Representative transactions

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  The SpyGlass Group, Inc.

  Western Reserve Partners served as the exclusive investment banker to The SpyGlass Group, Inc. in its recapitalization by an investor group led by Crane Investment Company.  The transaction was led by Managing Director David Dunstan, Director Charles Aquino and Vice President Andrew Male of the firm’s Business Services and Consumer group, who were supported by Analyst Courtney Downs.

  SpyGlass is a leading provider of niche telecommunications expense management services.  Headquartered in Westlake, Ohio, the Company’s services include audit and implementation of telecom expense savings opportunities such as recovery of funds paid in error, elimination of unnecessary services and improvement of provider cost structures.  SpyGlass serves a diverse range of customers, including private sector businesses of all sizes, government agencies, educational institutions and healthcare facilities.

  Co-Chief Executive Officers Bradley Clark and Edward DeAngelo will remain significant shareholders in the company and continue to serve in the same capacity along with the existing management team.  “Our team is thrilled to be partnering with Crane Investment Company as we continue to invest in the business and execute our long term growth strategy,” said Mr. DeAngelo.

  “It was a pleasure to represent SpyGlass on this transaction,” said Mr. Dunstan.  “SpyGlass is well positioned for continued growth given its unique sales model, compelling value proposition and proven ability to penetrate new markets.”

  Mr. Clark said, “Western Reserve’s assistance and advice were critical in finding the right partner and navigating through the process.  Their team’s expertise, responsiveness, perseverance and creativity allowed us to achieve a very favorable outcome for the company, our employees and our customers.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  R. Thompson Trucking, Inc. (portfolio company of Linx Partners LLC)

  Western Reserve Partners served as the exclusive financial advisor to R. Thompson Trucking, Inc., a portfolio company of Linx Partners, LLC, in its sale to RLJ Equity Partners, LLC. The transaction closed on December 31, 2012 and was led by Managing Partner Ralph Della Ratta, Director Kevin White and Vice President Matthew Mueller of Western Reserve’s Industrial Group, who were supported by Associate Thomas Creegan and Analyst Gregory Hill.

  Thompson Trucking is a top provider of industrial logistics solutions, serving both commercial and governmental customers in the Mid-Atlantic region. With its market-leading fleet, the Company hauls a wide range of commodities, including aggregates, scrap metal and non-hazardous waste for customers in industries such as construction, industrial recycling and waste collection and disposal.

  “We are proud to have represented Thompson’s shareholders in this transaction. With its familiarity with the Mid-Atlantic market and track record of operating successful businesses, RLJ Equity Partners is an excellent partner for the company,” Mr. Della Ratta stated.

  Mr. White, who leads Western Reserve’s transportation and logistics practice, remarked, “Thompson’s diverse, flexible fleet and outstanding customer service are unrivaled by those in its peer group. Western Reserve welcomed the opportunity to represent such a market leader.”

  The company’s existing management team, including President and CEO Richard Thompson, all will continue to serve in their current capacities. Mr. Thompson reflected, “I appreciate Linx’s stewardship in helping to grow this company, and I am excited to team with RLJ to expand our presence in the Mid-Atlantic region and along the East Coast. I am grateful for Western Reserve’s leadership and role in executing this transaction.”

  Edward Leinss, Managing Director and Founder of Linx Partners, stated, “Linx Partners is pleased to realize another successful investment for the firm. Linx greatly values its relationship with Western Reserve and is particularly satisfied with the results achieved in this transaction.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  La’szeray Technology Inc.

  Western Reserve Partners served as the exclusive investment banker to La’szeray Technology, Inc. in its recapitalization by management and an undisclosed investor.  The transaction was led by Western Reserve’s Managing Partner Ralph Della Ratta and Vice President Matthew Mueller of the firm’s Industrial Group, supported by Analysts Matthew Francati and James Petersen.

  La’szeray is an integrated manufacturer of quality, custom injection molded components and highly engineered tooling.  Headquartered in North Royalton, Ohio, La’szeray offers a full suite of value-added services, working with customers from initial product concept through completion.  La’szeray serves customers operating in a diverse range of industries, including consumer, aerospace, military and healthcare.

  “La’szeray is a true entrepreneurial success story.  The company’s technological leadership, exceptional customer relationships and remarkable track record of growth since its founding in 1998 are a testament to Ray Seuffert’s leadership, the strength of the management team and the dedication of the company’s employees,” said Mr. Della Ratta.  “It has been a pleasure working with La’szeray, and we are excited to introduce a new partner that will allow the company to continue building upon its success.”

