Mission Ventures

Technology venture investor

Investor-Side VC & PE Engagements

Represented Mission Ventures on general corporate matters and as lead investor in several venture financings, including investments in RockeTalk, Inc., RotoHog, Inc., ProQuo, Inc., and Nirvanix, Inc., and in connection with the sale of portfolio company Eveo Communications, Inc.

ClearVision Equity Partners

San Diego-based venture and private equity investor.

Investor-side VC and PE Representation

Counsel to ClearVision Equity Partners as a lead or syndicate investor in connection with its equity and convertible debt financings, including investments in ClearPath, LLC, Cloudbeds, Concert Health, Inc., The Crack Shack, Digital Arbitrage, Inc., Doctible, Inc., High School E-Sports League, Inc., Lennd, Inc., Quality Reviews, Inc., Premier Food Concepts, LLC, Sandstone Diagnostics, Inc., Sharespost, Inc., SlantRange, Inc., Tourmaline Labs, Inc., Zesty.io, Inc.,  41 Orange, Inc. and more.

Counsel to Antlia Bioscience, Inc.

CCG assisted Antlia Bioscience, Inc., to negotiate, document and close multiple seed financings. Antlia Bioscience, Inc. is a biotechnology startup focused on developing novel, long-acting therapeutics targeting chronic cardiometabolic diseases.

Counsel to ClearPrice Networks, Inc.

CCG assists ClearPrice Networks, Inc. with various corporate governance and finance matters, including to negotiate, document and close various priced-equity financing rounds.  ClearPrice Networks, Inc. is an insuretech and specialty network solutions company focused on driving efficiency, transparency, payment facilitation and lower costs into the ancillary services segment of workers’ compensation.

Counsel to Stealth Early-Stage Biotech

CCG assisted a stealth early-stage biotech startup to negotiate, document and close its seed preferred stock financing with one of the largest venture capital funds in the US.  This biotech focuses on developing and manufacturing products for the healthcare and food industries.

Counsel to 1200VC

• CCG provides ongoing legal support and assistance to 1200VC, an early-stage venture capital firm focused on deep tech and emerging technologies.
• CCG helps 1200VC to evaluate, document and close its investments in portfolio companies and other funds, including 101OBEX, Corp., Third Sphere Fund IV, LP, Tamarack Global Opportunities II, LP and Lowercarbon 421.0, LP.  This includes legal due diligence review and coordination, financing document review and negotiation and various closing logistics to finalize and close each investment.

1200VC Spins Off from Talipot, Names Guadalupe Rodriguez as Board Chair

Mexico City, Mexico and San Diego, CA, March 24, 2022 /PRNewswire/ — Talipot, a recognized global leader in alternative asset investing, is setting new direction for the future of VC investing with its spin-off of Twelve Hundred VC (1200VC), a female-led investment company focused on early stage investing in the Americas. The move was announced just days in advance of the Kauffman Fellows LATAM Summit in Mexico City, where 1200VC will be introduced to the Kauffman Fellows members network. Talipot will remain an anchor investor in 1200VC.

“We believe company building and investing at the earliest of stages continues to remain one of the most attractive risk-reward opportunities within the venture asset class,” said Guadalupe Rodriguez, Chief Investment Officer of Talipot Holdings. Lucas Fernandez, Sr. VP of Talipot emphasized “The introduction of 1200VC as a standalone investment company with diverse leadership brings innovative thinking and different seed-stage funding opportunities to the VC ecosystem. We are committed to backing Adriana and the team in their endeavors to build an enduring investment company.”

1200VC CEO Managing Partner Adriana Tortajada and her partner Esteban Coppel Gomez lead the early-stage investment platform in its focus on transformative technologies and cross-regional value creation that accelerate planetary and human betterment. Tortajada is a Class of 16 Kauffman Fellow with nearly 20 years of experience in investing and finance. She holds a Master’s in degree in Public Policy from the Instituto Universitario Ortega y Gasset in Madrid, Spain, and attended the University of California, Berkeley Haas School of Business. Follow Tortajada on Twitter.

“The Kauffman Summit is the ideal time for 1200VC to step into the VC ecosystem,” said Fernandez. “The Summit brings together the exceptional global network of Kauffman Fellows as well as the premiere limited and general partners in the industry. We’re excited to shine the light on an unconventional new VC player that offers diverse perspectives on seed-stage investing.”

Talipot is focused on investing globally in alternatives across the Venture Capital, Real Estate and Private Equity spaces.

Within alternative investments, Talipot participates as a LP, direct investor, and has incubated GP strategies internally, starting with 1200VC within the early stage VC market. Talipot is headquartered in Mexico City, with the primary alternative investment operations headquartered in San Diego, California. Learn more on LinkedIn.

Twelve Hundred VC (1200 VC) is a U.S.-based fund of funds platform and entire lifecycle direct investment firm. We invest in managers and founders building companies shaping humanity’s future, and we identify the cross- regional opportunity as well as the ESG & Impact lens as our core value generation for accelerating planetary and human betterment.

