• Client: MXL Industries, Inc.
• Location: Lancaster, PA
• Industry: Industrial Products
• Buyer/Investor: Plaskolite LLC
• Close Date: June 2022
• Press Release: Matrix Announces the Sale of MXL Industries, Inc.

Situation
MXL Industries, Inc. (“MXL”), founded in 1968 and headquartered in Lancaster, PA, is a highly regarded manufacturer and coater of specialty-crafted optical engineered thermoplastic parts to a wide-range of blue-chip customers for various military, aviation, motorsports, life safety, and athletic applications.

After initiating a buyout for MXL in 2008, the management and ownership team consisted of: Jim Eberle, President; Bryan Bess, Chief Financial Officer; Jude Krady, Chief People Officer; and Manny Rodriguez, Chief Sales Officer; along with a minority partner employed in the business.

Objective
Matrix was retained by MXL’s ownership group to initiate a sale process to provide Mr. Bess with a full liquidity event as he looked to retire and provide the rest of the team with the option of exiting their ownership.

Management also sought partnership that would provide the Company with capital for continued growth while retaining the strong culture the management team cultivated at MXL.

Solution
Matrix tailored a process to properly account for different liquidity solutions between strategic and private equity buyers which led to over 30 indications of interest in the market.

Successfully negotiated with a private equity backed strategic buyer to acquire the business and related-party real estate and provide all of management with full liquidity at a premium valuation.

• Client: Spencer Turbine
• Location: Windsor, CT
• Industry: Industrial Products
• Buyer/Investor: Howden, a portfolio company of KPS Capital Partners, LP
• Close Date: October 2021
• Press Release: Matrix Announces the Successful Sale of Spencer Turbine

Situation
The Spencer Turbine Company (“Spencer”), founded in 1892 and headquartered in Windsor, CT, is a complete designer and manufacturer of air and gas handling systems for industrial, municipal, commercial, and institutional customers requiring blower or vacuum applications.

In 2007, the Company was acquired by Alliance Holdings, Inc., who successfully completed acquisitions and subsequent divestitures of multiple subsidiaries, all while helping Spencer grow into one of the most qualified manufacturers of air and gas handling equipment in the world.

Objective
Matrix was retained by Alliance Holdings, Inc. to sell 100% of the Company with a goal of maximizing proceeds and positioning the Company and its management team for future growth.

Impediments
Legacy legal issues and divestment decisions created obstacles for structuring a transaction that optimized value and minimized risk for all parties.

Spencer’s management team, particularly its finance leadership positions, experienced significant turnover in the years leading up to closing. This resulted in certain financial inconsistencies that had to be navigated during the marketing and Quality of Earnings processes.

Beginning in early 2020, the Company had significant business disruptions resulting from the COVID-19 pandemic. The effects of such, which included employee furloughs, supply chain disruptions, and softened financial results, persisted through the date of closing.

Spencer’s operations had multiple characteristics that limited the potential buyer universe, including ongoing asbestos litigation, a defined benefit retirement plan, a decade-plus lease for its primary manufacturing facility, and deferred capital expenditures, among others.

Solution
Matrix presented normalized financial performance using a data-driven COVID adjusted EBITDA, which was ultimately used to value the business and help maximize proceeds.

All potential transactional hurdles were discussed with the ultimate buyer prior to diligence to help streamline the closing process and eliminate surprises while under exclusivity.

• Client: Walker Magnetics Group, Inc.
• Location: Windsor, CT
• Industry: Industrial Products
• Buyer/Investor: Industrial Magnetics, Inc., a portfolio company of DNS Capital, LLC
• Close Date: March 2021
• Press Release: Matrix Announces the Successful Sale of Walker Magnetics Group, Inc.

Situation
Walker Magnetics Group, Inc., headquartered in Windsor, CT, is a globally recognized manufacturer of highly engineered industrial magnetic products.

The Company was founded in 1896 in Worcester, MA and has grown over the past century through a mix of acquisitions, product innovations, and share gains with its loyal customer base.

In 2011, the Company partnered with Alliance Holdings, Inc. and currently operates out of two locations in Columbus, OH and Windsor, CT. The business has served thousands of customers across the heavy lift, workholding, separation, scrap, standard lift, and repair markets.

