Lexpert Magazine

42 LEXPERT MAGAZINE | SEPTEMBER / OCTOBER 2018 | BOUTIQUES | HERE IS A SNAPSHOT OF THREE DIFFERENT BOUTIQUES Wildeboer Dellelce LLP LAWYERS: 50 (including students) OFFICE: Toronto FOCUS: Corporate Finance and M&A When five lawyers from Stikeman Elliott LLP decided to start a Corporate Finance and transactional boutique in 1993, more than a few people thought they were crazy. Without all the ancillary practice areas, how did they imagine they stood a chance at winning transactional work away from the big full-service business firms? "Maybe we were crazy. No, not crazy — we were carefree," says co-founder and managing partner Perry Dellelce, who was 29 at the time. "When we started, we knew three things: We wanted to act for entre- preneurs; we wanted to focus on transac- tions and corporate finance rather than day-to-day corporate commercial work; and we didn't want to be in a large, bureau- cratic firm. We wanted to do it our own way and have fun." Within a week of hanging out their shin- gle, they purchased a pool table for their library as a tangible symbol of their new culture. But inside the individual offices were lawyers who could do deals, including tax lawyers, because "you can't even get into the room without that. Anybody can do a share- or asset-purchase agreement, but to file a prospectus, structure an ETF, struc- ture mutual funds, do sophisticated cross- border transactions, you have to have the tax expertise. So we've always made sure we have high-quality tax practitioners." Pool table and tax lawyers in place, the young boutique set about going aer cli- ents. Not their old ones — new ones. Del- lelce says they used an innovative market- ing campaign combined with an aggressive approach to pricing. "Our client base at the start wasn't the Air Canadas, the CIBCs and the Nortels. Our client base was entrepreneurs building businesses, and legal fees were a significant expense for them. We were taking equity for fees long before Silicon Valley made it popular. We were doing alternative fee ar- rangements — a discount if it fails, a premi- appreciation for your hard work and what you've done. I constantly get thank yous and people checking in. I think it goes to the family and personal aspect of it." Dellelce says, "to make it perfectly clear, we view our competition as Torys, Stike- mans, Goodmans, Davies ... the Seven Sis- ters. We lose our students to and get our students from those firms." at's also where they do most of their lateral recruiting. Do their clients follow them to a boutique when it comes time to do a financing or a deal? "If it's a senior lawyer at partnership lev- el, unless they have a specific expertise, like Katy, we wouldn't ask them to join the firm unless they could deliver a significant por- tion of their book of business, 50%, 60% or 70%," Dellelce says,. "If it's a junior lawyer we need just to do the work, we don't ex- pect them to bring anything, really." While the firm does not belong to an in- ternational law firm alliance, it has contacts in many different countries and a series of informal alliances with Canadian Labour and Employment boutiques, Litigation boutiques, firms that do competition work, environmental work — whatever is needed to get the deal done. As for the iconic pool table, Wildeboer Dellelce has grown so much, it's now on a floor that has only client boardrooms and meeting rooms, which means these days, it's more oen covered with cheese plates and other hors d'oeuvres than pool balls. Still emblematic, just in a different way. Cito Energy Law LLP LAWYERS: Four OFFICE: Calgary FOCUS: International and Eastern Canada Energy Law Tony Cioni and Jay Todesco, co-founders of Calgary-based Cito Energy Law LLP, are both former general counsel at large en- ergy companies. Todesco was in-house at CNOOC Nex- en for more than a quarter century, and did transactions in more than 65 countries. Tony Cioni did the same kind of work at Husky Energy for five years before decamp- ing for Torys LLP. Around 2013, their worlds collided when Todesco used Torys and Cioni as um if it succeeds — and numbers of other ways of taking payment of fees for transac- tions from the start," he says, a policy the firm has maintained for 25 years even as it has grown to more than 70 people. By being sensitive to clients' cash-flow needs and working with them to build their businesses, they not only have at- tracted clients in new industries, they have won their loyalty, keeping their files as their businesses grow, says Dellelce. "We were pioneers in the cannabis sec- tor," he says. ey and LaBarge Wein- stein LLP in Ottawa did the very first financing by Tweed Marijuana Inc. in early 2014. Tweed has since renamed itself Canopy Growth Corp. and this summer had a market capitalization approaching $10 billion. Wildeboer Dellelce still acts for Canopy and other marijuana compa- nies as well. Dellelce says it also has a robust Fintech practice, adding when it comes to bitcoin mining and crypto-currency, he doubts any firm in Canada has acted on more deals. "If anyone really understands that world, it's certainly us." Wildeboer Dellelce recently announced it will accept payment from clients in cryp- to-currency. "OUR CLIENT BASE WAS ENTREPRE- NEURS BUILDING BUSINESSES, AND LEGAL FEES WERE A SIGNIFICANT EXPENSE FOR THEM. WE WERE TAKING EQUITY FOR FEES LONG BEFORE SILICON VALLEY MADE IT POPULAR." – Perry Dellelce; Wildeboer Dellelce LLP Katy Pitch, head of the firm's tax prac- tice, says the focus on entrepreneurs is a dis- tinguishing factor "and it's what gets us to these kinds of new industries. Whether it's entrepreneurs starting the blockchain or starting the cannabis stuff, we're there with them at the start." At a large business law firm, the path may not be that adaptable, she says, but at a boutique "our path can be flexible, so if someone comes in with a new idea or a new industry, we can adapt that very quickly." Pitch, who joined the firm from Stike- man less than two years ago, says the work itself has been "seamless." "e work I did before and the work I am doing now is very comparable, but the personal aspect is much different. For me one of the most notable differences is the

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