Geoffrey L. Rawle

Associate

Geoffrey L. Rawle

Geoffrey L. Rawle

Associate

Bar Admissions
  • Ontario, 2015
    New York, 2011
    British Columbia, 2010 (non-practising)

Geoff assists clients with public and private mergers & acquisitions, including contested and conflicted M&A situations such as shareholder activism, corporate defence and related party transactions.

He helps businesses raise money through capital markets and bank finance transactions, and has worked on venture financings and IPOs, including on the NASDAQ.

Geoff has a particular interest in engineering and technology, including natural resources, infrastructure, telco and software, data and IP licensing transactions.

Before joining our firm, Geoff practised with a leading New York law firm, served as in-house counsel at a global financial technology firm and worked as a computer engineer.

Geoff is an adjunct professor in the new GPLLM program in Innovation, Law and Technology at the University of Toronto Faculty of Law. He is a board member at Casey House, Canada’s first and only stand-alone hospital for people living with HIV/AIDS.

Geoffrey L. Rawle

Associate

Geoff assists clients with public and private mergers & acquisitions, including contested and conflicted M&A situations such as shareholder activism, corporate defence and related party transactions.

He helps businesses raise money through capital markets and bank finance transactions, and has worked on venture financings and IPOs, including on the NASDAQ.

Geoff has a particular interest in engineering and technology, including natural resources, infrastructure, telco and software, data and IP licensing transactions.

Before joining our firm, Geoff practised with a leading New York law firm, served as in-house counsel at a global financial technology firm and worked as a computer engineer.

Geoff is an adjunct professor in the new GPLLM program in Innovation, Law and Technology at the University of Toronto Faculty of Law. He is a board member at Casey House, Canada’s first and only stand-alone hospital for people living with HIV/AIDS.

Hydrostor Inc.

Acted for Hydrostor Inc., a developer of Advanced Compressed Air Energy Storage (A-CAES) projects, in securing a US$37-million growth financing to advance their global pipeline of utility-scale energy storage projects, including equity, debt, an asset acquisition, cash commitments, a project development partnership with Meridiam, a global infrastructure developer, and a strategic technology partnership with Baker Hughes, a GE Company.

Business Development Bank of Canada

Acted for Business Development Bank of Canada in its investment, as an anchor investor, in Framework Venture Partners, a newly-formed venture capital fund focused principally on software as a service, artificial intelligence and machine learning companies.

The Carlyle Group

Acted as Canadian counsel to The Carlyle Group for the term loan and senior note offering financing for its joint acquisition with GIC of the global specialty chemicals business of Akzo Nobel N.V.

t0.com, subsidiary of Overstock.com

Acting as Canadian counsel for t0.com, the financial technology subsidiary of Overstock.com, in its USD$250-million offering of security tokens using blockchain technology by way of a Simple Agreement for Future Equity (SAFE).

Morgan Stanley, J.P. Morgan and Deutsche Bank Securities Inc.

Acted as Canadian counsel to a syndicate of underwriters, led by Morgan Stanley, J.P. Morgan and Deutsche Bank Securities, in a US$950-million offering of The Stars Group Inc.'s common shares by way of a treasury and secondary offering in Canada and the United States under the multijurisdictional disclosure system. The net proceeds from the treasury offering were, together with debt financing and cash on hand, to fund the acquisition of Sky Betting & Gaming.

Canadian Business Growth Fund

Acted as lead counsel to Canadian Business Growth Fund on the launch of its fund to drive expansion and growth of mid-market Canadian businesses.

Canadian Imperial Bank of Commerce

Acted for Canadian Imperial Bank of Commerce (CIBC) in a mutual agreement with a grocery retailer regarding their long-running arrangement and the wind down of the retail on-line bank branded by that grocery retailer and provided by CIBC.

Blackstone Tactical Opportunities

Acted for Blackstone Tactical Opportunities, a fund managed by Blackstone, in its acquisition of a majority stake in TITUS Inc., an Ottawa-based leading provider of data classification and categorization solutions.

Toromont Industries Ltd.