Objective
Matrix was retained by Alliance Holdings, Inc. to facilitate a full divestiture of the Walker Magnetics Group, Inc. business from its parent company, The Spencer Turbine Company.

Solution
Matrix tailored a process that streamlined the complexities involved with a typical carve-out situation and identified several interested parties that submitted bids.

Successfully negotiated with a private equity backed strategic buyer, Industrial Magnetics, Inc., to acquire substantially all the assets of Walker Magnetics Group, Inc. and quickly extract the Windsor location from The Spencer Turbine Company’s facility.

Matrix provided guidance and insight for the executed Transition Services Agreement that allowed Alliance Holdings, Inc. to receive additional cash flows post-closing.

• Client: Medical Gas Supply, LLC d/b/a Bestway Welding Supply
• Location: Houston, TX
• Industry: Industrial Products
• Buyer/Investor: American Welding & Gas, Inc.
• Close Date: September 2020
• Press Release: Matrix Announces the Successful Sale of Medical Gas Supply, LLC d/b/a Bestway Welding Supply

Situation
Medical Gas Supply, LLC d.b.a. Bestway Welding Supply (“Bestway”) is a distributor of industrial and specialty gas as well as welding supplies to various end markets in Houston, TX and the surrounding areas.

Since its founding in 2012, Bestway prioritized a customer-centric culture based on quality service and quickly became one of the region’s most respected independent gas suppliers.

Objective
Bestway’s owner, Mr. Ernest “Cotton” Speed, III, retained Matrix to sell 100% of the Company with a goal of maximizing proceeds at close, executing a successful transaction in an expedited timeframe, and positioning the business for future growth.

Impediments
Bestway quickly outgrew the functionality of its operational and financial systems, and the ability to extract meaningful data without a full-time controller on staff was limited.

Located in Houston, TX, Bestway had meaningful exposure to the oil and gas end markets, which deterred many viable buyers due to the potential volatility associated with its customer base.

The world began to experience the macroeconomic impact of the COVID-19 outbreak in conjunction with launching the marketing process, and many buyers required extended due diligence timelines to complete transactions or were sidelined as access to debt capital evaporated.

Solution
Matrix worked diligently with Bestway’s financial consultant to quickly generate a detailed and professional financial snapshot while also adding value by identifying several management adjustments that ultimately increased the Company’s earnings base and eventual purchase price.

Despite the financial and logistical uncertainties caused by COVID-19, Matrix successfully produced nearly 20 bids and proceeded with in-person and virtual management meetings.

Finalists generally exhibited a willingness to close without outside financing secured and under an expedited timeframe. Ultimately, American Welding & Gas, Inc. was chosen and closed approximately three months from Matrix receiving information to produce marketing materials.

• Client: G.G. Schmitt & Sons, Inc.
• Location: Lancaster, PA
• Industry: Industrial Products
• Buyer/Investor: Patrick Industries, Inc. (NASDAQ: PATK)
• Close Date: September 2019
• Press Release: Matrix Announces the Successful Sale of G.G. Schmitt & Sons, Inc.

Situation
G.G. Schmitt & Sons, Inc., headquartered in Lancaster, PA, is a manufacturer of component products serving the marine and various other industrial markets

Since its founding in 1951, the Company has operated as a family-oriented enterprise and has grown into one of the industry’s most reputable providers of fabricated and superior metal products

Objective
Matrix was retained by G.G. Schmitt & Sons, Inc. and the Schmitt family to pursue a 100% sale of the business with the goal of maximizing proceeds and positioning the Company and its management team for future growth

Solution
Highlighted the Company’s exceptional performance in its core market to a selected universe of buyers that valued marine industry fundamentals

Identified numerous synergistic opportunities for prospective acquirers that enhanced the Company’s earnings base

Closed the transaction within two months of launching to a select buyers universe, at a value that exceeded client expectations

• Client: Richmond Electric Supply Co., LLC
• Location: Richmond, VA
• Industry: Industrial Products
• Buyer/Investor: Locke Supply Co.
• Close Date: July 2019
• Press Release: Matrix Announces the Successful Sale of Richmond Electric Supply Co., LLC

Situation
Richmond Electric Supply Co., LLC (“RESCO”) is a full-line, stocking electrical wholesale distributor that serves commercial contractors, government and military agencies, residential contractors, and industrial and OEM markets on a regional and national scale.

