Transactions

Mar 2017 J.T. Shannon Lumber Company

J.T. Shannon Lumber Company

Montezuma, Indiana

Bengur Bryan and Equity Partners HG advised The J.T. Shannon Lumber Company on the sale of its Superior Hardwoods division, including its state of the art sawmill located in Montezuma, Indiana to the Baillie Lumber Company of Hamburg, New York.

The J.T. Shannon Lumber Company is a leading manufacturer of precision cut hardwood lumber with revenue of approximately $85 million annually. Up until the sale, J.T. Shannon operated three related businesses: a sawmill/lumber manufacturing business, lumber concentration yards, and an engineered wood flooring manufacturing business.  After the sale of the Montezuma sawmill, the Company’s remaining operations are located predominately in Horn Lake, Mississippi, just outside of Memphis.  In addition, J.T. Shannon has an international sales office in Shanghai, China and sales agents in Europe and Mexico.

Superior Hardwoods is located on a 60-acre site and produces in excess of 27 million board feet of lumber per year.  Due to the favorable growing conditions in the immediate area, the saw mill is able to get a very high percentage of FAS grade lumber.

 

 

Sell-Side Advisory Services on the Sale of Superior Hardwoods to Baillie Lumber Company
Jan 2017 Dedicated Transport, LLC

Dedicated Transport, LLC

Cleveland, Ohio

Bengur Bryan acted as financial advisor to Dedicated Transport, LLC in its sale to a strategic acquirer. Headquartered near Cleveland, Ohio, Dedicated Transport, LLC is a leading niche, asset-light provider of dedicated contract carriage and specialized logistics services to customers in a broad range of industries including food products, automotive, corrugated packaging, electric power generation, metal stamping, concrete additives, consumer products and oil & lubricants.

Throughout its 28 years of service, Dedicated has created a comprehensive service and technology platform that allows customers to outsource their transportation and logistics requirements, enabling them to focus on their core competencies. As a result, customers are able to reduce operating costs and improve supply chain effectiveness.  Dedicated utilizes an asset-light model that permits Dedicated to minimize capital expenditures, better manage risk, and increase free cash flow.

Sell-Side Advisory Services on the Sale of Dedicated Transport
Nov 2016 Dovell & Williams

Dovell & Williams

Baltimore, Maryland

Bengur Bryan advised Dovell & Williams on the sale of its dealerships as D&W joins the Johnson Family of Companies (JT).  Dovell & Williams, with its two ISUZU Truck Dealership locations in Glen Burnie and Frederick, Maryland, will remain a separate and stand-alone company.  Dovell & Williams will augment the Johnson Family of Companies and expand their scope of services while strengthening JT network’s footprint in the Mid-Atlantic region.

Dovell & Williams is a family-owned, leading medium duty commercial truck dealer in the Mid-Atlantic region with over a 75-year track record of selling and servicing trucks.  Nationally, the company is the number two Isuzu dealer in total number of deliveries and number three in parts sales.

Sell-Side Advisory Services on the Sale of Dovell & Williams
Aug 2016 CoreMedica Laboratories, Inc.

CoreMedica Laboratories, Inc.

Kansas City, Missouri

Bengur Bryan privately placed Series A Preferred Stock for CoreMedica in support of its future growth.

CoreMedica Laboratories Inc. is a Kansas City-based provider of cost effective laboratory blood testing for the early detection of common diseases, management of ongoing medical treatment and other wellness screening purposes.  The Company’s innovative methodology uses micro sample collection of capillary blood to provide a less expensive and more reliable alternative system to traditional venous blood collection and testing. CoreMedica’s customers include leading wellness screening providers, major retailers providing wellness screening kits and services, pharmaceutical companies and major medical research organizations and universities.

 

Private Placement and Financial Advisory Services
Jun 2016 Halo2Cloud LLC

Halo2Cloud LLC

Glastonbury, Connecticut

Bengur Bryan was engaged as Halo’s advisor to identify and provide working capital financing in support of a substantial purchase order. The financing provided support for an international based company that was engaged with international vendors.