Acted for Toromont Industries Ltd. in its Canadian private placement of $500 million of senior unsecured notes to partially finance Toromont's acquisition of the businesses and net operating assets of the Hewitt group of companies.

Oaktree Capital Management, L.P.

Acted for Oaktree Capital Management, L.P., in its opposition to the $475-million acquisition of Québec-based Tembec Inc. by Florida-based Rayonier Advanced Materials Inc.

Atlas Holdings LLC

Acted for Atlas Holdings in connection with Atlas's acquisition of an 80% equity interest in Millar Western Forest Products and Atlas's exchange of high-yield notes for new secured high-yield notes as the supporting noteholder for Millar Western's US$210-million note exchange transaction. The note exchange transaction was implemented under a plan of arrangement under the Canada Business Corporations Act and, together with Atlas's subsequent equity investment by way of a debt for share exchange transaction, significantly reduced Millar Western's indebtedness and strengthened its financial position, enhancing its ability to respond to and capitalize on developments in the forest products industry.

Citigroup and Morgan Stanley

Acted as Canadian counsel for Citigroup and Morgan Stanley as representatives of the initial purchasers in connection with the private placement of US$400-million aggregate principal amount of senior notes by IAMGOLD Corporation.

SunOpta Inc.

Acted for the Special Committee of the Board of Directors of SunOpta Inc. in connection with its strategic alternatives review process which culminated in a US$85-million equity investment by Oaktree Capital Management, L.P. in exchangeable preferred shares of a SunOpta subsidiary with the support of activist shareholders Engaged Capital and Tourbillon Capital.

TD Securities Inc., National Bank Financial Inc., and Morgan Stanley

Acted for a syndicate of underwriters led by TD Securities Inc., National Bank Financial Inc., and Morgan Stanley Canada Limited in connection with IAMGOLD Corporation's US$230-million public offering of common shares, conducted concurrently in Canada (excluding Québec) pursuant to Canadian prospectus requirements and in the United States pursuant to the U.S. multijurisdictional disclosure system.

BMO Capital Markets, Credit Suisse Securities Canada and Scotiabank

Acted for a syndicate of underwriters BMO Capital Markets, Credit Suisse Securities Canada and Scotiabank in connection with Centerra Gold Inc.'s $195-million public offering of subscription receipts. The proceeds of the offering were used to partially finance Centerra's $1.1 billion purchase of Thompson Creek Metals Company Inc.

Resource Capital Funds

Acted for Resource Capital Funds in connection with the privatization of Alloycorp Mining Inc. by way of an amalgamation under the Business Corporations Act (British Columbia).

TransEd Partners consortium

Acted for the TransEd Partners consortium, comprised of Fengate Capital Management Ltd., Bechtel Development Company, Inc., EllisDon Capital Inc. and Bombardier Transportation Canada Inc., in its winning bid in excess of $1.8 billion for the design, build, finance, operation and maintenance of the City of Edmonton's Valley Line Light Rail Transit Project, which is the city's first public-private partnership project. The Valley Line is the largest single infrastructure project in Edmonton's history. Davies acted as lead transaction counsel for the consortium, including in the negotiation of the project documents with the City of Edmonton, the design-build documentation with the design-build contractor (which includes vehicles on this project), the operation and maintenance documentation with the O&M contractor and the financing agreements with the lenders, as well as the shareholder arrangements between the equity investors. The financing included $394-million senior long-term amortizing bonds with final maturity date of September 30, 2050 and a $200-million senior construction period credit facility.

Guide

Davies Governance Insights 2018

Oct. 03, 2018 - Davies’ annual Governance Insights reports analyze the top governance trends and issues important to Canadian boards, senior management, in-house counsel and governance observers...

Bulletin

CSA Offers Tips for Token Offerings: Direction or Deterrence?

June 28, 2018 - The Canadian Securities Administrators (CSA) has published CSA Staff Notice 46-308 – Securities Law Implications for Offerings of Tokens (2018 Notice). Released on June 11, 2018, it provides some long-awaited clarity on the CSA’s view on token offerings, commonly known as initial coin...

Bulletin

Demystifying Crypto in Canada: Will 2018 Be the Year of Blockchain?