Objective
The ownership group, including a family office and management, engaged Matrix to serve as its exclusive financial advisor to market the business to a select number of prospective buyers and run an expedited sale process.

Solution
Matrix tailored a process to meet the requirements outlined by the client, including approaching dozens of mid-sized, regional players in the electrical products distribution market.

Following the receipt of several bids and in-person diligence meetings, Matrix was able to negotiate with multiple parties to yield the most optimal outcome.

Closed the transaction with a party that achieved the goals of all constituents: an above-market price for the exiting shareholders and a supportive parent company that shared management’s vision for growth.

• Client: Tri-State Utilities Company
• Location: Chesapeake, VA
• Industry: Industrial Products
• Buyer/Investor: Hoffman Southwest Corp./ORIX Capital Partners
• Close Date: February 2019
• Press Release: Matrix Announces the Successful Sale of Tri-State Utilities Company

Situation
Tri-State Utilities Company (“Tri-State”) is a leading, award-winning, regional provider of trenchless repair, rehabilitation, inspection, and other maintenance services to the municipal utility market. Tri-State maintains long-term sewer and stormwater contracts with an enviable list of blue-chip customers making it a market leader in the Mid-Atlantic and Southeast.

Objective
Matrix was retained by Tri-State to pursue a sale of the business with the goal of achieving a liquidity event and to provide wealth diversification for the Company’s shareholders.

Solution
Matrix articulated Tri-State’s investment thesis to a broad universe of strategic and financial buyers that possessed an understanding of the industry and the growth opportunities that exist within the Company’s geography.

Received significant initial interest and numerous final bids for the Company from a broad suite of financial and private equity supported strategic buyers.

Matrix negotiated with Hoffman Southwest/ORIX Capital Partners and closed a transaction that achieved terms, conditions and valuation that aligned with the seller’s objectives.

• Client: Engineered Metals and Composites, Inc.
• Location: West Columbia, SC
• Industry: Industrial Products
• Buyer/Investor: Patrick Industries, Inc. (NASDAQ: PATK)
• Close Date: September 2018
• Press Release: Matrix Announces the Successful Sale of Engineered Metals and Composites, Inc.

Situation
Engineered Metals and Composites, Inc. (“EM&C”) is a leading designer and manufacturer of custom marine towers, frames, and other fabricated component products for OEMs in the marine industry. EM&C is strategically positioned in a region that is home to some of the largest saltwater boat manufacturers in North America.

Objective
Matrix was retained by EM&C to pursue a 100% sale of the business with the goal of achieving a liquidity event and to provide wealth diversification for the Company’s shareholders.

Solution
Matrix worked closely with the management to team to develop a multi-step plan which included a direct approach to the major consolidator in the marine space, with all parties prepared to launch to the broader universe of targeted buyers if an acceptable bid was not presented.

Understanding the Company’s business and the seller’s objectives, Patrick Industries, Inc. elected to submit a preemptive offer that accomplished these goals and preempted a formal process.

Matrix negotiated exclusively with Patrick Industries, Inc. and closed a transaction that achieved terms, conditions, and value that exceeded the seller’s expectations.

• Client: NEMO Oil Company
• Location: Lawrence, MA
• Industry: Industrial Products
• Buyer/Investor: A subsidiary of a publicly-traded company
• Close Date: June 2018
• Press Release: Matrix Announces the Successful Sale of NEMO Oil Company

Situation
NEMO Oil Company, d/b/a New England Motor Oil (“NEMO”) is a leading lubricants distributor to customers throughout New England. NEMO maintains a longstanding relationship with Ford as a Motorcraft bulk oil distributor servicing a broad range of customers, including Ford dealers and tire and service chains.

Objective
Matrix was retained by NEMO to pursue a 100% sale of the business with the goal of achieving a liquidity event and to provide wealth diversification for the Company’s shareholders.

Solution
Matrix tailored a targeted mini-auction that included all of the relevant regional competitors with the financial wherewithal to consummate a transaction.

We were able to yield multiple bids and utilize the leverage of other interested parties to increase the purchase price of the preferred buyer.

Closed the transaction at a value well in excess of client expectations despite having limited leverage throughout the diligence and documentation process.

