Known for his creative yet practical approach, Geoff crafts innovative solutions for his clients’ most complex business challenges.
Geoff assists clients with fund formation and investments, technology transactions, mergers & acquisitions and corporate finance. His clients include venture capital, growth equity, private equity and debt funds and their investors. Geoff has extensive experience in exits and acquisitions, as well as in venture financings and sponsor-backed public equity (PIPE) investments.
With a background in technology, Geoff has extensive experience advising entrepreneurs, high-growth companies and investors in tech-driven industries, including fintech, cleantech, AI, crypto, healthtech and biotech. A trained coder and engineer, he draws on his unique perspective to guide clients through all stages of the business lifecycle, from formation and financings to service, licensing and exit strategies.
Geoff is an adjunct professor in Innovation, Law and Technology at the University of Toronto Faculty of Law. He is a director at Casey House, Canada's first and only stand-alone hospital for people living with HIV/AIDS.
Canopy Rivers Inc.
Acted for Canopy Rivers Inc., a venture capital firm specializing in cannabis, in the sale of its indirect equity interest in Canapar Corp., a manufacturer and processor of active compounds used in wellness products, to RAMM Pharma Corp.
Blackstone Tactical Opportunities
Acted for Blackstone Tactical Opportunities, a fund managed by Blackstone, in its sale of TITUS Inc., an Ottawa-based leading provider of data classification and categorization solutions, to an affiliate of HelpSystems Holdings, Inc.
Acted for SunOpta Inc. in connection with a US$60-million equity investment by related party Oaktree Capital Management, L.P. and activist shareholder Engaged Capital, LLC in preferred shares of a SunOpta subsidiary exchangeable into common shares of the public parent company and voting on an as-exchanged basis.
Blackstone Real Estate Income Trust, Inc.
Acted for Blackstone Real Estate Income Trust, Inc. in its US$240-million preferred equity investment in Tricon Residential Inc., a rental housing company focused on serving the middle-market demographic in North America.
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.
Spring Lane Capital
Acting as counsel to Spring Lane Capital in the formation of its inaugural private equity fund formed to invest in sustainability projects in the energy, water, food and waste industries.
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.
tZERO.com, subsidiary of Overstock.com
Acting as Canadian counsel for tZERO.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.
Ignore at Your Own Risk: OSC Accuses Crypto Exchange Poloniex of Disregarding Securities Laws
June 04, 2021 - The Ontario Securities Commission (OSC) recently made good on its promise to hold crypto asset trading platforms (CTPs) operating in Ontario accountable for failing to comply with Ontario securities laws. In a hard-hitting statement of allegations issued on May 25, 2021, the OSC initiated...
Time to Talk: CSA Threatens Enforcement Against Unregistered Crypto Trading Platforms
Apr. 15, 2021 - The regulation of crypto asset trading platforms (CTPs) has been a recent focus of Canadian securities regulators, due in part to the popularity of crypto assets among new investors, high profile failures of Canadian CTPs and the heightened risks related to the loss and theft of crypto assets. Yet...
Obey or Pay: OSC Warns Off-Shore, Unregistered Trading Platforms Offering Securities to Ontario Investors
Oct. 15, 2018 - The Ontario Securities Commission (OSC) recently approved a settlement agreement with eToro (Europe) Limited (eToro), a Cyprus-based brokerage firm that operates an online cryptocurrency and stock trading platform, imposing over C$2.8 million in penalties on eToro for violating registration and...
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...
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...
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...
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...
Cooling the Blockchain Boom: CSA Staff Narrow the Path for Cryptocurrency Offerings
Sept. 07, 2017 - Cryptocurrency users take note – Canadian securities laws may apply, and regulators are paying attention. On August 24, 2017, the Canadian Securities Administrators released strong guidance on how securities regulators will view and regulate cryptocurrency offerings, also known as initial coin or...
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...