Halo2Cloud LLC is a rising consumer based electronic device company that is committed to offering products at the nexus of fashion and function, with an emphasis on both aesthetics and simplicity. Halo offers its customers unique and high quality merchandise at affordable price points. Halo is featured often on QVC and is recognized for exciting and creative products. The Company has created numerous products that are highly acclaimed and have achieved record sales levels within QVC.

 

Advisory Services to Identify and Provide Working Capital Financing in Support of a Substantial Purchase Order
Jun 2016 Integrus Holdings, Inc.

Integrus Holdings, Inc.

Sterling, Virginia

Bengur Bryan & Co., Inc. advised Integrus on arranging a $32 million senior debt facility and a subordinated debt issuance of $3 million in order to refinance the Company’s existing senior and subordinated debt to support future corporate development initiatives.

Integrus is an integrated designer, developer and marketer of quality tableware and related merchandise across multiple channels domestically and internationally. The company has developed its own world renowned brand name products, as well those of third party brands, that have penetrated the commercial foodservice, the consumer products, and special event markets. Integrus has market penetration that includes over 70% of all the four and five star hotels in North America as well as leading retailers.

 

Advisory Services
May 2016 Rowe Industries

Rowe Industries

Pembroke Park, Florida

Bengur Bryan advised Rowe Industries on its sale of its Silicone Tape business to Seal It Services, Inc., a subsidiary of the UK based Seal It Services Limited which is a subsidiary of Astral Poly Technik Ltd, India. The sale included Rowe’s Silicone ER Tape, first used by the US Military, an award-winning silicone repair tape for emergencies and all-purpose repairs. ER Tape creates an air-tight, waterproof seal in seconds. ER Tape has 950 psi tensile strength, insulates 8,000 volts per layer, and withstands temperatures up to 500° Fahrenheit.

Seal It Services purchased the ER Tape brand and associated production plant, as well as exclusive manufacturing rights. This transaction facilitates Seal It Services’ entry into the US market and provides it with a lucrative product line addition for its international markets.

Bengur Bryan advised and negotiated the terms of the transaction on behalf of Rowe Industries with Seal It Services and Astral Poly Technik. Bengur Bryan’s senior bankers were involved in all steps of the transaction from the initial meetings through closing. The work included site visits, due diligence, interacting with the purchaser’s accounting advisors, negotiating the purchase price, reviewing and finalizing terms of the purchase agreement with the buyer’s and seller’s legal teams.

About Rowe Industries

Rowe Industries is also the leader in the manufacture of high voltage silicone wire for the US market. Rowe designs, manufactures, and tests its own silicone rubber compounds in-house, allowing complete control over material quality.

About Seal It Services

In 2014, Seal It Services established a joint venture agreement with Astral Poly Technik Ltd – an Indian PLC and one of that country’s fastest growing manufacturers of pipes and piping systems. This partnership has enabled the company to further its aggressive plans for expansion on a truly global scale. For almost two decades, the company has been a manufacturer of high performance, high quality building chemicals such as sealants, adhesives, grouts, cleaners, expanding foams, fillers, decorating sundries and other similar products.

About Astral Poly Tecknik LTD

Astral Poly Technik Limited (BSE: 532830 | NSE: ASTRAL) was established in 1999 with a single-minded purpose to manufacture absolutely the best plumbing & drainage system in India. Astral today manufactures CPVC plumbing systems for both residential and industrial applications, and also ASTM solvent weld lead free PVC plumbing systems.

Sell Side Advisory Services in the Sale of the Silicone Tape Business to Seal It Services, Inc.
Mar 2016 The Sandbox Group

The Sandbox Group

Bengur Bryan advised the Sandbox Group on a $40 million private placement for the purposes of refinancing existing debt facilities and to provide acquisition and growth capital. The financing was a combination of preferred equity and senior debt capital to support the Company’s needs.