  “I am thrilled that our recapitalization will provide us with greater opportunities to continue to grow and provide our customers with the high-quality products and exceptional customer service they have come to expect from La’szeray,” said Raymond Seuffert, La’szeray’s founder and CEO.  “I am grateful for the guidance and insight Western Reserve provided in working with us to find an excellent business partner who will allow La’szeray the opportunity to achieve its long term goals.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  Tenere Inc. (portfolio company of Stonehenge Partners Inc.)

  Western Reserve Partners served as the exclusive investment banker to Tenere Inc., a portfolio company of Stonehenge Partners, Inc., in the sale of the business to The Watermill Group, a strategy-driven private investment firm based in Lexington, Massachusetts.  The transaction was led by Managing Director Joseph Carson and Vice President Rebecca White of the Industrial Group, supported by Analyst Christopher Santagate.

  Headquartered in Dresser, Wisconsin, Tenere is a full-service designer and fabricator of complex metal and plastic components and assemblies.  Tenere fabricates sheet metal, injection molded products and machined products, as well as providing integration and system-level assembly services for original equipment manufacturers (OEMs) in the network communications, enterprise software, agriculture, medical and aerospace industries.

  “We enjoyed representing Tenere’s shareholders and working with the management team through this process,” said Ms. White.  “As a result of Stonehenge’s longstanding partnership, Tenere was well-positioned with strong leadership, state-of-the-art facilities and excellent customer relationships.  Watermill’s strategic insight and management expertise will make for a very valuable partnership going forward.”

  “I believe Tenere’s potential is limitless,” said Jon Fisk, Tenere’s chief operations officer. “We’re approaching a critical phase in the growth of our company, and Watermill is the right partner to help us expand and scale to the needs of our customers.”

  Of working with Western Reserve, Stephen Kimpel, Principal at Stonehenge, said, “We appreciate the expertise and dedication that the Western Reserve team put into this process to ensure a successful outcome for our shareholder group and provide an ideal partner for Tenere’s management team and employees.”

  Stonehenge Partners, based in Columbus, Ohio, manages $700 million in committed mezzanine debt and equity capital and is currently investing from a $250 million fund.  Stonehenge targets investments of $5 million to $25 million with a focus on companies with strong market positions in Niche Manufacturing, Value-Add Distribution, Business Services, and Healthcare.

  The Watermill Group is a strategy-driven private investment firm that revitalizes companies to reach their full potential. For more than three decades, Watermill has been acquiring, operating and improving companies. Watermill looks for businesses at a crossroads and applies a unique combination of strategic insight and management expertise to re- imagine their future and drive growth.

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  Avtron Industrial Automation Inc. (portfolio company of Morgenthaler Private Equity)

  Western Reserve served as the exclusive investment banker to Avtron Industrial Automation Inc. (“AIA”), a portfolio company of Morgenthaler Private Equity (“Morgenthaler”), in its sale to Nidec Corporation (“Nidec”).  The transaction closed on September 28, 2012 and was led by Managing Director Joseph Carson and Vice President Matthew Mueller of the Industrial Group, supported by Associate Matthew Reus and Analyst Gregory Hill.

  Headquartered in Independence, Ohio, AIA is a leading provider of highly engineered control and automation solutions for heavy industries where operational uptime and throughput are critical to customers’ profitability.  The company’s encoder products, drive systems solutions and service offerings are key components for the precise control of the motion of heavy industrial equipment.  Applications include: oil and gas drilling rigs, port cranes and hoists, mining shovels and draglines, maritime vessel propulsion systems and continuous mill machinery such as steel rolling mills and paper machines.

  “We were delighted to represent AIA’s shareholders and to work with the management team on this transaction,” said Mr. Carson.  “With Morgenthaler’s backing, AIA has achieved a strong record of growth and developed a market leading position in industrial encoder products and drive system solutions.  The combination with Nidec represents a powerful partnership and is a great outcome for both companies.”

  Dennis Anderson, AIA’s President, stated “Western Reserve’s strategic direction was critical for our management team in navigating the sale process, which resulted in the right strategic partner for us. We are excited to combine our deep engineering expertise and North American market presence with Nidec’s operations and global reach.”

  Of working with Western Reserve, Peter Taft, Partner at Morgenthaler Private Equity said, “We are very pleased with the guidance Western Reserve provided us in executing this transaction.  Their expertise and dedication to consummating the transaction resulted in a very favorable outcome.”

  Morgenthaler is a leading private equity and venture capital firm with nearly $3 billion under management.  For over 40 years, the firm has dedicated to helping build value in more than 300 companies. With private equity locations in Cleveland, OH, and Boston, MA, Morgenthaler focuses on the lower-middle market with transaction values between $25 – $150 million and EBITDA in excess of $5 million. The private equity firm makes investments in profitable, family and entrepreneur businesses and corporate divestitures in two sectors: highly-engineered manufacturing and business services.