• Client: Connecticut Warehouse Distributors, Inc. and its Subsidiaries
• Location: Branford, CT
• Industry: Industrial Products
• Buyer/Investor: Factory Motor Parts
• Close Date: March 2018

Situation
Connecticut Warehouse Distributors, Inc. (“CWD”) is a leading distributor of aftermarket automotive parts. CWD has established itself as the largest distributor of Motorcraft and AC Delco products in the New England region.

Objective
Matrix was retained by CWD to pursue a 100% sale of the business with the goal of achieving a liquidity event and to provide wealth diversification for the Company’s shareholders.

Solution
Matrix clearly articulated CWD’s investment thesis to a broad universe of strategic and financial buyers that possessed an understanding of the industry and/or had experience with similar businesses.

Working closely with management, Matrix analyzed and evaluated a range of offers from interested buyers that tended to be based off of either a cash flow multiple or the assets of the business.

Completed a sale to a strategic buyer at a premium valuation relative to CWD’s assets.

• Client: Narcote, LLC
• Location: Piney Flats, TN
• Industry: Industrial Products
• Buyer/Investor: LNC Partners
• Close Date: July 2015

Situation
Narcote, LLC, headquartered in Piney Flats, TN, is a leading provider of technical textile solutions, including coated and laminated composite fabrics.

Objective
Matrix was retained by Narcote and CEO Cary Green to provide liquidity for certain passive shareholders and identify a private equity partner that would assist the Company (and shareholders rolling proceeds) during its next phase of growth.

Solution
Ran broad private equity process that yielded numerous well-diligenced Letters of Intent from reputable private equity groups – a tremendous outcome given the size of the business.

All shareholder objectives were met – passive investors received 100% liquidity at attractive valuation and top management received partial liquidity in addition to significant stake in go-forward enterprise.

Matrix identified a buyer that was able to underwrite the entire capital structure and was willing to perform limited diligence in an expedited timeframe.

• Client: Area Equipment Sales & Rentals
• Location: Chesapeake, VA
• Industry: Industrial Products
• Buyer/Investor: BlueLine Rental, a portfolio company of Platinum Equity
• Close Date: April 2015

Situation
Area Equipment, LLC, headquartered in Chesapeake, Virginia, was established in 2006 and has grown to become a premier full-line equipment rental company, serving the Hampton Roads and Northeastern North Carolina markets.

Objective
Matrix was retained by Area Equipment to pursue a sale of the business by approaching a broad universe of private equity and strategic buyers with the goal of exiting passive shareholders and possibly management of their equity positions.

Solution
Produced extremely detailed Confidential Information Memorandum that generated substantial interest among private equity and strategic buyers.

Transaction multiple significantly exceeded recent values for similar businesses in the industry.

Matrix required that buyer assume indebtedness associated with equipment purchased by the sellers during months prior to closing, increasing cash proceeds to shareholders considerably.

• Client: Southern Filter Media LLC
• Location: Hixson, TN
• Industry: Industrial Products
• Buyer/Investor: Vance Street Capital LLC
• Close Date: December 2014

Situation
Southern Filter Media, LLC, headquartered in Hixson, TN, is a leading manufacturer and distributor of wet and dry environmental filtration products for application in various industries.

Objective
Matrix was retained by Gen Cap America, Inc., the Company’s private equity owners, to pursue a 100% membership unit sale of the business with the goal of maximizing proceeds and limiting management rollover.

Solution
Matrix targeted a broad universe of private equity groups and strategic buyers with stated interest in the size and industry profile of the Company.

Received robust interest in the Company and Matrix identified a private equity sponsored strategic buyer with ability to close quickly, provide an attractive valuation and effectively support management’s future strategic growth initiatives.

• Client: Stevens Manufacturing Co., Inc.
• Location: Milford, CT
• Industry: Industrial Products
• Buyer/Investor: J.H. Whitney & Co.
• Close Date: August 2014

Situation
Stevens Manufacturing Company, Inc., headquartered in Milford, CT, is a leading supplier of high quality precision parts, flight-critical components and complete sub-assemblies to the aerospace industry.

Objective
Matrix was retained by Stevens Manufacturing to pursue a transition of the business with the goal of maximizing proceeds with a buyer that would also allow the Company’s owner (and President) and wife (employed at Company) to ultimately transition away from day-to-day operating roles by adding management.