The Sandbox Group is a full service marketing and advertising agency with operations across North America. The Sandbox Group was formed by four agencies with decades of proven results, coming together to create a new, single agency with one purpose: to focus squarely on their clients, work, people and the collaborative ethos that ties it all together. The agency offers strategic marketing, planning, and creative development, for all media and digital strategy solutions across various end markets

Alaris Royalty Corp. provided the preferred equity and The PrivateBank provided the senior debt to support the transaction and growth strategy of the company.

Private Placement and Financial Advisory Services
Dec 2015 Self Industries, Inc.

Self Industries, Inc.

Birmingham, Alabama

Bengur Bryan & Co., Inc. advised Self Industries, Inc. in its sale to Ringmetall AG.

Ringmetall AG, an exchange-listed, German-based company providing specialty products to the industrial packaging industry for transport of hazardous materials, has acquired Self Industries, Inc.  Self Industries will continue to operate under the same name and management structure serving its North and Central American customers with specialty closure systems, gasketing solutions and specialty stamped parts.

Self Industries is the leader in manufacturing, distributing, and selling locking rings for industrial drums and component parts including gaskets, nuts and bolts and other accessories for steel, plastic and fiber drums and pails.

Sell-Side Advisory Services in the Sale to Ringmetall, AG
Jul 2015 PointEast, Ltd.

PointEast, Ltd.

Hong Kong

Bengur Bryan & Co., Inc. acted as a financial advisor in Tau Capital Group’s investment in PointEast, Ltd.

PointEast is a production management and custom design company that services the collectible and theme park industries, including Disney and Universal Studios and other marketing channels located primarily in the U.S.

Financial Advisory Services
Dec 2014 PF Growth Partners, LLC

PF Growth Partners, LLC

Bengur Bryan & Co., Inc. arranged a $58.75M senior debt facility for PF Growth Partners, LLC which was provided by a syndicate of lenders, including GE Capital, Bank of Montreal and Wintrust. In addition, Bengur Bryan raised $35M of preferred equity from Alaris Royalty. The proceeds of the transaction will be used to fund new club growth and a distribution to shareholders.

PF Growth Partners, LLC is a top Planet Fitness franchisee based in Maryland with locations in Tennessee and Florida.

Financial Advisory Services in the Arrangement of a Senior Debt Facility, Which Was Provided by a Syndicate of Lenders
Nov 2014 Dunbar Armored, Inc.

Dunbar Armored, Inc.

Hunt Valley, Maryland

Bengur Bryan & Co., Inc. arranged a senior debt facility for Dunbar Armored, Inc., which was provided by a syndicate of lenders.

Dunbar Armored, Inc. is the largest non-institutionally owned cash and valuable management solutions company in the United States, and is a provider to the retail, financial, government, education and healthcare sectors. Since their inception in 1923 the Company has been family owned and remains a leader in providing innovative solutions to its customer base, including bar code scanning, smart safes and routing software.

Financial Advisory Services in the Arrangement of a Senior Debt Facility, Which Was Provided by a Syndicate of Lenders
Oct 2014 American National Rubber

American National Rubber

Huntington, West Virginia

Bengur Bryan & Co., Inc. represented American National Rubber (“ANR”) in the sale of its Bun Processing Division to Jacobs & Thompson, Inc.

American National Rubber (“ANR” or the “Company”), located near Huntington, West Virginia, is a leading manufacturer of closed cell sponge rubber products.  Prior to the sale of its Bun Processing Division ANR’s products included both full buns, split sheets and rolls which are used in a variety of industrial products including automotive parts, building materials, construction and for other industrial applications. ANR will now focus exclusively on the manufacture of full bun products for the sale to fabricators, die cutters and other further closed cell rubber processors.

Financial Advisory Services in the Sale of the Bun Processing Division to Jacobs & Thompson, Inc.
Aug 2014 Doctor’s Choice Home Care, Inc.

Doctor’s Choice Home Care, Inc.

Sarasota, Florida

Bengur Bryan & Co., Inc. arranged a senior debt working capital facility for Doctor’s Choice Home Care, Inc., a portfolio company of Evolve Capital, provided by Triumph Healthcare Finance.

