Welcome to Spara Capital’s Spring 2015 Update Newsletter. Inside you’ll find all the Spara news that’s fit to print; keeping you updated on our latest transaction news and information from Spara Capital and the marketplace.

Spara Capital: ALMOST 15 Years Young and Still Going Strong!

Dear Friends and Colleagues,

Welcome to our Spring Update. We are pleased to be peeling off the 23 layers required to stay warm during this record-setting cold start to 2015 in Southern Ontario, and stepping out into some better weather.

As always, our focus here at Spara Capital is closing deals and we are also aggressively looking for new mandates to execute (please don’t hesitate to reach out to us if there is an opportunity you would like to discuss). We are very pleased to be announcing some success stories; including an engagement that we completed in early 2015 for a long-term client, as well as a very interesting transaction that just closed last week. It is hard to believe that Spara Capital has entered its 15th year of existence. At one time we were considered the new kid on the block, the upstart group of young but aggressive deal-makers that kicked and scratched our way to getting deals done. However, the few extra pounds, the couple of hundred new grey hairs and the growing list of completed transactions has proven that we have grown up and become a recognized and respected firm in our industry, and we are very proud of this.

Despite our “growing up”, we feel as young and energetic as we were when we started Spara in 2001. Whether organizing an industry conference, helping spread the word for a social cause, our own business (Spark Power Corp), or achieving the goals and objectives of our clients in an M&A/Corporate Finance transaction – we are entrepreneurs as well as advisors, and we believe that this is truly a point of differentiation for Spara Capital! We want to thank all who have supported and trusted Spara Capital along the way, and we look forward to continuing to build our brand and our reputation one successful deal at a time. We wish you all a great spring and hope to hear from you soon on how we can help an entrepreneurial mid-market leader you know to grow or sell his or her business. Please enjoy our update below – we hope you find it informative and maybe a little entertaining.

Best regards,

Jason Sparaga and Eric Waxman

Transaction Update

 An update on recent transactions at Spara:

Fer-Pal Construction

Earlier this month we completed the final stage of a multiyear transaction process with our longest standing client. Fer-Pal Construction, a highly successful Toronto-based provider of trenchless water-main rehabilitation services to municipal governments, was one of our first prospects when we started the firm and we were excited about the Company’s growth prospects in the face of compelling marketing forces in the infrastructure services market.

In 2008, Fer-Pal retained us to help implement a two-phase Shareholder Buyout plan, that spanned five years to meet the needs of its Shareholders. Spara led the Transaction through a number of facets including; structuring, securing financing to fund the Buyout, and leading development of key transaction and governance documents in conjunction with the Company’s legal, financial and tax advisors. Our advisory work helped to navigate some rather tricky issues made possible by the solid, long-term relationship we built based on mutual trust and respect.

We remain excited by the Company’s success and will continue our role as advisors in support of the Company’s continued growth. In the next few weeks we’ll release a Behind The Tombstone whitepaper describing this relationship and providing key takeaways.

Divestiture of TimelssMIND to Ericsson

We’re pleased to announce that TimelessMIND, a Toronto-based, consulting and systems integration leader focused on operations and business support systems (OSS/BSS) for the telecommunications sector, was acquired by Ericsson (NASDAQ: ERIC) in an asset deal led by Spara Capital. TimelessMIND, with 30 employees in Canada and India, will complement Ericsson’s comprehensive portfolio of consulting and systems integration services and OSS/BSS products and give them a competitive edge in the telecom sector. In acquiring TimelessMIND, Ericsson will gain access to a flexible, cloud-based intranet enterprise solution and a rapid software assembly platform that delivers high-quality solutions to its customers.

The Company, founded by Sarabjit Sachar in 2005 and joined by partners Serge Shchokin, Jay Subramanian, soon thereafter, quickly became a force in the telecom space punching above its weight and securing significant, mission-critical project from the onset, in the face of intense completion from large, established blue-chip consulting firms.

“Sarab is a great example of the sort of client situation in which we excel,” said Eric Waxman, President of Spara Capital, “Selling a small entrepreneurial business to a massive global acquirer is a complex and delicate process. We worked with the Timeless team to navigating the requirements of the Transaction and helped Ericsson see the strategic potential in the Company,” Waxman continued.

Spara Capital acted as advisor to the seller and originated, structured and negotiated the Transaction on their behalf.

