Customized Solutions. Superior Execution.
Western Reserve’s professionals have directly executed over 300 mergers and acquisitions transactions collectively valued at nearly $20 billion. Each engagement is tailored to our client’s specific objectives and relevant market dynamics. Thoughtful advice, keen market insight and well-crafted transaction processes have resulted in over 80% of our sell-side engagements closing at valuation ranges that meet or exceed expectations. Our clients include closely-held businesses, domestic and international public companies, private equity firms and family offices.
Western Reserve’s sell-side advisory services include:
In each assignment, Western Reserve analyzes all aspects of the business in order to provide the most informed representation possible. We then work with our client to tailor an appropriate transaction strategy, be it a targeted process or broad auction. We work closely with our client to select the appropriate buyer and negotiate the full list of transaction parameters.
Our efforts complement those of our clients’ lawyers, accountants, consultants or other advisors in the preparation of the definitive purchase agreement and other pertinent closing documentation. We believe that when closing a transaction, it is all in the details (e.g. representations and warranties; indemnification caps, baskets and survivals periods; and working capital adjustments), and we pride ourselves on our ability to effectively identify and negotiate these points. Our professionals have completed over 140 advisory assignments in public company processes, providing us with a unique understanding of complex valuation considerations, confidentiality concerns and other corporate governance matters.
Western Reserve believes that access to international buyers and investors is fundamental to maximizing value for our clients. As a member firm of Oaklins, we have direct access to international buyers and investors through a network of over 700 professionals operating in more than 40 countries. Our senior professionals have completed over 40 international transactions in nearly 20 countries, and two senior bankers have worked as expatriate executives.
Western Reserve acted as exclusive financial advisor to Main Street Gourmet in its sale to Clover Capital Partners LLC.
Main Street Gourmet, headquartered in Cuyahoga Falls, Ohio, was founded in 1987 by childhood friends Steve Marks and Harvey Nelson. Today, the company is a leading provider of frozen bakery items, including whole grain and all natural muffins, brownies, cookies, granolas and other specialty desserts. Main Street Gourmet is well recognized for its expertise in customizing recipes for many premier food retailers, bakery-cafes, in-store bakeries, restaurants and delis.
Shareholders retained Western Reserve to assist in a potential sale of the company and the identification of a partner with the resources to support the management team’s growth plans. Western Reserve confidentially introduced the company to a range of financial and strategic buyers and assisted in negotiating key transaction terms.
In April 2011, Main Street Gourmet was acquired by Clover Capital, a private equity firm based in Los Angeles, California. The shareholders retained an ongoing ownership interest to share in the economic benefit of the company’s future growth potential.
Messrs. Marks and Nelson said, “Western Reserve’s expertise, wisdom and experience provided an immense amount of comfort and security throughout the process. We were thoroughly impressed with their commitment to keep our best interests first while achieving our strategic and financial objectives. We are truly fortunate to have selected Western Reserve to handle this transaction.”
. . .
Western Reserve acted as exclusive financial advisor to PECO II, Inc. (NASDAQ: PIII) in its sale to Lineage Power Holdings, Inc., a portfolio company of The Gores Group. Western Reserve also rendered a fairness opinion to PECO II’s Board of Directors in connection with the transaction.
PECO II, headquartered in Galion, Ohio, provides engineering and on-site installation services and designs, manufactures and markets communications power systems and power distribution equipment. As the largest independent full-service provider of telecommunications power systems, PECO II provides total power quality and reliability solutions and supports the power infrastructure needs of communications service providers in the local exchange, long-distance, wireless, broadband and Internet markets.
PECO II’s senior management and Board of Directors engaged Western Reserve to advise the company on strategic alternatives aimed at maximizing shareholder value. Western Reserve introduced PECO II to numerous financial and strategic buyers (including Lineage), facilitated a competitive bidding process, negotiated the transaction and rendered a fairness opinion to PECO II’s Board of Directors. The transaction represented a 51% premium over the company’s closing share price the day before announcement.
