters, ESG issues and continuous disclosure obligations. John's clients include US private equity funds with investments in Canada, private Canadian companies and TSX-listed companies.
John takes a practical, client-focused approach to legal advice. This approach is informed by secondments with two different TSX-listed companies. During the first secondment, John reported directly to the CEO and assisted on a transaction that ultimately resulted in a sale to a strategic buyer. During his second stint, John assisted the Associate General Counsel with corporate governance and continuous disclosure matters.
Outside of work, John teaches a course on mergers and acquisitions at the University of Calgary, Faculty of Law as a sessional instructor.
Client Work
KKR in its acquisition of an indirect interest in the Westcoast Pipeline System from Enbridge, including related financing for the Aspen Point Expansion Program and the Sunrise Expansion Program
KKR in its agreement to acquire a 50% interest in a 1.4 GW solar portfolio in North America from TotalEnergies, with an aggregate enterprise value of US$1.25 billion
KKR, as Canadian counsel, in its C$1.19-billion acquisition of an indirect minority equity interest in the Labrador-Island Link from Emera
Plains All American Pipeline in its C$5.3-billion sale of its NGL business to Keyera
Apollo Global Management in its acquisition of a 40% stake in Pembina Gas Infrastructure from funds managed by KKR
Refresco, as Canadian counsel, in its take-private acquisition of SunOpta, a beverages, broths and snacks company dual-listed on the NASDAQ and the Toronto Stock Exchange
Riverstone VI LRC, a major shareholder of Lithium Royalty, in its sale of all of the outstanding shares of LRC to Altius Minerals pursuant to a plan of arrangement
Apollo Global Management, as Canadian legal counsel, in its acquisition of Eagle Creek Renewable Energy
NGP Energy Capital Management, in connection with its additional equity investment in Cygnet Energy. The proceeds will be used to finance a portion of the purchase price for Cygnet's acquisition of Kiwetinohk Energy Corp for C$1.4-billion
Kohlberg Kravis Roberts & Co. in its agreement to acquire a 50% interest in a 1.4 GW solar portfolio in North America from TotalEnergies, with an aggregate enterprise value of US$1.25 billion
The controlling shareholder of Westbrick Energy in its C$1.075-billion sale to Vermilion Energy.
Ravenswood Investments III and The Ravenswood Investment Company in their Standby Commitment of up to $20 million in a Rights Offering by GreenFirst Forest Products
Drone Delivery Canada in its merger of equals transaction with Volatus Aerospace to create a global diversified drone technology and services leader
Kohlberg Kravis Roberts & Co., in connection with its C$1.19-billion acquisition of an indirect minority equity interest in the Labrador-Island Link from Emera Inc.
Carnelian Energy Capital Management, L.P. in its equity financing in Parallax Energy, L.P., a Calgary-based upstream oil and gas company focused on acquisition and development opportunities in the Western Canadian Sedimentary Basin.
Riverstone Pipestone LP and Riverstone V REL CNOR LP, the largest shareholders of Pipestone Energy Corp., in connection with the acquisition by Strathcona Resources Ltd. of all of the outstanding shares of Pipestone pursuant to a plan of arrangement.
Riverstone Holdings LLC, in its acquisition of all issued and outstanding Class A common shares of Hammerhead Energy Inc. by Crescent Point Energy Corp. by an arrangement agreement for total consideration of approximately $2.55-billion, including approximately $455-million in assumed net debt, consisting of cash and common shares of the Purchaser.
Capvest Partners in its acquisition of Recochem, a Quebec based manufacturer of aftermarket transportation and household fluids.
NGP Energy Capital Management, LLC in its investment in Cygnet Energy Ltd., a private company focused on capturing scalable resource opportunities in the Western Canadian Sedimentary Basin.
Canadian Pacific Railway Limited in its US$31 billion acquisition of Kansas City Southern, which received final STB regulatory approval in March 2023.