Mar. 07, 2018 - The year 2017 was one of tremendous growth for blockchain, as the technology underlying Bitcoin gained attention from mainstream media outlets, financial institutions, investment funds and securities regulators across the globe. Blockchain’s rise to prominence was led by an interest in...

Bulletin

OSC Invites TokenFunder to Play in the CSA Sandbox

Oct. 26, 2017 - Earlier this month, the Ontario Securities Commission (OSC) released its decision to grant exemptive relief from applicable Canadian registration requirements to Token Funder Inc. (TokenFunder) for the launch of its initial offering of FNDR tokens. By blessing the upcoming offering by TokenFunder –...

In the News

Geoff Rawle, Zain Rizvi Referenced in Financial Post Article About Bitcoin

Sept. 22, 2017 - Davies lawyers Geoff Rawle and Zain Rizvi’s recent client communication on the Canadian Securities Administrators’ (CSA) approach to cryptocurrency offerings is referenced in a recent Financial Post article. The Post’s article discusses the strength of the CSA’s directive and quotes Geoff and Zain,...

Bulletin

Boards Beware: Regulators Actively Monitoring Related Party Transactions

July 31, 2017 - On July 27, 2017, staff of the Ontario, Québec, Alberta, Manitoba and New Brunswick securities regulatory authorities offered guidance on the role of boards and special committees and on their process and disclosure obligations in conflict of interest transactions.1 The Notice is helpful in that it...

Speaking Engagement

Osgoode Hall Law School, Business Law Society, “Sponsor-Backed PIPE Transaction” case-study

Jan. 20, 2017

Speaking Engagement

University of Toronto Faculty of Law, JD/MBA Program, “Sponsor-Backed PIPE Transaction” case-study

Jan. 18, 2017

University of British Columbia Faculty of Law—R. Herbert Award for Best All-Round Graduate (2009)

University of British Columbia—Wesbrook Scholar (2008)

Bar Admissions

Ontario, 2015
New York, 2011
British Columbia, 2010 (non-practising)

Education

Peter A. Allard School of Law, University of British Columbia, JD (R. Herbert Best All-Round Graduate), 2009
University of Waterloo, BASc (Systems Design Engineering) (Honours), 2005

Board Memberships

Casey House Hospital and Foundation

Community Involvement

Casey House Hospital Foundation Committee
CUSO Voluntary Services Overseas, HIV & AIDS Program (Cameroon), 2005-2006

Teaching Engagements

Geoff is an adjunct professor at the University of Toronto Faculty of Law, teaching Financing Technological Innovation as part of the new Global Professional Master of Laws program in Innovation, Law and Technology.

Geoff assists clients with public and private mergers & acquisitions, including contested and conflicted M&A situations such as shareholder activism, corporate defence and related party transactions.

He helps businesses raise money through capital markets and bank finance transactions, and has worked on venture financings and IPOs, including on the NASDAQ.

Geoff has a particular interest in engineering and technology, including natural resources, infrastructure, telco and software, data and IP licensing transactions.

Before joining our firm, Geoff practised with a leading New York law firm, served as in-house counsel at a global financial technology firm and worked as a computer engineer.

Geoff is an adjunct professor in the new GPLLM program in Innovation, Law and Technology at the University of Toronto Faculty of Law. He is a board member at Casey House, Canada’s first and only stand-alone hospital for people living with HIV/AIDS.

Hydrostor Inc.

Acted for Hydrostor Inc., a developer of Advanced Compressed Air Energy Storage (A-CAES) projects, in securing a US$37-million growth financing to advance their global pipeline of utility-scale energy storage projects, including equity, debt, an asset acquisition, cash commitments, a project development partnership with Meridiam, a global infrastructure developer, and a strategic technology partnership with Baker Hughes, a GE Company.

Business Development Bank of Canada

Acted for Business Development Bank of Canada in its investment, as an anchor investor, in Framework Venture Partners, a newly-formed venture capital fund focused principally on software as a service, artificial intelligence and machine learning companies.