Doctor’s Choice Home Care is a Medicare certified home health agency that provides skilled nursing, therapy, and home aide services along the west coast of Florida. Doctor’s Choice currently has seven locations in Florida.

Financial Advisory Services in the Arrangement of a Senior Debt Working Capital Facility
Aug 2014 Aspire Home Care & Hospice

Aspire Home Care & Hospice

Tishomingo, Oklahoma

Bengur Bryan & Co., Inc. arranged a senior debt working capital facility for Aspire Home Care & Hospice (Home Health Holdings), a portfolio company of Evolve Capital, provided by Triumph Healthcare Finance.

Founded in 1996, Aspire Home Care & Hospice, is a provider of Medicare home healthcare and hospice services in southern Oklahoma. Aspire’s aide services include skilled nursing, therapy and home health. The company currently has 13 locations and is headquartered in Tishomingo, Oklahoma.

Financial Advisory Services in the Arrangement of a Senior Debt Working Capital Facility
Jul 2014 ElectroCraft, Inc.

ElectroCraft, Inc.

Dover, New Hampshire

Bengur Bryan acted as exclusive financial advisor to ElectroCraft, Inc. in its purchase of Hansen Corporation and arranged $5.5 million of senior subordinated debt and equity. The acquisition of Hansen combined with the substantial ElectroCraft product lines and motion solutions portfolio presents comprehensive solution for fractional horsepower electric motors, servo/stepper drives and motion control.

The benefit of the acquisition goes beyond the complimentary products and services. ElectroCraft welcomes the Hansen Engineering team to its substantial worldwide design group. Both groups are known for custom and configured solutions in their respective markets and the combined team will bring further innovation. The design teams are also supported by the venerable global manufacturing groups of both companies. “The most compelling aspect of the combination of Hansen and ElectroCraft is the value that it brings to our customers. Hansen and ElectroCraft have very complimentary motion control portfolios and the integration of the companies will allow us to better service the project needs of our existing and future customers,” said ElectroCraft CEO, Mike Karsonovich.

Buy Side Advisory Services in the Acquisition of Hansen Corporation
Feb 2014 J.J. Haines & Co., Inc.

J.J. Haines & Co., Inc.

Glen Burnie, MD

Bengur Bryan acted as financial advisor to the Board of Directors of Haines in its strategic acquisition of CMH Space Flooring Products, Inc. (“CMH”).

Haines is the largest floor covering distribution company in the country, providing commercial and residential flooring products and installation, maintenance and adhesives products. Haines’ operations cover the Mid-Atlantic and Southeast U.S. CMH represents a complementary opportunity for Haines as a distributor of flooring products throughout the southeastern U.S.

Buy-Side Advisory Services in the Acquisition of CMH Space Flooring Products, Inc.
Feb 2014 PJPA, LLC

PJPA, LLC

Pennsylvania

PJPA, LLC was founded and financed by Bengur Bryan in 1999. Through development and acquisitions, PJPA, LLC became one of the largest U.S. franchisees of Papa John’s International, Inc. with stores in Pennsylvania, Delaware and New Jersey.

Bengur Bryan advised PJPA, LLC in the sale of all of its Pennsylvania stores to Bajco Philadelphia, LLC. Following the transaction, PJPA, LLC continues to own and operate 25 Papa John’s stores in Delaware and New Jersey.

Sell-Side Advisory Services in the Sale of PA stores to Bajco Philadelphia, LLC
Nov 2013 CSS Antenna, Inc.

CSS Antenna, Inc.

Edgewood, MD

Bengur Bryan acted as financial advisor to CSS Antenna, Inc. in the sale to JMA Wireless.

JMA wireless is a family-owned, private corporation, headquartered in Syracuse, NY with additional offices in Germany, Italy, India and China. JMA is focused exclusively on wireless technology solutions. CSS, based in Edgewood, MD, specializes in the production and design of wireless antennas and filters. CSS will join the JMA family of products as a subsidiary.