The fund supports companies and managers catalyzing solutions to solve some of the world’s most challenging problems and unlocking value in the following sectors: AI/ML, FinTech, Genomics, ClimateTech, Health Tech, Robotics, B2B SaaS, EdTech, Food Tech, Retail, Logistics, UrbanTech, and the wide variety of modern infrastructure enablers. 1200VC is led by CEO and Managing Partner Adriana Tortajada. The firm was co-founded by Esteban Coppel, Investment Manager, Talipot Holdings. Learn more at www.twelvehundred.vc and on LinkedIn.

Contact: Adrienne Uthe, Kronus Communications mobile: +1 [715] 418-1614, [email protected]

SOURCE Talipot

SAFE Financing for Therapeutic Biotech Startup

CCG assisted a therapeutic biotech startup client to negotiate, document and close its SAFE financing, which provided crucial funding to support the company’s development of next-generation therapeutics.

Nucleus Biologics, LLC

• Assisted Nucleus Biologics with various debt and equity financings to fuel its growth and development
• Negotiated term sheets and deal documents
• Coordinated due diligence with investors, their counsel and business teams
• Facilitated rapid closings to fund working capital needs

Onramp Invest, Inc.

• Counsel to Onramp Invest in connection with various seed equity financings for growth and development
• Negotiated term sheets and deal documents
• Coordinated due diligence with investors, their counsel and business teams
• Prepared complex financing models
• Facilitated rapid closings to fund working capital needs

Convertible Debt Financing for Liquid Biopsy Biotech Company

• Corporate counsel to liquid biopsy biotech company
• Structured extension of seed funding from insider investors
• Facilitated rapid closing to fund immediate working capital needs
• Coordinated corporate approvals and navigated interested party considerations
• Analyzed financing and equity dilution scenarios as well as financial modeling

Series Seed Preferred Stock Financing for Therapeutic Biotech Company

• Corporate counsel to therapeutic biotech company spun out from UCSD
• Finalized out-license of patented technology from UCSD
• Negotiated and closed financing with a strategic corporate investor
• Navigated vital issues relating to the timing of approvals from corporate parent and foreign regulatory agency
• Structured transaction to align with NVCA Preferred Stock financing terms with detailed representation and warranties and extensive disclosure schedules.

FusionX Ventures

San Diego-based venture and private equity investor.

Investor-side VC and PE Representation

Counsel to FusionX Ventures as lead investor in the preferred stock financing of TruMed Systems, Inc., as well as other portfolio company investments and various corporate matters.

Counsel to New Tack (LOCATE) in its Sale to Xero Limited

• Corporate counsel to New Tack, dba LOCATE Inventory, a cloud-based inventory management platform
• Updated corporate structure in anticipation of M&A exit
• Coordinated comprehensive due diligence review across buyer’s legal and business teams
• Conducted extensive negotiation of term sheet, merger documents and ancillary agreements
• Navigated various international deal issues, tax matters (including tax treatment of equity compensation) and Australian stock exchange aspects
• Prepared complex liquidation waterfall model, including exchange rate and public company stock calculations
• Coordinated closing among various parties across multiple time zones
• Counsel the stockholder representative regarding various post-closing matters

Check out the press release here

MARKET RELEASE

Xero acquiring LOCATE Inventory to enhance its inventory and ecommerce capability

Targeted US inventory management acquisition will secure talent and capability to help scale a new cloud inventory management solution

WELLINGTON, 11 November 2021 – Xero Limited (ASX: XRO) announces it is acquiring LOCATE Inventory or LOCATE (the trading name of New Tack, Inc), a US cloud-based inventory management provider, to better support the inventory needs of small business and enhance its ecommerce capability. The acquisition will embed LOCATE’s inventory and ecommerce talent and capability within Xero to enhance Xero’s inventory management offering. This will help meet increased small business demand for inventory and cash flow management tools. Using LOCATE’s inventory-accounting workflows, Xero’s new inventory solution will help small businesses track and manage inventory in real-time, across multiple locations and channels (including a number of Xero’s ecommerce partners) to better serve their customers and improve their financial performance. The new offering is expected to launch to US customers before being made available in other markets. Xero CEO Steve Vamos commented: “We selected LOCATE as it has some of the most comprehensive inventory-accounting workflows in the US market. LOCATE’s talented team has a deep understanding of inventory management and product capability to help us scale our cloud inventory management solution for small business, accountants and bookkeepers. The LOCATE acquisition supports our strategic priority to grow the small business platform, strengthens our ecommerce offering and supports our growth opportunities in North America and globally as we strive to be the most insightful and trusted platform for small business.”

LOCATE transaction details

Total consideration for the purchase of LOCATE and subsequent employee incentive payments will be US$19 million. On completion, which is expected to take place in the coming days, consideration for LOCATE of US$14 million is to be settled 20% in cash and 80% in shares in Xero Limited. Employees will be granted US$5 million in restricted stock units which vest between three and five years after completion, subject to continuing employment. Transaction, integration and operating costs are expected to have a minimal impact on Xero’s FY22 EBITDA.