The Carlyle Group

Acted as Canadian counsel to The Carlyle Group for the term loan and senior note offering financing for its joint acquisition with GIC of the global specialty chemicals business of Akzo Nobel N.V.

t0.com, subsidiary of Overstock.com

Acting as Canadian counsel for t0.com, the financial technology subsidiary of Overstock.com, in its USD$250-million offering of security tokens using blockchain technology by way of a Simple Agreement for Future Equity (SAFE).

Morgan Stanley, J.P. Morgan and Deutsche Bank Securities Inc.

Acted as Canadian counsel to a syndicate of underwriters, led by Morgan Stanley, J.P. Morgan and Deutsche Bank Securities, in a US$950-million offering of The Stars Group Inc.'s common shares by way of a treasury and secondary offering in Canada and the United States under the multijurisdictional disclosure system. The net proceeds from the treasury offering were, together with debt financing and cash on hand, to fund the acquisition of Sky Betting & Gaming.

Canadian Business Growth Fund

Acted as lead counsel to Canadian Business Growth Fund on the launch of its fund to drive expansion and growth of mid-market Canadian businesses.

Canadian Imperial Bank of Commerce

Acted for Canadian Imperial Bank of Commerce (CIBC) in a mutual agreement with a grocery retailer regarding their long-running arrangement and the wind down of the retail on-line bank branded by that grocery retailer and provided by CIBC.

Blackstone Tactical Opportunities

Acted for Blackstone Tactical Opportunities, a fund managed by Blackstone, in its acquisition of a majority stake in TITUS Inc., an Ottawa-based leading provider of data classification and categorization solutions.

Toromont Industries Ltd.

Acted for Toromont Industries Ltd. in its Canadian private placement of $500 million of senior unsecured notes to partially finance Toromont's acquisition of the businesses and net operating assets of the Hewitt group of companies.

Oaktree Capital Management, L.P.

Acted for Oaktree Capital Management, L.P., in its opposition to the $475-million acquisition of Québec-based Tembec Inc. by Florida-based Rayonier Advanced Materials Inc.

Atlas Holdings LLC

Acted for Atlas Holdings in connection with Atlas's acquisition of an 80% equity interest in Millar Western Forest Products and Atlas's exchange of high-yield notes for new secured high-yield notes as the supporting noteholder for Millar Western's US$210-million note exchange transaction. The note exchange transaction was implemented under a plan of arrangement under the Canada Business Corporations Act and, together with Atlas's subsequent equity investment by way of a debt for share exchange transaction, significantly reduced Millar Western's indebtedness and strengthened its financial position, enhancing its ability to respond to and capitalize on developments in the forest products industry.

Citigroup and Morgan Stanley

Acted as Canadian counsel for Citigroup and Morgan Stanley as representatives of the initial purchasers in connection with the private placement of US$400-million aggregate principal amount of senior notes by IAMGOLD Corporation.

SunOpta Inc.

Acted for the Special Committee of the Board of Directors of SunOpta Inc. in connection with its strategic alternatives review process which culminated in a US$85-million equity investment by Oaktree Capital Management, L.P. in exchangeable preferred shares of a SunOpta subsidiary with the support of activist shareholders Engaged Capital and Tourbillon Capital.

TD Securities Inc., National Bank Financial Inc., and Morgan Stanley

Acted for a syndicate of underwriters led by TD Securities Inc., National Bank Financial Inc., and Morgan Stanley Canada Limited in connection with IAMGOLD Corporation's US$230-million public offering of common shares, conducted concurrently in Canada (excluding Québec) pursuant to Canadian prospectus requirements and in the United States pursuant to the U.S. multijurisdictional disclosure system.

BMO Capital Markets, Credit Suisse Securities Canada and Scotiabank

Acted for a syndicate of underwriters BMO Capital Markets, Credit Suisse Securities Canada and Scotiabank in connection with Centerra Gold Inc.'s $195-million public offering of subscription receipts. The proceeds of the offering were used to partially finance Centerra's $1.1 billion purchase of Thompson Creek Metals Company Inc.

Resource Capital Funds

Acted for Resource Capital Funds in connection with the privatization of Alloycorp Mining Inc. by way of an amalgamation under the Business Corporations Act (British Columbia).

