Financing the Tech Start-up

Course Chairs
Ally Bharmal — Fasken Martineau DuMoulin LLP, Vancouver
Dayna M. Forsyth — Irwin, White & Jennings, Vancouver 

About the Course Chairs 
Ally Bharmal is a partner at Fasken Martineau DuMoulin LLP, a leading international business law and litigation firm, where he works on corporate finance, mergers and acquisitions, and corporate/commercial law with a focus on the technology sector. A leading lawyer in the area of corporate finance for technology companies, Ally has acted on over one hundred venture capital or similar financing tranactions with aggregate proceeds of over $500 million. 

Ally principally represents private companies on a wide range of transactions, including start-up and incorporation issues, shareholders' agreements, financing transactions (including debt and equity angel and venture capital), mergers and acquisitions, and strategic transactions. He also advises on commercial needs with respect to operational matters. From a technology perspective this includes licensing transactions, services, development and outsourcing agreements, confidentiality agreements, collaboration agreements, promotional contests, and website terms and conditions.

Ally is actively involved in the sectors in which he practices, and understands the industries in which clients operate. Prior to becoming a lawyer, Ally completed his Computing Science degree and worked for various technology companies, including TELUS.

Dayna Forsyth has over 20 years of experience working with clients in the areas of corporate governance, institutional venture capital, lending, private equity, and mergers and acquisitions.
Dayna works with a range of corporate clients, including acting as counsel to angel, institutional venture capital, and private equity investor on numerous local and cross border financing transactions. Dayna also acts as counsel to purchasers, corporations being sold and investors in those corporations in the acquisition of numerous privately held and venture backed companies by strategic acquirers or pivate equity funds. She is also frequently retained by corporations or their shareholders to assist with drafting shareholders' agreements and share rights.

Dayna's particular strength lie in her ability to draft and work through complex formulas and think "outside the box" to solve problems, legal or otherwise.
Dayna also presents at and has co-chaired seminars for CLEBC on the topics of shareholders' agreements as well as elements of private corporate finance.

Dayna is a current member and former board member and treasurer of the Kiwanis Club (Vancouver) and a former veteran member of the organizing committee for ChildRun, a successful fun run which raises funds for the oncology department of BC Children's Hospital.

Faculty
Manveer Bisla — Fasken Martineau DuMoulin LLP, Vancouver
Prentice W. Durbin — Harper Grey LLP, Vancouver
David Ford — Clark Wilson LLP, Vancouver
Martha Martindale — Osler, Hoskin & Harcourt LLP, Vancouver 
Rob Ockeloen — Director, Growth & Transition Capital BC, Business Development Bank of Canada, Vancouver
Geoff Pedlow — Fasken Martineau DuMoulin LLP, Vancouver
Brock H. Smith — Whiteboard Law Corporation, Vancouver 
Greg Smith — Chief Investment Officer, TIMIA Capital Corporation, Vancouver
James Smith — LaBarge Weinstein LLP, Vancouver
Justin D. Young — Osler, Hoskin & Harcourt LLP, Vancouver 

Click here for full faculty bios »

Welcome and Introduction 

Early Stage 

• the importance of setting up properly
• founder's shares — dividing the equity and reverse vesting arrangements
• considering a stock option plan to incentivize employees and management
• share structures
• key initial agreements to facilitate a smoother financing down the road

Geoff Pedlow — Fasken Martineau DuMoulin LLP, Vancouver

First Financing — Avoiding the Devil in Your Angel Round 

• SAFE v. note v. equity
• valuation question

Brock H. Smith — Whiteboard Law Corporation, Vancouver

Break

Tax Programs — EBC, CCPC 

• benefits of being an Eligible Business Corporation
• benefits of being a Canadian Controlled Private Corporation
• qualifying activities and main requirements to register as an EBC

Manveer Bisla — Fasken Martineau DuMoulin LLP, Vancouver

Beyond the Bank — Early Stage Debt Financing Options 

• traditional bank financing
• SaaS or other recurring revenue based lending
• venture debt
• dilutive v. non-dilutive debt
• do you need assets?

Martha Martindale — Osler, Hoskin & Harcourt LLP, Vancouver 
Rob Ockeloen — Director, Growth & Transition Capital BC, Business Development Bank of Canada, Vancouver
Greg Smith — Chief Investment Officer, TIMIA Capital Corporation, Vancouver

Networking Lunch

Series A Financing

• sample term sheet
• review of key terms, including share rights, subscription agreement, and shareholders' agreement
• negotiation points

Prentice W. Durbin — Harper Grey LLP, Vancouver
Justin D. Young — Osler, Hoskin & Harcourt LLP, Vancouver

Break

Series A Financing (Cont.) 

• sample closing agenda
• issues that arise in closing

David Ford — Clark Wilson LLP, Vancouver

Post Series A Financing 

• what's different in later rounds
• US investors — issues to consider
• preparing for M & A

James Smith — LaBarge Weinstein LLP, Vancouver 

Closing Remarks