LaBarge Weinstein Quarterly: Fall 2012

Regardless of how old we get, many of us still equate September with the back-to-school season. For some, September means the end of summer fun but for others, it means getting back into the swing of things and down to business again.

The history behind the two-month long summer vacation is debatable. Some say it was put in place so that the children could help in the fields; whereas others believe it was because wealthy ladies, together with their children and servants, used to be sent to summer homes for months at a time. In order to avoid worrying about what the children would miss academically; the school year was adapted accordingly. Whatever the reason, school is back in and the lake seems like a distant memory.

Despite the heat and humidity this summer, the team at LaBarge Weinstein was hard at work having assisted companies and investors in closing over $35M in financing transactions over the past three months. We also closed five M&A deals and two private placements.

The Continued Expansion of LaBarge Weinstein

Not only does 2012 mark the 15^th anniversary of our firm but it will also be remembered as a year of major growth and expansion. Although we’ve been working with clients in British Columbia for years, we decided to officially put down roots by opening a Vancouver office this month.

Three new associates were also added to the LW team this summer. Joelle Gogo and Michael Grantmyre, who worked as summer law students and then articling students, were hired as associates back in July. Then on August 7^th, Brigitte LeBlanc-Lapointe joined us after having practiced with Sullivan & Cromwell LLP in New York City for the past three years. We are excited to have them on board and we welcome them to the Corporate, Commercial, and Securities group.

Finally, we are pleased to announce that Estelle Duez and Michael Morgan have become partners of the firm. Estelle works in the Tax and Estate Planning group and Michael heads up our Intellectual Property and Licensing team.

What Does it Feel Like to Be the CEO of a Startup?

Recently, LW client Paul DeJoe, who is the CEO of the Vancouver-based company Ecquire, wrote an answer to this question on Quora. Paul’s thoughtful and eloquent reply was quickly “upvoted” by many Quora followers and even picked up by Forbes.com.

Some of our favourite quotes from Paul’s piece include:

• You start to respect the duck. Paddle like hell under the water and be smooth and calm on top where everyone can see you. You learn the hard way that if you lose your cool, you lose.
• You feel like a parent to your customers in that they will never realize how much you love them, and it is they who validate you are not crazy. You want to hug every one of them. They mean the world to you.
• You begin to realize that in life, the luckiest people in the world only get one shot at being a part of something great. Knowing this helps you make sense of your commitment.

However, the most endearing part of DeJoe’s answer was when he reached out to other entrepreneurs, providing his email address and telling them to contact him if he could help in anyway.

We would like to commend Paul on writing such a heartfelt message and we wish him continued success with Ecquire! Check out this video if you want to see more.

Another Acquisition in Silicon Valley North

In 2010, well-known local entrepreneur Ian McLaren launched Headwall Software. The company creates applications for large corporations, while helping to manage various aspects of their computer networks remotely. Big-name clients and industry partners including RIM, Google, Innovapost, Avaya, Bell Canada and IBM, helped the organization generate sales of $500,000 in its first year and over $2M the following fiscal.

Dave Booth – CEO and President of BackOffice Associates LLC – developed an interest in Headwall Software late last year when he contacted Ian to get his views on managing a large workforce. Having known each other since the late 1990’s when they worked together at Digital Equipment Corporation, their conversation soon turned to how they could grow both companies by teaming up.

BackOffice officially acquired Headwall on June 30, in a deal with undisclosed terms. Although this means the end of another stand-alone Canadian firm, they anticipate adding several hundred jobs in the next couple of years to their new Kanata location.

Co-founding partner, Debbie Weinstein, and firm associate, Joelle Gogo, worked on the Headwall/BackOffice deal.

Match Marketing is Taking Over

Toronto-based shopper marketing firm Match Marketing Group  acquired OSL Marketing Group back in June. The acquisition included the company’s OSL Marketing, Ignite Activation and Blender Experience Design divisions.

The strategic acquisition – Match’s second in two months, after acquiring Boulder, Colo. – and New York-based Action Marketing Group, moved to further strengthen an integrated end-to-end insights, promotion, digital, experiential and retail platform that completes the path to purchase for the consumer.

Having partnered with Match last year, Beringer Capital  provided the capital to complete this acquisition. Debbie Weinstein and Dan Scott represented Beringer on this transaction.

LW On the Move

Our team is actively involved with various business incubators and startup events across the country. Throughout the summer, we ran a legal workshop for GrowLab participants; International Startup Festival attracted three of our lawyers; we hosted an after party for Launch36’s inaugural Demo Day; and we were in Vancouver to participate in Grow2012. Phew…

This fall will be no exception! In October, we’ll be at the Banff Venture Forum and later in November, we plan on attending FounderFuel’s Demo Day.

We’ll also be hosting a few of our own events. On the third Thursday of each month, starting in September, LW will begin an event series called LW Connect that will focus on seed level investing and accelerator programs for tech startups. If you’re interested in learning more, click here for details.

Deal Flow Report

Here is a sample of recent publicly-announced transactions that we’ve worked on over the past few months:

• Headwall’s Sale to BackOffice Associates
• Shoplocket’s Seed Financing
• Match Marketing’s Acquisition of OSL
• TribeHR’s Series A Financing
• Avivagen’s (formerly Chemaphor)Private Placement
• myMusic.com’s Seed Financing
• Wattpad’s Series B Financing

 Information Worth Sharing

At the end of June, the IRS announced new filing procedures for non-resident U.S. taxpayers. Starting on September 1, 2012, there will be a new program for persons who are non-compliant with U.S. law but do not owe substantial tax in the U.S. This will greatly benefit many of the Americans who are living in Canada and are not up to date in the filing of their U.S. tax returns.

Click here to read more: Americans in Canada: An Amnesty with Broad Appeal.