Roll On Deal Team: View from the File Front

We continue to progress a number of active mandates that we are either presently in market with, or are in the process of bringing to market, and would be pleased to discuss these with qualified financiers, investors or prospective acquirers or sellers: Current Mandates include:

  • Acquisition search for an acquirer in the Infrastructure Services space.
  • Identified target Acquisition mandate in the electrical services industry.
  • Sale of a software company.
  • Sale of a digital marketing business.
  • Financing and Acquisition of a portfolio of retail gas operations.

We are actively looking for new engagements to execute and would like to talk with parties who are aware of companies that may have an interest in selling or acquiring. We are long term players, so would like to meet people who are just starting to think about the next stage for their business and personal goals/objectives.

Team Updates and Team Member Profile

Saying Goodbye to Darren Slemko

This past month we said goodbye to Darren Slemko from our Corporate Finance and Merchant Banking team. Darren leaves Spara to join a Canadian manufacturer in a CFO capacity. We wish Darren the best and expect him back as a client in the near future!

Team Member Profile: Scott Vecile, Vice President

At Spara we take our work very seriously but also like to have fun and poke fun at one another where we can. We hope that you enjoy our somewhat twisted sense of humour and “artistic license” when it comes to this segment. This month’s no-holds barred profile features Vice President, Scott Vecile: Scott Vecile Vice President, Spara Capital.

Some people say the only good thing to come out of Streetsville, Ontario is Highway 403 West, but Scott “Burnsy” Vecile is a living contradiction to any such notion.

A Warden’s List graduate of The Ontario Academy for Young Delinquents, Scott spent his early years ignoring basic tenets of social niceties and formal education in favour of swindling the elderly and kicking puppies.

Eager to reject his early life of depravity and debauchery, Scott joined Spara Capital as Vice President at the start of 2014 (after applying on a matchbook cover), where under the strict rehabilitation and tutelage of the Spara team he was slowly and carefully reintegrated into civil society.

At Spara, Scott quickly made his mark as a deal workhouse and passionate team player leading a number of successful files in the power and infrastructure services and software sectors. Scott has significant corporate advisory experience blending industry accreditation and experience in business valuation with a robust deal resume of successful M&A and corporate finance transactions.

Scott’s early corporate experience includes performing strategic asset reviews for a large REIT as well as developing and managing complex models instrumental in securing project financing of over $500 million. Other experience includes formal business valuations for a large accountancy firm and several smaller practices; corporate finance advisory services in the lower-mid market M&A space, completing numerous successful transactions with several boutique advisory practices.

Scott obtained a degree in Commerce from Ryerson University with a double major in Corporate Finance and Economics and a Minor In Hip Hop Dance. He obtained an MBA from McMaster University (Go Marauders) with a major in Strategic Business Valuation and is a Chartered Business Valuator (CBV)…or at least that’s what he tells the ladies.

Scott is an avid hockey player, a terrible golfer and a 2014 inductee into the Spara Capital Ping Pong Hall of Fame. Clients love him, competitors fear him (off the golf course anyway), but to the rest of us here at Spara he’s a good friend and a great guy.

The Skinny On Our Sister: Growth at Spark Power

Last time we told you about our exciting rebranding and gave you a glimpse into our integration and operations. Here’s a bit about what’s going on at our various operating groups.

Spark Power Services Corp:

Rondar Inc: We are approaching the first anniversary of the acquisition of Rondar; our high voltage power services business and the integration has been incredibly smooth to date. Rondar continues to perform well; management is exceptionally strong and our experienced team of technicians are out kicking butt on a daily basis. We are actively seeking acquisition targets that fit with the Rondar platform.

Northwind Solutions: Northwind is continuing to grow and solidify its place as the leading renewable energy O&M and monitoring company in Canada. In solar, we now manage over 1,000 sites with greater than 300 MW under contract, including 17 utility scale sites. On the wind front, the market continues to evolve rapidly, allowing our team to leverage our expertise and brand. We now service more than 75 wind farms and see this business continuing to expand aggressively.

Spark Solar Group:

Spark Solar, our solar development and asset management business, is a significant player in the Province’s renewable energy sector. The Company provides a full suite of development and management services to AGRIS Solar Co-operative and the Green Energy Co-operative of Ontario (GECO), the two largest solar-based cooperatives in North America. Once current construction is completed (Summer 2015), these Co-operatives will have an installed base of more than 18 MW of renewable energy projects under management with more than 40 MW in the near term development pipeline. We are extremely proud of the work undertaken by the Spark Power team and continue to support their growth and progress.