Sell-Side Advisory Services in the Sale to JMA Wireless
Jul 2013 Sequel Youth and Family Services, LLC

Sequel Youth and Family Services, LLC

Round Hill, VA

Bengur Bryan acted as Sequel’s adviser in the private placement of $127.5 million of preferred equity and senior notes.

Sequel Youth and Family Services, LLC develops and operates programs for at-risk and delinquent youths through residential facilities and community-based programs located in Iowa, Wyoming, Arizona, Michigan, Florida, Idaho, North Carolina, and Alabama.

Private Placement: $127.5 million of Preferred Equity and Senior Notes
Feb 2013 Dedicated Transport, LLC

Dedicated Transport, LLC

Bengur Bryan acted as financial advisor to Dedicated Transport, LLC in the sale of its subsidiary, All Star Transportation, LLC to a strategic acquirer.

Based in Tampa, Florida, All Star Transportation is a value-added provider of bulk transportation and other specialized logistics services in the United States. Since 1996, All Star has transported hazardous and non-hazardous liquid bulk chemicals, primarily serving the waste water treatment industry.

Headquartered near Cleveland, Ohio, Dedicated is a leading niche, asset-light provider of dedicated contract carriage and specialized logistics services to customers in a broad range of industries including metal stamping and package manufacturing, water treatment, power generation, food products and janitorial supplies.

Sell-Side Advisory Services in the Sale of All-Star Transportation, LLC
Dec 2012 Mission Critical Electronics, Inc.

Mission Critical Electronics, Inc.

Santa Ana, California

Bengur Bryan acted as financial advisor to Mission Critical Electronics, Inc. (MCE), a portfolio company of Evolve Capital, in privately placing $22.8 million of senior notes with Praesidian Capital and Plexus Capital.

Based in Santa Ana, California, MCE is a leading manufacturer of mission critical, specialized electronic products. The Company is the preeminent provider of electronic products to the $4.0 billion EV market, and a dominant player in multi-billion dollar sub-segments of the marine and telecom markets, having significant brand recognition for durable and quality products capable of withstanding the most extreme environments possible.

Evolve Capital is a private equity firm focused exclusively on leveraged recapitalizations of entrepreneurial businesses. Evolve was founded in 2005, but its principals have been partnering with entrepreneurs since 1993. It seeks to partner with companies with $2.5 to $4.0 million of EBITDA and a track record of growth.

Private Placement of $22.8 Million of Senior Notes
Jun 2012 Kinard Trucking, Inc

Kinard Trucking, Inc

York, PA

Bengur Bryan acted as financial advisor to Kinard Trucking, Inc. and its affiliates (“Kinard”), in the sale to A&S Services Group, LLC, a portfolio company of Larsen MacColl Partners.

A&S is a provider of trucking, warehousing and logistics services to shippers in the Mid-Atlantic region. A&S provides premium levels of service requiring expedited delivery of products for manufacturers and distributors throughout the Northeast and Mid-Atlantic U.S.

Kinard, based in York, PA, is a provider of short-haul trucking and warehousing services. It serves customers across a number of industries such as food, textiles, apparel, furniture, appliances, chemicals, non-bulk petroleum products, rubber, plastics, and metal and wood products. Kinard will operate as a division of A&S Services Group, LLC.

Sell-Side Advisory Services in the Sale to A&S Services Group, LLC
May 2011 Hospice Source

Hospice Source

Dallas, Texas

Bengur Bryan acted as financial advisor to Hospice Source, a portfolio company of Evolve Capital, in privately placing $10.5 million of senior subordinated notes with Westbury Capital Partners.

Based in Dallas, TX, Hospice Source is a full service home medical equipment company providing a full range of respiratory therapy and durable medical equipment specifically to hospice providers and their patients

Evolve Capital is a private equity firm focused exclusively on leveraged recapitalizations of entrepreneurial businesses. Evolve was founded in 2005, but its principals have been partnering with entrepreneurs since 1993. It seeks to partner with companies with $2.5 to $4.0 million of EBITDA and a track record of growth.