Represented Decarbonization Plus Acquisition Corporation IV, a special purpose acquisition company, in connection with its C$1.39 billion business combination with Hammerhead Resources Inc. by way of a plan of arrangement, to form Hammerhead Energy Inc., a Canadian oil and gas exploration and production company dually-listed on the TSX and Nasdaq.
Represented Riverstone VI LRC B.V., a principal shareholder of Lithium Royalty Corp. (LRC), in connection with LRC's initial public offering of C$150 million and pre-closing reorganization.
CF Acquisition Corp. VI, a special purpose acquisition company (SPAC) sponsored by Cantor Fitzgerald, as Canadian counsel on its business combination with Rumble Inc., a high growth neutral video distribution platform with an international user/subscriber base, valued at an initial enterprise value of US$2.1-billion.
Mazooma Technical Services Inc., a U.S.-focused gaming and sports wagering payment technology company, in connection with its sale to Nuvei Corporation, a global payment technology company partner of thriving brands, and subject to the achievement of specific performance criteria, for a total maximum aggregate consideration of US$315 million payable in cash and subordinate voting shares.
Riverstone Holdings LLC, as Canadian counsel, in its acquisition of International-Matex Tank Terminals from Macquarie Infrastructure Corporation for US$2.67 billion.
Apollo Global Management, Inc., in connection with its joint venture investment of up to US$200 million in Great Bay Renewables, a subsidiary of Altius Minerals Corporation, a publicly traded company listed on the TSX.
Kissner Group Holdings LP, completed its acquisition of NSC Minerals Ltd., a market-leading provider of salt products in Western Canada and the North Central United States, from an investor group led by Altas Partners.
Riverstone Holdings LLC, through its subsidiary Riverstone Pipestone LP, in its investment in the $67.9-million private placement of convertible preferred shares of Pipestone Energy Corp.
Longview Aviation Capital Corp., in its acquisition of the Dash 8 program from Bombardier Inc.
CST Canada Coal Limited, in its acquisition of coal assets of Grande Cache Coal LP and Grande Cache Coal Corporation for aggregate consideration of approximately US$433.9 million.
Denham Capital, agrees to sell JDS Silver Holdings Ltd. to Coeur Mining for up to US$250 million.
Secure Energy Services Inc., in acquiring Ceiba Energy Services Inc.
Shore Gold Inc., in the acquisition of all of Newmont Mining Corporation's participating interest in the Star-Orion Diamond Mine Project and an option to joint venture agreement and a private placement of $1,000,000 with Rio Tinto Exploration Canada Inc.
Vesta Energy Corp., in a $295-million equity financing co-led by energy private equity firms Riverstone Holdings, LLC and JOG Capital Corp.
Waterous Energy Fund, acquires 67% ownership of Northern Blizzard Resources Inc.
DirectCash Payments Inc., in US$460-million acquisition by Cardtronics plc.
Sanjel Corporation, an Alberta-based energy services and pressure pumping company, in the sale of its Canadian fracturing, coiled tubing and cementing assets to STEP Energy Services Ltd. and 1961531 Alberta Ltd.
Sanjel Corporation, an Alberta-based energy services and pressure pumping company, in the sale of its US fracturing, coiled tubing and cementing assets to Liberty Oilfield Services Holdings LLC.
Edge Natural Resources LLC, in the acquisition of Canamax Energy Ltd. by Edge and senior management and certain other shareholders of Canamax in a transaction valued at approximately $82 million.
Flint Field Services Ltd., a provider of construction services in the oil and gas industry, in the divestment of its Tubular Inspection and Management business segment to ShawCor Ltd.
Eagle Energy Trust, a TSX-listed oil and gas trust, in its acquisition of Coda Petroleum Inc. for approximately $30 million (cash and assumed debt).
Metalmark Capital, in the acquisition of Kissner Milling Company Limited and Kissner Group Inc. by an investor group led by Metalmark Capital and including Silvertree, a joint venture between Silverhawk Capital Partners and Demetree Salt, LLC, and the Kissner management team.
Underwriters, co-led by Scotia Capital Inc. and RBC Dominion Securities Inc., in the issuance of preferred shares by Pembina Pipeline Corporation for gross proceeds of $225,000,000.