Solution
Matrix facilitated an introduction between the seller and J.H. Whitney with the intent of further informing the seller about this universe of financial buyers. Understanding the Company’s business and the seller’s objectives, J.H. Whitney elected to submit a preemptive offer that accomplished these goals. Matrix negotiated with J.H. Whitney and closed transaction that achieved terms and conditions aligned with seller’s objectives, provide liquidity, and set the table for operating management to assume greater responsibilities.

• Client: Banker Steel Company
• Location: Lynchburg, VA
• Industry: Industrial Products
• Buyer/Investor: Atlas Holdings and Turnspire Capital Partners
• Close Date: August 2014

Situation
Banker Steel Company is a leading fabricator of structural steel components used in commercial and infrastructure projects, with a production capacity of 50,000 tons of steel per year. The company operates from two fabrication facilities, one in Lynchburg, VA and one in Orlando, Florida. Banker Steel has been the fabricator of choice on projects such as Barclays Center in Brooklyn, NY, the award winning Washington Nationals Park in Washington, DC and Hudson Yards, the largest mixed use development in New York City since Rockefeller Center.

Objective
The Company’s founders and primary owners, Don & Carol Banker, desired to team with a strategic partner in order to diversify their personal holdings, as well, better position the Company to take advantage of its successful growth opportunities.

Solution
Matrix targeted a select number of private equity groups that possessed an understanding of the industry and experience with sureties, as much of Banker Steel project’s required substantial bonding ability.

The bonding requirement for the Company created a very complex financing structure that Matrix helped develop prior to conducting serious negotiations with suitable partners.

Working closely with management, Matrix analyzed and evaluated a range of offers from investment groups that proposed acquiring from a minority interest to as much as 80% of the Company. Also of paramount importance, was the cultural fit with the Banker Steel organization.

Atlas Holdings, LLC through its operating company, Bridge Fabrication Holdings, LLC, together with Turnspire Capital Partners was ultimately chosen as the preferred partner. Don Baker is continuing as the Company’s CEO and retains a significant equity ownership.

• Client: Butler Woodcrafters, Inc.
• Location: Richmond, VA
• Industry: Industrial Products
• Buyer/Investor: Sauder Manufacturing Co.
• Close Date: January 2014

Situation
Butler Woodcrafters, Inc., headquartered in Richmond, VA, is a leading manufacturer of institutional furniture serving the education and human services markets.

Objective
Matrix was retained by Butler to pursue a stock sale of the business with the goal of maximizing proceeds for shareholders while preserving culture and positioning the Company and its management team for future growth.

Solution
Matrix orchestrated a robust and competitive process among private equity groups and strategic buyers and received numerous Indications of Interest before conducting management presentations.

Buyer was chosen due to attractive valuation and willingness to overcome the previously mentioned impediments to the transaction.

100% stock sale was achieved at a valuation above client expectations and with a buyer that sought to maintain Butler’s brand and culture while allowing the Company to grow in both existing and new markets.

• Client: Dimex LLC
• Location: Marietta, OH
• Industry: Industrial Products
• Buyer/Investor: Grey Mountain Partners
• Close Date: December 2013

Situation

Dimex, LLC, headquartered in Marietta, OH, is a leading plastics manufacturer serving diverse markets, including industrial matting, landscaping, marine products, masonry construction, and office chair mats.

Objective

Matrix was retained by Dimex and its majority shareholder, The Brookside Group, to pursue a 100% sale of the business with the goal of maximizing proceeds and positioning the Company and its management team for future growth.

Solution

Matrix targeted a broad universe of individually selected private equity groups, uniquely equipped to both maximize valuation and meet the expedited timeframe of Dimex’s shareholders.

Received exceptional interest in the Company and closed the transaction with a private equity buyer within three and a half months of launching to the marketplace at a value that exceeded client expectations.

• Client: Richmond Electric Supply Co., Inc.
• Location: Richmond, VA
• Industry: Industrial Products
• Buyer/Investor: Richmond Electric Supply Co., Inc.
• Close Date: December 2012

Situation
Richmond Electric Supply Company, Inc. (“RESCO”), headquartered in Richmond, Virginia, operates as a full-line, stocking electrical wholesale distributor that serves commercial contractors, the government & military, residential contractors and industrial & OEM markets on both a regional and national scale. Founded in 1983 by Darryl Harman with locations in Richmond and Norfolk, RESCO has a strong industry reputation with a solid customer base and supply chain.