Corporate Social Responsibility Corner

An overview of the Spara Team’s community, charitable and social activities:

Spark Power Play Challenge Part Deux: Protecting The Five Hole for Prostate Cancer Canada

Spark Power Play Challenge logo ƒ

In a cunning display of effort (but neither hockey nor athletic prowess) 20 leaders from across the Province’s renewable energy and power sectors took to the ice with six NHL Alumni in a charity hockey game to help raise funds for prostate cancer. Adam Graves, Mike Pelyk, Mark Napier, Tom Fergus, and Rick Vaive teamed with Prostate Cancer Canada and took part in the Spark Power Play Challenge game.

The game established by title sponsor, Spark Power and sister-company, Spara Capital was billed as an “on-ice rekindling of the historical rivalry between alternating and direct current” and allowed members from the power industry to play alongside former pro’s.

“We worked up a model with Prostate Cancer Canada that let hockey fanatics from our industry play alongside their heroes in exchange for making a significant donation to prostate cancer,” said Andrew Clark, Co-CEO of Spark Power,“ It was like taking my daughter to a One Direction concert when the NHLer’s walked into the dressing rooms,” he added.

“I’ve never heard grown men shriek before,” Clark continued.

The Spark Power Play Challenge was established as both a social/networking event and as a means of support organizations working focused on addressing issues facing men and women in the renewable energy and power industry.

“The power, infrastructure and finance industries skew traditionally male so supporting prostate cancer is a fit for us,” said Jason Sparaga, Clark’s CEO partner at Spark Power,

“Rocco Rossi and the people at Prostate Cancer Canada are great partners and we are fortunate to have teamed up with them.”

To learn more about Prostate Cancer Canada visit www.prostatecancer.ca

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Jason Sparaga, C0-Founder of Spark Power and Rocco Rossi, CEO of Prostate Cancer Canada.

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The Crew: How are these guys out of breath from posing for a photo?

Spara Capital Supports SmileZone Foundation

On the weekend of May 8th, 2015 a Spara Capital team will be taking part in a special fundraising event for The Smilezone Foundation called 24 hours of Hockey.

Teams from across Ontario will arrive in Oakville to play in a 24-hour tournament to benefit the SmileZone Foundation, a charity founded by former New York Ranger, Adam Graves.

The idea behind The SmileZone Foundation is simple: Transform spaces in health care settings into an oasis for kids to give them the opportunity to enjoy being a kid, and more importantly, an opportunity to smile! For more information on the organization please visit www.smilezone.com

Spara Joins Association for Corporate Growth Toronto’s Capital Connection 2015 Planning Committee

Eric Waxman and the team at Spara Capital will once again join the Planning Committee for the ACG Toronto’s Capital Connection event taking place in Toronto this Fall. Event details are being finalized but it’s sure to be a great event. For more information on ACG’s Capital Connection, visit www.acgcapitalconnection.ca

Spara Supports Student Entrepreneurs at Monster Pitch 2015

Spara Capital were once again proud sponsors and participants of Brock University’s Goodman School of Business’ Annual Business Plan “Pitch Contest” on March 31, 2015.

The student–run event, which happens annually and is in its fourth year, is organized by the Brock U Entrepreneurship Club in partnership with the Goodman School of Business at Brock University in St. Catharines.

Jason Sparaga, CEO and Founder of Spara Capital, and graduate of Brock University’s Business Program judged alongside fellow business advisors: John Lettieri, founder of Hero Certified Burgers; Jeff Brown, vice-president of small business at Meridan Credit Union and and Deborah Rosati, corporate director and co-founder of Women get on Board.

The four competing start-ups this year included Brock Deliver, Cross Border Housing, Handy Hand and Imagio. Congratulations to Cross Border Housing on winning Monster Pitch 2015! Students Alex Mohr, Cody Murdoch, Harrison Olajos, Madi Fuller and Preston Engstrom of Cross Border Housing received a grand prize of $2000 to go towards their startup!

We would also like to congratulate Salman Khan of HandyHand on winning the Voters’ Choice Award with a prize of $500!

Spara to Sponsor Unity for Autism 2015 Fundraiser Golf Event

Jason Sparaga continues his work as a Board Member of Unity for Autism and the Spara/Spark Power contingent will once again support the organization’s annual golf tournament and major fundraiser. In 2014 the organization provided $500k in grants to more than 25 organizations whom “make a direct and profound difference in the lives of individuals affected by autism”.

We invite all golfers to register now to join us Thursday, September 17th at Copper Creek in Kleinburg by clicking here.

We also encourage your company to consider sponsoring this great event and important organization. For more information on Unity for Autism, visit www.unityforautism.ca