Private Placement of $10.5 Million of Senior Subordinated Notes
Mar 2011 CommutAir

CommutAir

South Burlington, Vermont

Bengur Bryan acted as financial advisor to Champlain Enterprises, Inc., d/b/a CommutAir, in privately placing lease financing for five Bombardier Q300 turboprop aircraft and senior subordinated notes to fund the integration of the aircraft into CommutAir’s operation.

CommutAir is a privately-owned regional airline headquartered in South Burlington, Vermont and operates as United Express and Continental Connection. The Company provides scheduled passenger air transportation to and from the Newark and Cleveland hubs, and surrounding cities in eight states and Canada, under contract to United Continental Holdings, Inc. (NYSE:UAL) using a fleet of modern Bombardier turboprop aircraft.

Private Placement of Lease Financing and Senior Subordinated Notes
Mar 2011 DM Transportation

DM Transportation

Bengur Bryan acted as financial advisor to DM Transportation in the sale to an affiliate of Evans Delivery Company of the 50% interest of DM not already owned by Evans.

DM Transportation is the largest inbound freight management company in the U.S. focused on supply side logistics for the direct marketing industry.

The Evans Network of Companies is a market-leading logistics company with over $250 million in annual revenue. The Evans Network has a a fleet of over 1,650 tractors and 110 terminals throughout the country, providing transportation services in the intermodal, flatbed, brokerage and van trucking markets.

Sell-Side Advisory Services in the Sale to an Affiliate of Evans Delivery Company
Dec 2010 Dunbar Armored

Dunbar Armored

Hunt Valley, MD

Bengur Bryan acted as exclusive financial advisor and placement agent to Dunbar Armored in conjunction with Dunbar’s $55 million debt facility.

Dunbar Armored, Inc. is a leading nationwide provider of technologically advanced, integrated cash management, logistics, and loss prevention solutions through a global array of innovative products and services tailored to meet the needs of its global financial institution, government and retailer customers. Dunbar is also the largest independent armored car company in the nation dedicated to safeguarding valuables.

Advisory Services and Private Placement in Conjunction with Dunbar's $55 Million Debt Facility
Sep 2010 Cuisine Solutions Inc.

Cuisine Solutions Inc.

Alexandria, VA

Bengur Bryan acted as financial advisor to the Special Committee of the Board of Directors of Cuisine Solutions, Inc. in the private placement of $8,000,000 of Convertible Subordinated Notes with certain Affiliates of the Company. Cuisine Solutions produces and markets fully cooked, frozen, and prepared foods to foodservice, on board services, retail, military, and national restaurant chain businesses in the United States and Europe.

Cuisine Solutions, Inc. is a producer and marketer of premium, fully-cooked, frozen and prepared foods to a variety of channels and geographic regions. The Company believes that it is recognized in the market place as having the highest quality frozen food product line in the world. Cuisine is a pioneer in the process called “sous-vide” which means “under vacuum” in French. Sous-vide is a unique and gentle method of cooking which allows the cellular structure of food to remain intact while also pasteurizing the product. The food’s natural moisture and juices are retained, preserving its flavor, aroma, and nutrients.

The Company has manufacturing sites in Alexandria, VA, Louviers and Le Pertre, France and a minority interest in a facility in Puerto Montt, Chile that produces Atlantic salmon, whitefish and shellfish.

Advisory Services and Private Placement of $8 Million of Convertible Subordinated Notes
Dec 2009 Sequel Youth and Family Services, LLC

Sequel Youth and Family Services, LLC

Round Hill, VA

Bengur Bryan acted as exclusive financial advisor to Sequel in its acquisition of Three Springs, Inc. and the private placement of $40 million of common equity and subordinated and senior debt.

Sequel Youth and Family Services, LLC develops and operates programs for at-risk and delinquent youths through residential facilities and community-based programs located in Iowa, Wyoming, Arizona, Michigan, Florida, Idaho, North Carolina, and Alabama.