Mike Bourn, an industry leader, was interested in acquiring RESCO, but as CEO of a substantially larger competitor, he was not in the position to receive financial information and negotiate directly with Darryl Harman, who was looking for a liquidity event and succession plan.

Objective
Matrix was engaged to analyze RESCO’s financial information, revenue forecasts and operations in order to develop an offer and negotiate an LOI directly with Darryl Harman.

Solution
Matrix served as the financial advisor to RESCO Acquisition, LLC, the entity created to represent Mike Bourn and the group of private investors who acquired the Company.

The Matrix team built a detailed valuation and pro forma model to evaluate the current business, analyze future cash flows & growth opportunities and source the capital for the transaction, including the equity and debt.

Matrix utilized its relationships to raise the equity and source & negotiate terms for the optimum senior financing. In addition, Matrix facilitated the purchase of RESCO’s existing real estate by a separate group of investors.

The management buy-in, led by Mike Bourn as the new CEO, enabled RESCO to capitalize on a liquidity event and succession plan that preserved the Company’s brand, employees and customer base.

• Client: Energy US Propane, a North American Propane Company
• Location: Taunton, MA
• Industry: Industrial Products
• Buyer/Investor: NGL Energy Partners LP (NYSE: NGL)
• Close Date: February 2012

Situation
North American Propane (doing business as EnergyUSA Propane), headquartered in Taunton, MA, is a large, regional retail and wholesale distributor of propane, distillates and packaged gases to residential, commercial, industrial and agricultural customers.

Record warm temperatures in 2011 and 2012 in the Northeast and Mid-Atlantic hindered Company performance (and industry performance) during the course of the process.

Lack of liquidity and an expiring senior debt facility caused day-to-day operational distraction and significant negotiations with the senior lender.

Environmental issues necessitated additional studies to be conducted on multiple Company-owned locations in an expedited manner prior to closing.

Objective
Matrix was retained by North American Propane, including its largest shareholders Albion Investors, to pursue an expedited sale of the business due to its strong performance and the impending maturity of its senior debt facility.

Solution
Matrix conducted an expedited and competitive process among select strategic acquirers and obtained indications of interest and letters of intent prior to selecting the buyer

Buyer was chosen due to attractive valuation and willingness to close transaction within 40 days of signing a letter of intent.

Deal valuation exceeded client expectations; banking relationship was effectively managed through deal closing to ensure a successful transaction.

• Client: Stalcop LP
• Location: Thorntown, IN
• Industry: Industrial Products
• Buyer/Investor: Alpha Capital Partners
• Close Date: April 2010

Situation
Matrix was retained by 13i, a Midwest private equity group, to market the Company to domestic and international strategic buyers, as well as to the private equity community.

Objective
13i sought to find a partner that would recognize the value of the Company’s “Eastern European” manufacturing strategy, as well as continue to support the company’s growth and consolidation strategies.

Solution
Matrix conducted a broad marketing process that included private equity firms, domestic strategic and international strategic buyers.

Unfortunately, during the marketing process the Company was adversely impacted by the downturn in the economy and Matrix advised the Company to cease with the transaction process until management could replace the lost business.

In the interim, Matrix successfully advised the company in direct negotiations with Alpha Capital Partners to effect a minority recapitalization of the Company that included restructuring Stalcop’s debt obligations, improving working capital and strengthening the company’s balance sheet.

Matrix’s relationships through M&A International played a critical role in the marketing process as Matrix was able to market the company to international buyers in 17 countries through our M&A International partners.

• Client: O’Sullivan Films, Inc.
• Location: Winchester, VA
• Industry: Industrial Products
• Buyer/Investor: Konrad Hornschuch AG, a portfolio company of Barclays
• Close Date: March 2010

Situation
O’Sullivan Films, a leading producer of polymer and finishing film technologies, was approached by Konrad Hornschuch AG, a portfolio company of Barclays Private Equity, based in Weissbach, Germany. As well, another overseas suitor was formally pursuing the company.