PECO II was acquired by Lineage in April 2010. Headquartered in Plano, Texas, Lineage, traces its heritage of patented innovation to AT&T, Bell Labs, Lucent Technologies and Western Electric. Lineage delivers reliable and intelligent power conversion solutions with energy-efficient AC-DC power supplies, DC-DC board-mounted power modules, telecom energy systems and custom power products backed by local field expertise in more than 25 locations worldwide. The Gores Group, headquartered in Los Angeles, California, is a leading private equity firm focused on acquiring controlling interests in mature and growing businesses that can benefit from the firm’s operating experience and flexible capital base.
John Heindel, Chief Executive Officer of PECO II, said, “The team at Western Reserve did an outstanding job in advising PECO’s senior management and Board of Directors as to our strategic alternatives. The combination with Lineage represents the best strategic outcome for all of our stakeholders. Western Reserve’s keen understanding of our business model and competitive landscape, together with their expertise and perseverance in maintaining a competitive process in a very difficult M&A environment, were essential in delivering superior value to our shareholders.”
. . .
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.”
. . .
Western Reserve served as the exclusive investment banker to Decanter Machine, Inc. (“Decanter”) in its sale to FLSmidth & Co. A/S (“FLSmidth”). The transaction was led by Managing Director Mark Filippell and Vice President Matthew Mueller of Western Reserve’s Industrial Group, supported by Analyst Gregory Hill. Western Reserve worked closely with Audon Partners A/S, M&A International’s Denmark affiliate, in the completion of this transaction.
Headquartered in Johnson City, Tennessee, with additional locations in South Carolina and New South Wales, Australia, Decanter is recognized as the global leader in the manufacture and repair of screen bowl, solid bowl and hyperbaric centrifuges for mineral processing applications. Decanter’s global market leadership is evidenced by its installed base of more than 550 centrifuges across eleven countries. The company has developed its strong market position as a result of its steadfast dedication to providing customers with the highest levels of service, developing and manufacturing the most technologically advanced equipment in the industry, and providing customers with durable, cost-effective repair solutions. Decanter primarily serves the global coal market, as well as a variety of other end markets that process a high volume of materials, including the ethanol, food processing, industrial chemical, potash, wastewater and white mineral industries.
“Western Reserve is proud to have worked with Decanter, who over the last 30 years has done a remarkable job of developing the company into a global leader in the mineral processing industry,” said Mr. Filippell. “We are delighted we could work to form a partnership with Decanter and FLSmidth that will allow the company to continue to strengthen its position in the global market.”
Wally Schultz, Decanter’s President, will continue to serve in the same capacity along with the company’s existing management team. “We are excited about the opportunity to join with a strategic partner that has the scale, capabilities and global leadership that FLSmidth provides. Decanter’s product line of processing equipment is a great complement to FLSmidth’s and the combination will allow FLSmidth to offer customers a complete range of centrifuge product offerings,” said Mr. Schultz. “Western Reserve did an exceptional job of providing us with insight and quality advice throughout the process. Their experience, dedication and attention to the details resulted in a very favorable outcome for our company, our employees and our shareholders. It was a pleasure to work with the Western Reserve team, and we feel fortunate to have worked with them on this transaction.”
Founded in 1882, FLSmidth is a worldwide supplier of equipment, systems, and services with headquarters in Copenhagen, Demark. The company supplies everything from single machine units to complete minerals and cement flowsheets including associated services. It serves cement, base metals, precious metals, light metals, industrial mineral, energy, phosphate and potash, pulp and paper, chemical, food and pharmaceutical, steel, and diamond industries. FLSmidth employs over 13,800 people and has operations in over 50 countries.
. . .
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. Previously, Western Reserve represented Avtron in its original sale to Morgenthaler in 2007.
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.
. . .
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.
. . .
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.”
. . .
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.”
. . .
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.”
. . .