Anderson Energy Ltd., an Alberta-based oil and gas company, in its acquisition by Freehold Royalties Ltd. and related reorganization pursuant to a plan of arrangement.
NCSG Crane & Heavy Haul Services Corporation, and the shareholders thereof, in the sale of a majority stake in NCSG to an investor syndicate led by TriWest Capital Partners IV, L.P. and Alberta Teachers Retirement Fund Board.
Metalmark Capital, in the acquisition by its newly-formed portfolio company, PTW Holdings Inc., of all of the issued and outstanding shares of Tarpon Energy Services Inc., Pyramid Corporation, Warwick Industries Ltd. and Kent Steel Ltd.
KKR, in in its investment in Westbrick Energy Ltd.
Enerflow Industries Inc., in its sale to National Oilwell Varco (NOV).
Underwriters, co-led by Scotia Capital Inc. and RBC Dominion Securities Inc., in the issuance of preferred shares by Pembina Pipeline Corporation for gross proceeds of $250,000,000.
Secure Energy Services Inc., in the issuance of common shares for gross proceeds of approximately $110 million (including the exercise of an over-allotment option).
Argent Energy Trust, in its $63-million public offering of convertible debentures.
MEG Energy Corp., in its US$1-billion offering of 7.00% senior unsecured notes.
Underwriters, co-led by RBC Dominion Securities Inc. and Scotia Capital Inc., in the issuance of preferred shares by Pembina Pipeline Corporation for gross proceeds of $150 million.
Underwriters, co-led by RBC Dominion Securities Inc. and Scotia Capital Inc., in the public issuance of preferred shares by Pembina Pipeline Corporation for gross proceeds of $250,000,000.
Underwriters, led by Macquarie Capital Markets Canada Ltd., in the offering of common shares and subscription receipts by Surge Energy Inc. for gross proceeds of approximately $247,500,000 (including the exercise of an underwriters' option).
National Bank Financial Inc. and CIBC World Markets Inc., as co-lead agents in a $200-million public offering of medium term notes by Pembina Pipeline Corporation.
Underwriters, led by Scotia Capital Inc. and RBC Dominion Securities Inc., in the offering of common shares by Pembina Pipeline Corporation for gross proceeds of approximately $345 million (including the exercise of an over-allotment option).
MEG Energy Corp., in its $400-million public bought deal common share financing and concurrent $400-million private placement common share financing.
Dealers, led by CIBC World Markets Inc. and National Bank Financial Inc., in Pembina Pipeline Corporation's $450 million public offering of medium term notes.
Guide Exploration Ltd., in its acquisition by WestFire Energy Ltd. for approximately $200 million.
Avalon Exploration Ltd., in its sale of all of its outstanding shares by way of plan of arrangement to Twin Butte Energy Ltd. in a transaction valued for approximately $89 million.
Macquarie Capital Markets Canada Ltd., in the private placement of subscription receipts of Rooster Probe GOM Oil & Gas Ltd. for gross proceeds of approximately $20.7 million.
Brazos B.V., a subsidiary of NGP Natural Resources X, L.P., in its capital commitment of $100 million to Spry2 Energy Inc.
Veresen Inc., in its $303-million bought deal financing.
Westport Innovations Inc., as borrower, in a $36-million private placement of unsecured subordinated debentures.
Flint Energy Services, in its US$138-million acquisition of Carson Energy Services.
Recognitions & Awards
Legal 500 Canada
Capital markets
Education & Bar Admissions
Education
- University of Calgary, B.Comm (Finance), 2007 (Silver Medalist)
- Osgoode Hall Law School, JD, 2010
Bar Admissions
- Alberta, 2011
Insights
BlogISS Updates 2025 Proxy Voting Guidelines
January 14, 2025
News, Events & Speaking Engagements
Bennett Jones Ranked Among Canada's Leading Firms in the Legal 500
December 2, 2025
Bennett Jones Recognized as Top-Tier Firm in Legal 500 Canada Rankings
November 14, 2024
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