Looking Far North to Raise Growth Capital

3D rendering of a merged Canadian-USA flag on satin texture. Concept of the mutually influential relations between the two countries politically and economically.

By: Christopher J. Rogers

The Canadian investment community is vibrant, accessible, and eager to invest in qualified U.S. companies. I have advised numerous Arizona-based companies through the process of raising growth capital in Toronto, Calgary, and Vancouver, and can attest that, in some cases, the offering terms and valuations are even more favorable to the company than what may be available from domestic venture capital funds, New York investment bankers, or even local angel investors.

Often, U.S. companies overlook Canada as a potential capital source. This is something that my colleagues and I at Jennings Strouss are actively working to change. The Canadian private markets and exchanges, principally the Toronto Stock Exchange (TSX) and its Venture Exchange (TSX-V), are viable capital sources that belong in the evaluation matrix of every growth-oriented company, along with the more customary domestic private equity and public sources. In addition, with the SEC providing U.S. securities attorneys with new tools, such as Regulation A+ (more on that later), the path to a successful offering in Canada has never been more accessible.

In September, the TSX presented to the attorneys at Jennings, Strouss & Salmon, including the firm’s corporate, securities, and M&A teams, as well as select firm clients and guests from Arizona’s private equity community. The TSX discussed the current status of the Canadian investment community and its relationship with U.S. companies, particularly in Arizona. Having worked with the TSX over the last six years, I am excited to see that they are actively engaging in educating the Arizona business and financial communities on the potential for funding out of Canada. It is a reminder that deals do not have to be confined by a border, especially when there is an experienced guide who can provide access to both sides.


Chris Rogers focuses his practice primarily in the areas of general corporate law and private securities offerings. He regularly advises companies in connection with private placements of equity and debt instruments, and in preparation for initial public offerings, domestically and in Canada. Rogers has substantial experience representing individuals and investment funds in the purchase and sale of privately-held business interests.


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