Authorised for release to the ASX by the Chair of the Board

About Xero

Xero is a cloud-based accounting software platform for small businesses with over 3 million subscribers globally. Through Xero, small business owners and their advisors have access to real-time financial data any time, anywhere and on any device. Xero offers an ecosystem of over 1,000 third-party apps and 300 plus connections to banks and other financial partners. In 2020 and 2021, Xero was included in the Bloomberg Gender-Equality Index and in 2020, Xero was recognised by IDC MarketScape as a leader in its worldwide SaaS and cloud-enabled small business finance and accounting applications vendor assessment.

Counsel to Wheat Creative, LLC in its sale to Scorpion Enterprises, LLC

• Counsel to Wheat Creative, LLC in connection with its sale to Scorpion Enterprises, LLC for an undisclosed amount.

“My wife and I recently experienced our first M&A transaction as the business we built over the last 8 years was acquired. Needless to say, we were protective and didn’t know what we didn’t know, and that’s where Matt and California Counsel Group came into the picture. He made us feel extremely confident from our first conversation through the signing of the final paperwork. He brought many talking points to the table and suggested contract tweaks that made us much more comfortable with the entire process. We could tell our best interest was always his focus, and he went above and beyond to make sure we understood every piece of the deal – good and bad. I’d recommend Matt and the team at CCG for any legal business transaction.”

– Justin Baloun, CEO, Wheat Creative, LLC

Read Press Release Here

Scorpion Completes Acquisition Of Leading Franchise Marketing Agency Wheat Creative

Strategic Deal Further Cements Scorpion As The Premier Provider of Growth-Focused Marketing Solutions For Franchises

SALT LAKE CITY, Sept. 15, 2021 /PRNewswire/ — Scorpion, a leading provider of technology and services helping local businesses thrive, today announced its completed acquisition of Wheat Creative, a leading franchise marketing agency with extensive experience in franchise growth and development solutions. The acquisition further strengthens Scorpion’s existing business with increased expertise and capabilities that enable significant franchise expansion, as well as corporate and local marketing.

The strategic acquisition of Wheat Creative will give Scorpion franchise customers powerful business development capabilities and the ability to attract new franchisees, generating greater growth opportunities and fostering strong local relationships for each franchise location. With the integration of the Wheat Creative team, including CEO & Co-Founder Justin Baloun, who take on a leadership role with Scorpion’s Franchise division, Scorpion will offer the most comprehensive suite of solutions for Franchise and multi-location brands. The franchise-focus expands franchisor capabilities to Scorpion’s existing franchisee capabilities; the technology solution can now source and strengthen a franchisor’s business strategy, while also servicing each franchisee’s branding needs to ensure success.

“Scorpion’s acquisition of Wheat Creative advances our franchise development focus, an area we are excited to strengthen, as it will bring our franchise customers corporate and local marketing expertise to ensure they grow, while maintaining their competitive edge,” said Scorpion’s Executive Vice President of M&A and Operations Azim Nagree. “Wheat Creative’s exceptional capabilities will provide a lasting, positive impact on our customers’ ability to grow while doing what they do best: serving their local communities.”

“We are delighted to join forces with Scorpion and continue our work creating meaningful and impactful client results,” explained Justin Baloun, CEO and Co-Founder of Wheat Creative. “It is an honor to join the Scorpion team, which shares with Wheat Creative a passion for client-focused dedication and success.”

About Scorpion
Scorpion is the leading provider of technology and services helping local businesses thrive. It helps local service providers understand their unique market dynamics, maximize their marketing efforts, and delight their customers. Scorpion offers SEO, Reviews, Advertising, Email Marketing, Chat and Messaging, Social Media, Websites, Lead Management, Appointment Scheduling, and more. The company brings everything together in a way that’s easy to understand and manage, blending AI and teams of real people with vertical expertise to support customers in setting, measuring, and reaching their goals.

Scorpion is Headquartered in the Salt Lake City area, with offices in California, Texas, and New York. For more information, please visit https://www.scorpion.co/about-us/.

Media Contact
[email protected]

SOURCE Scorpion

Related Links

https://www.scorpion.co/about-us/

Sale of Soft-Pak Software Solutions

“When looking to sell my business, I was told good legal representation was critical and you need to find an individual who fit your personality. I interviewed seven transactional attorneys’ throughout Southern California, from large corporate practices to smaller specialized offices. I decided to work with California Counsel Group (CCG) and Matt Steiner.

I worked closely with Matt and Jamie Norrdin as they were my primary counsel when selling to a large public company (Dover Corp.) in early 2020. CCG provided expert advice and assistance at all stages of the transaction, from LOI to purchase agreement to closing. CCG also helped us navigate the due diligence process, which was comprehensive and covered virtually all aspects of our business in great detail.

CCG was a true partner and a strategic asset throughout the transaction. Despite having a large legal practice with multiple resources assisting the buyer, the team at CCG kept pace throughout the process. Matt and Jamie effectivity communicated the fine legal points into understandable business language. They both understood the sensitivity and stress when dealing with a founder who has deep concerns about his employees and customers.

The team at CCG worked diligently, including holidays and weekends, over several months to keep momentum and ensure a successful closing.  I would recommend CCG to other business owners that are looking for M&A expertise outside the big firm fluff.”

– Brian Porter, President – Soft-Pak