In addition, there were substantial obstacles to overcome as a result of having three different shareholder groups with varying needs and interests, including the original seller (PolyOne Corp.), management, who would be continuing in their roles with the new owner, and third party investors.

Objective
After originally representing management in the 2006 acquisition of O’Sullivan Films from PolyOne, Matrix was again retained to represent O’Sullivan and offer our expertise to help structure and negotiate the transaction.

Solution
Matrix negotiated an extremely complex deal with a premium valuation based on normalized earnings.

This transaction was complicated by several factors, including reinvestment by the management team (and potential conflicts with the other shareholders who were not reinvesting), seller retained real property that was in the process of being sold, difficult environmental conditions, and complexities related to the buyer’s legal structure, which included more than six legal entities involved in the chain of ownership. Lastly, the acquiring company would be merged into the seller at closing further complicating the protection and security for future earn out payments.

• Client: Jones & Frank Corp.
• Location: Norfolk, VA
• Industry: Industrial Products
• Buyer/Investor: Management and BB&T Capital Partners
• Close Date: December 2009

Situation
Jones & Frank Corp., dual-headquartered in Norfolk, VA and Raleigh, NC, is a leading provider of petroleum equipment and services to the retail and commercial segments of the petroleum industry along the East Coast.

Prior to the transaction, Jones & Frank underwent a significant transition between suppliers to better position the Company for future growth. This transition resulted in significant costs to the Company over a two year span, negatively impacting EBITDA.

Objective
After purchasing the business in 1971, the Company’s majority shareholder was seeking a liquidity event for himself as he continued to phase out of his day-to-day role in the business. Partial liquidity was also being sought for the Company’s minority shareholders, who remained active in the business.

Solution
Matrix conducted a competitive process among private equity groups and received numerous Indications of Interest before inviting select groups to management presentations.

Process included virtual data room and seller-drafted purchase agreement.

Buyer was ultimately chosen due to strong understanding of industry dynamics and willingness to fully accept Company’s normalized EBITDA.

Deal closed in a timely manner and well above client value expectations; management team received partial liquidity and remained shareholders with attractive equity option pool.

• Client: ASAP Industries, LLC
• Location: Houma, LA
• Industry: Industrial Products
• Buyer/Investor: Hudson Ferry Capital and the ASAP Management Team
• Close Date: December 2008

Situation
ASAP Industries, LLC, based in Houma, Louisiana, is a full service, API certified, precision machining and fabrication business that specializes in the manufacture, repair, and refurbishment of equipment used in the drilling and production of oil and natural gas.

Objective
After founding the Company in 2001, ASAP’s General Manager was seeking a liquidity event for himself and the 12 other shareholders, as well as an opportunity to gradually phase out of the Company’s day-to-day operations.

Solution
Shortly after engaging Matrix to pursue a sale of the Company, ASAP’s API certification was suspended – resulting in a temporary decline in revenue. At Matrix’s advice, the process was postponed until ASAP’s API certification was restored and revenue growth resumed.

Matrix contacted many potential buyers and lenders and distributed Confidential Information Memorandums to private equity and strategic buyers and lenders.

Initial indications of interest (IOIs) were received from multiple interested parties representing a broad range of values.

Despite falling oil prices and a tight credit market, Matrix ultimately closed the transaction with Hudson Ferry Capital, LLC within 55 days of signing a letter of intent.

• Client: Sharon Stairs
• Location: Akron, OH
• Industry: Industrial Products
• Buyer/Investor: Worthington Integrated Business Systems
• Close Date: June 2008

Situation
Matrix was retained by Alliance Holdings, Inc. to sell the Company in a process that would maximize purchase price.

Since investing in the Company, the CEO had consolidated the Company’s manufacturing facilities and successfully implemented several growth initiatives, increasing revenues by 220% in the four years leading up to its sale.

Objective
After owning the company for over nine years, the private equity group was ready to exit its investment in order to pursue several additional platform companies while simultaneously realizing a significant return on its capital.

Solution
Matrix identified and contacted private equity groups and strategic buyers and received an abundance of IOIs before inviting groups to management presentations.

Matrix successfully identified and negotiated a deal with a strategic buyer that aligned management’s interests going forward, closed within 45 days of signing a letter of intent, and exceeded the client’s value expectation, despite current industry concerns.