  Founded in 1973, Nidec is a manufacturer and distributor of electric motors and related components and equipment with headquarters in Kyoto, Japan.  The company provides discrete and variable speed motors and pumps, electronic motor controls and other electronic components. Nidec comprises over 160 consolidated and affiliated subsidiaries, with over 100 manufacturing and sales locations in 24 countries with more than 105,000 employees.

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  Osmose Holdings, Inc.

  Western Reserve served as the exclusive investment banker to Osmose Holdings, Inc. in its sale to funds managed by Oaktree Capital Management, L.P. Western Reserve also rendered a fairness opinion to the Board of Directors of Osmose in connection with the transaction.

  Founded in 1934 and based in Buffalo, New York, Osmose operates in three business segments:

  Wood Preservation — Manufacturer and marketer of wood preservation and treatment technology

  Utilities Services — Provider of pole maintenance, pole restoration, field survey services, engineering services and storm response

  Railroad Services — Provider of bridge services including construction, engineering, inspection, maintenance and repair

  Oaktree, headquartered in Los Angeles, California, is a leading global investment management firm focused on alternative markets, with $77.9 billion in assets under management as of March 31, 2012.

  James Spengler, President and Chief Executive Officer of Osmose, will continue to serve in the same capacity along with Osmose’s existing management team.  “Osmose has built very strong brand recognition and a solid reputation for innovative products and services, excellent customer service, best in class safety performance and good growth prospects across all its business segments which attracted Oaktree to seek a partnership with management to pursue strategic growth plans.  Oaktree can provide substantial additional resources and is committed to investing in Osmose to help us expand our product and service offerings and to better meet and exceed our customers’ expectations,” said Mr. Spengler.

  Ian Schapiro, Oaktree Managing Director, said, “We are delighted to have the opportunity to invest in Osmose and to provide the Company with additional resources and capabilities to expand its product and service offerings, invest in additional research and development, and deliver superior customer service. We look forward to working with Osmose’s world-class management team to continue to build on the Company’s success.”

  Leading the transaction for Western Reserve were Managing Directors Ralph Della Ratta and Joseph Carson, supported by Vice President Rebecca White, Associate David Helsel and Analysts Courtney Downs and Matthew Francati.

  “Osmose and Oaktree are leaders in their respective fields, and we are honored to have worked with such fine organizations,” said Mr. Della Ratta.  “We look forward to watching Osmose take its success to the next level with the help of a financial partner.”

  Of working with Western Reserve, Mr. Spengler said, “Western Reserve provided tremendous support and guidance throughout the transaction.  They had a nuanced understanding of the deal’s complexities and impartially advised Osmose’s Board each step of the way.  Our shareholders recognize the value that Western Reserve added and thank them for their unwavering dedication.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  Simbionix USA Corporation

  Western Reserve acted as exclusive financial advisor to Simbionix USA Corporation in its September 2008 $7 million private placement of Series C Convertible Preferred Stock.  The lead investor was River Cities Capital Funds, and co-investors included Early Stage Partners LLC, a current Simbionix shareholder.

  Simbionix, headquartered in Cleveland, Ohio, is the world’s leading provider of innovative and effective virtual reality simulation products and solutions for clinical education and training of medical professionals.  The company’s products, which are protected by 20 global patents and pending and provisional applications, accelerate best-practice medical training, advance clinical performance and improve patient safety.  In addition to its Cleveland operations, Simbionix has a world-class R&D facility in Lod, Israel and e-learning operations in Denver, Colorado.

  River Cities Capital Funds, based in Cincinnati, Ohio, is one of the most active and experienced venture funds investing in the Midwest and Southeastern U.S.  Early Stage Partners, based in Cleveland, Ohio, provides venture capital financing to the Midwest’s most promising early stage technology companies.

  Simbionix Chief Executive Officer Gary Zamler said, “We cannot be more pleased with Western Reserve’s thoughtful advice in structuring the transaction and best approach to the market.  Their effort in arranging this financing in a very difficult market was outstanding.  We look forward to a long relationship with Western Reserve as we execute our strategic plan.”  

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  Island One, Inc.

  Western Reserve acted as financial advisor to Island One, Inc. in its reorganization by Timeshare Acquisitions LLC.

  Island One, based in Orlando, Florida, is one of the largest privately-held timeshare developers in the U.S.  At the time of the transaction, the company had grown from a single site to an organization that had acquired, developed and re-developed nine properties in Florida and the U.S. Virgin Islands.  Island One’s affiliate, Club Navigo, allowed customers to gain access to a larger network of 29 affiliate resorts.