TransEd Partners consortium

Acted for the TransEd Partners consortium, comprised of Fengate Capital Management Ltd., Bechtel Development Company, Inc., EllisDon Capital Inc. and Bombardier Transportation Canada Inc., in its winning bid in excess of $1.8 billion for the design, build, finance, operation and maintenance of the City of Edmonton's Valley Line Light Rail Transit Project, which is the city's first public-private partnership project. The Valley Line is the largest single infrastructure project in Edmonton's history. Davies acted as lead transaction counsel for the consortium, including in the negotiation of the project documents with the City of Edmonton, the design-build documentation with the design-build contractor (which includes vehicles on this project), the operation and maintenance documentation with the O&M contractor and the financing agreements with the lenders, as well as the shareholder arrangements between the equity investors. The financing included $394-million senior long-term amortizing bonds with final maturity date of September 30, 2050 and a $200-million senior construction period credit facility.

Guide

Davies Governance Insights 2018

Oct. 03, 2018 - Davies’ annual Governance Insights reports analyze the top governance trends and issues important to Canadian boards, senior management, in-house counsel and governance observers...

Bulletin

CSA Offers Tips for Token Offerings: Direction or Deterrence?

June 28, 2018 - The Canadian Securities Administrators (CSA) has published CSA Staff Notice 46-308 – Securities Law Implications for Offerings of Tokens (2018 Notice). Released on June 11, 2018, it provides some long-awaited clarity on the CSA’s view on token offerings, commonly known as initial coin...

Bulletin

Demystifying Crypto in Canada: Will 2018 Be the Year of Blockchain?

Mar. 07, 2018 - The year 2017 was one of tremendous growth for blockchain, as the technology underlying Bitcoin gained attention from mainstream media outlets, financial institutions, investment funds and securities regulators across the globe. Blockchain’s rise to prominence was led by an interest in...

Bulletin

OSC Invites TokenFunder to Play in the CSA Sandbox

Oct. 26, 2017 - Earlier this month, the Ontario Securities Commission (OSC) released its decision to grant exemptive relief from applicable Canadian registration requirements to Token Funder Inc. (TokenFunder) for the launch of its initial offering of FNDR tokens. By blessing the upcoming offering by TokenFunder –...

In the News

Geoff Rawle, Zain Rizvi Referenced in Financial Post Article About Bitcoin

Sept. 22, 2017 - Davies lawyers Geoff Rawle and Zain Rizvi’s recent client communication on the Canadian Securities Administrators’ (CSA) approach to cryptocurrency offerings is referenced in a recent Financial Post article. The Post’s article discusses the strength of the CSA’s directive and quotes Geoff and Zain,...

Bulletin

Boards Beware: Regulators Actively Monitoring Related Party Transactions

July 31, 2017 - On July 27, 2017, staff of the Ontario, Québec, Alberta, Manitoba and New Brunswick securities regulatory authorities offered guidance on the role of boards and special committees and on their process and disclosure obligations in conflict of interest transactions.1 The Notice is helpful in that it...

Speaking Engagement

Osgoode Hall Law School, Business Law Society, “Sponsor-Backed PIPE Transaction” case-study

Jan. 20, 2017

Speaking Engagement

University of Toronto Faculty of Law, JD/MBA Program, “Sponsor-Backed PIPE Transaction” case-study

Jan. 18, 2017

University of British Columbia Faculty of Law—R. Herbert Award for Best All-Round Graduate (2009)

University of British Columbia—Wesbrook Scholar (2008)

Bar Admissions

Ontario, 2015
New York, 2011
British Columbia, 2010 (non-practising)

Education

Peter A. Allard School of Law, University of British Columbia, JD (R. Herbert Best All-Round Graduate), 2009
University of Waterloo, BASc (Systems Design Engineering) (Honours), 2005

Board Memberships

Casey House Hospital and Foundation

Community Involvement

Casey House Hospital Foundation Committee
CUSO Voluntary Services Overseas, HIV & AIDS Program (Cameroon), 2005-2006

Teaching Engagements

Geoff is an adjunct professor at the University of Toronto Faculty of Law, teaching Financing Technological Innovation as part of the new Global Professional Master of Laws program in Innovation, Law and Technology.