Emerging Enterprises

Helping Flare Elevate Kenya’s Emergency Response

In countries such as Kenya that lack a coordinated emergency response system, rescue teams lose precious seconds trying to efficiently locate their patients. Enter Flare, coined the “Uber for ambulances,” a Nairobi-based healthcare technology company that has built 911 infrastructure and operations for Kenya and other countries in need of emergency systems. Flare’s platform brings together hundreds of ambulances across the country under one umbrella, operating an integrated dispatch center to receive and triage all emergency requests. As the startup sought to expand its reach and save as many lives as possible, the founders turned to Sidley’s lawyers for counsel via the firm’s Emerging Enterprises Pro Bono Program, which supports the growth of small- and medium-size businesses in developing countries.

“With the help of our knowledge and resources, we are able to equip emerging enterprises with a firm legal foundation to support their growth into meaningful conduits for societal change, and that is an incredible thing to be a part of,” said Tamara Sonenshein, an associate with the firm’s M&A practice in Chicago.

The firm’s Geneva office engaged Capsule Global (the parent company of Flare) as a pro bono client and built out the Sidley team, which included partner David Zampa, also in Chicago, as well as over 15 lawyers across seven offices who collectively contributed more than 1,500 hours of pro bono service to Capsule Global. Sidley represented Capsule Global in its Series A financing round, led by Blue Haven Initiative, an impact investment organization that focuses on early-stage energy, fintech, and logistics companies in sub-Saharan Africa.

"The Sidley team was invaluable to us throughout 2020 as we navigated and executed major milestones."

— Caitlin Dolkart, Director of Capsule Global

The Series A financing was the culmination of close to a year of advising Capsule Global on a reorganization of its corporate structure and matters relating to corporate governance, tax, technology transactions, and employee benefits and executive compensation. The financing provided Capsule Global with the capital it needed to continue its operations and grow its business.

“The Sidley team was invaluable to us throughout 2020 as we navigated and executed major milestones,” said Caitlin Dolkart, Director of Capsule Global. “Their skill, experience, and commitment left us in an extremely strong place to grow from, and their team will always be part of ours. We are incredibly grateful for the hours beyond hours they spent with us and the team to get us to where we are today.”

“For transactional lawyers, the legal services Sidley provides through the Emerging Enterprises Pro Bono program are directly relevant to our practice,” said Sonenshein. “Pro bono projects present an opportunity for lawyers to take on a variety of unique assignments and gain substantive experience.”

Since its launch, Flare has been so successful that it was named one of the top 100 inventions of 2020 by Time magazine. Whereas Kenyans previously needed to call hundreds of phone numbers to reach an ambulance, they now dial one; and instead of waiting hours, it now takes an average of 15 minutes for an ambulance to arrive on scene, thanks to Flare’s technology and centralized emergency dispatch center.

“Being able to contribute to the company’s mission and purpose inspired me,” Sonenshein said. “I became immensely close with the founders and personally invested in the success of their startup,” she shared. “I thoroughly enjoyed being their trusted adviser, collaborating with colleagues across offices, and learning about other areas of law outside of my daily practice.”

ITC SheTrades

Since 2017, we have partnered with ITC SheTrades to enhance the legal skills and knowledge of women entrepreneurs. Under this partnership, we have delivered a series of capacity-building activities, including webinars and workshops. Throughout the years, ITC SheTrades has referred women-owned and -oriented businesses from Africa, Asia, and Latin America to the Emerging Enterprises program so they can benefit from our world-class legal advice and continue to grow their businesses. In 2020, we focused our efforts on webinars covering key legal concepts, such as contracts, intellectual property, and licensing. In total, 660 people participated in the 2020 webinar series, out of which 602 were women entrepreneurs.

Costa Rica Insect Company (CRIC)

As food scarcity becomes a valid concern for future generations, CRIC wants the world to start considering insects as healthy alternatives. CRIC creates insect-based products as an alternate solution for food scarcity and as a high-quality nutritional food source and healthy solution for malnutrition. The environmental benefit of using insects as food has been proven to be not only the option that benefits the most, but also the only option that is scalable and sustainable for the future. Sidley’s lawyers are providing market access advice for exports of insect-based products for human consumption, among other projects for CRIC.

Victory Farms

Victory Farms owns and operates a tilapia fish farming and processing business on the Kenyan side of Lake Victoria, with distribution capacity throughout Kenya. Its mission is to build a commercial tilapia farm that can provide two billion Africans with affordable, accessible, and healthy protein. Victory Farms and its innovative technologies bring together aquaculture practices from around the globe to tackle this challenge. Sidley advised Victory Farms on a significant new convertible loan. DOB Equity was the investor in the new convertible loan, and Open Capital acted as financial adviser to the company.‍‍

“The Sidley team has been a true pleasure! In our rugged, African-agritech world, we are moving at light speed, on the frontier of what is possible in fish production. We have found Sidley’s team to be instrumental, through delivery of world-class legal advice and services, to helping us stay focused on feeding the world’s most vulnerable and underserved populations.”

— Joseph Rehmann, Founder and CEO, Victory Farms

Leaf Global Fintech

Leaf is a global virtual bank that helps refugees and migrants safely store and transport their money across borders. In light of the ongoing pandemic and the increased vulnerability that refugees face, Leaf has adapted its products and services to be entirely virtual. The company is also working to develop new ways to get money directly into refugees’ hands (or Leaf wallets) conveniently and legally. Sidley lawyers helped Leaf with multiple projects in 2020, including reviewing agreements and crowdfunding donations in the UK and EU to directly support refugee customers in Rwanda and the Democratic Republic of the Congo.

“We benefited tremendously last year from Sidley’s pro bono support. The legal teams in the UK evaluated crowdfunding regulations for us to raise capital for Leaf and explored the option to source donations through crowdfunding that can then be given directly to our refugee customers’ mobile wallets in the future. The Sidley privacy team helped us update our privacy and cookie policies for our app, which is available on the Google Play Store and Apple App Store. Leaf has been able to help over 2,200 people open Leaf wallet accounts and processed nearly 30,000 transactions worth $165,000 since launching in September in Kenya, Rwanda, and Uganda.”

— Nat Robinson, CEO, Leaf Global Fintech

InspiraFarms

InspiraFarms produces solar powered, energy-efficient pre-cooling and cold rooms, packhouses, and automated ripening chambers; delivers client-centered technical support; and provides affordable asset financing terms in order to allow agribusinesses to leapfrog barriers to emerging technology and finance and to grow sustainably. Sidley advised InspiraFarms on a significant new funding round. KawiSafi Ventures was the lead investor in the funding round, which included participation from various other co-investors, including Energy Access Ventures, Untapped LLC, and Pymwymic. By providing a solution to agribusinesses, including smallholder farmers and small-scale farming cooperatives, InspiraFarms is contributing to the United Nation’s Sustainable Development Goals to end hunger, achieve food security and improved nutrition, and promote sustainable agriculture.

“In 2020, Sidley’s Pro Bono Programme has enabled InspiraFarms to seamlessly close a B-series round with equity investors from multiple jurisdictions, allowing the company to grow its footprint and impact in Sub-Saharan Africa, further reducing food loss, and enabling agribusinesses to make our fresh food supply chains more efficient and sustainable. The openness, dedication, and professionalism of Sidley’s lawyers has been fundamental to our business. We are deeply honored to work with a team that understands and responds quickly to the needs of a small and emerging company working in eight countries.”

— Dr. Michele Bruni, Chief Commercial Officer, InspiraFarms