  Initially engaged in 2009, Western Reserve represented Island One in a pre-bankruptcy recapitalization process and eventually a Chapter 11 bankruptcy case.  During bankruptcy, Western Reserve executed both a bankruptcy recapitalization process and a fee for service sale process, producing the chosen reorganization partner, Timeshare Acquisitions LLC.  Timeshare Acquisitions LLC is a holding company owned and formed by a hedge fund to acquire the reorganized equity interest in Island One.  Western Reserve collaborated with the existing creditors and the reorganization partner to develop an innovative solution that was satisfactory to the bankruptcy court.  Island One retained operation of its eight resorts in Florida and divested of certain other inventory and assets, and the company’s executive team remained intact.

  Deborah Linden, Board Co-Chair of Island One, said, “Western Reserve was instrumental in finding and maintaining the interest of a capital partner that understands the industry and can integrate and implement our growth strategy.  For the past 20 months, the team has provided great service and advice, helping our company to arrive at the best possible outcome for all vested parties.  We are now financially and structurally well-positioned to capitalize upon a very deliberate strategy for growth.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

   

   

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  Astor & Black Custom Clothiers, Ltd.

  Western Reserve served as the exclusive financial advisor to Astor & Black Custom Clothiers, Ltd. in its recapitalization by Castanea Partners.

  Founded in 2004 by CEO David Schottenstein, Astor & Black is a leading purveyor of finely tailored custom clothes, including fully-canvassed, handmade suits, shirts and casual apparel.  The company, based in Columbus, Ohio, utilizes its network of professional clothiers and cutting-edge internet technologies to offer unparalleled product quality, customer service and price points relative to those offered by conventional department store brands and shop-owner tailors.  Astor & Black counts high profile business executives, professional athletes and celebrities among its customers and is the official clothier of Bentley Motors.

  Mr. Schottenstein sought to bring on a private equity investor to both achieve partial liquidity and partner with an experienced operator of luxury apparel companies to help develop and execute the company’s growth plans.  Through a competitive, yet highly confidential process, Western Reserve introduced Astor & Black to a range of financial partners and managed the marketing and transaction negotiation processes.

  Astor & Black was recapitalized by Castanea in March 2011. Castanea Partners, headquartered in Boston, Massachusetts, is a private equity firm that owns branded consumer product companies such as Betsey Johnson, Ippolita, Urban Decay and Donald Pliner, among others.

  Mr. Schottenstein said, “Western Reserve’s team provided an incredible amount of insight and assistance throughout this process.  Their team members were helpful, responsive and ensured that we achieved the desired result.  Matching us with a sterling firm like Castanea will enable us to continue our rapid growth.  I could not have been more pleased.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.

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  ESSCO Inc. (portfolio company of MCM Capital Partners)

  Western Reserve served as the exclusive investment banker to MCM Capital Partners in the firm’s sale of ESSCO, the leading distributor of floor care products to independent storefront and internet retailers in the United States.  ESSCO was acquired by Cardinal Equity Partners, an Indianapolis-based private equity firm.

  Founded in 1924 and based in Twinsburg, Ohio, ESSCO distributes over 12,000 SKUs of floor care cleaning equipment and consumable parts, including products from Hoover, Kirby, Bissell, Oreck and Panasonic.  ESSCO’s unique nationwide distribution network allows it to provide time sensitive floor care retailers with the fastest lead times and broadest product selection in the industry.  ESSCO is also a leading provider of drop ship services for specialty floor care internet retailers and internet order fulfillment services for mass merchant retailers.

  Leading the transaction for Western Reserve was Managing Director David Dunstan, Vice President Andrew Male and Analyst Jessica Fleck.  Western Reserve also represented ESSCO in its original sale to MCM Capital Partners in 2005.

  “Western Reserve is proud to have represented ESSCO in its sale first to MCM and now to Cardinal,” said Mr. Dunstan.  “ESSCO has built the leading nationwide distribution platform and an exceptional management team under MCM’s guidance.  The company, now the well entrenched market leader, is exceptionally well positioned for future growth.”

  Steve Ross, Managing Director and Partner of MCM Capital Partners, said of Western Reserve’s involvement, “The Western Reserve team executed a highly efficient process that allowed MCM to realize an excellent return for its shareholders and find an ideal partner for ESSCO’s management team and employees going forward.”

  ESSCO Chief Executive Officer Tom Bianco said, “Western Reserve’s assistance was critical for our management team throughout the sale process.  Our team is excited to be partnering with Cardinal Equity Partners as we continue to develop new and innovative ways to best service the floor care industry.”

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  The testimonials presented are applicable to the individuals depicted and may not be representative of the experience of others.  The testimonials are not paid and are not indicative of future performance or success.