Three Springs is a nationally-recognized leader in youth services founded in 1985 to provide therapy and education to adolescents struggling with emotional, behavioral and learning issues. Three Springs is headquartered in Huntsville, Alabama operates 18 programs in various states including Alabama, Florida, North Carolina, Indiana, Idaho and Arizona.

Buy Side Advisory Services and Private Placement of $40 Million of Common Equity and Subordinated and Senior Debt
Sep 2009 Cuisine Solutions Inc.

Cuisine Solutions Inc.

Alexandria, VA

Bengur Bryan provided a fairness opinion to the Special Committee of the Board of Directors in the Company’s going private transaction.

Cuisine Solutions, Inc. is a producer and marketer of premium, fully-cooked, frozen and prepared foods to a variety of channels and geographic regions. The Company believes that it is recognized in the market place as having the highest quality frozen food product line in the world. Cuisine is a pioneer in the process called “sous-vide” which means “under vacuum” in French. Sous-vide is a unique and gentle method of cooking which allows the cellular structure of food to remain intact while also pasteurizing the product. The food’s natural moisture and juices are retained, preserving its flavor, aroma, and nutrients.

The Company has manufacturing sites in Alexandria, VA, Louviers and Le Pertre, France and a minority interest in a facility in Puerto Montt, Chile that produces Atlantic salmon, whitefish and shellfish.

Financial Advisory: Fairness Opinion
Aug 2009 Aprimo, Inc.

Aprimo, Inc.

Indianapolis, IN

Bengur Bryan provided valuation services to Aprimo, Inc.

Aprimo is a leading provider of Enterprise Marketing Management (EMM) software to marketing organizations around the world. Aprimo’s software offering utilizes service oriented architecture (SOA) to achieve its core functionality of providing fluid marketing management through automating business processes. The core vision of Aprimo, since its 1998 inception, has been to increase the effectiveness of each marketing professional within its customer organizations. Aprimo has created a product suite that creates accountability for investments, differentiates against customers, and promotes alignment across the marketing value chain.

Valuation Services
Dec 2008 American National Rubber

American National Rubber

Georgetown, DE

The assets of American National Rubber (ANR) were purchased by D&B Industrial Group of Georgetown, Delaware. D&B owns and operates manufacturing companies in the plastics, wire and cable, and medical industries.

American National Rubber is a leading manufacturer of closed cell sponge products. Products include stripping, gaskets, seals, insulators and convoluted tubing as well as full buns and sheets formed by electronically controlled vacuum splitters. Closed cell sponge rolls up to 400 feet long are manufactured using spliced joints that enable longer lengths and are virtually impossible to detect. The Company also offers value added products using pressure sensitive adhesives applied to closed cell sponge products. ANR will continue to produce the high quality rubber products it has been known for over the last 50 years. All products will continue to be sold under the American National Rubber brand name. Please visit www.anr-co.com for a complete list of products and services.

Sell-Side Advisory Services in the Sale to D&B Industrial Group
Nov 2008 PJPA, LLC (Papa John’s Pizza Franchisee)

PJPA, LLC (Papa John’s Pizza Franchisee)

Pennsylvania

PJPA is a Papa John’s Pizza franchisee serving Pennsylvania, Delaware and New Jersey. Bengur Bryan acted as financial advisor to and arranged the financing for PJPA in its acquisition of 37 Papa John’s locations in the Philadelphia market.

Papa John’s International is the third largest pizza company in America. As of December 28, 2008, Papa John’s had 3,380 restaurants (615 company- owned and 2,765 franchised) operating in 50 states, District of Columbia, Puerto Rico, and 29 international markets. Papa John’s is the recognized quality leader among national pizza companies and today remains committed to its heritage of making a superior-quality, traditional pizza.

Buy-Side Advisory Services in the Acquisition of 37 Papa John's Locations
Oct 2008 Carchex

Carchex

Hunt Valley, Maryland

Bengur Bryan provided financial advisory services to Carchex of Maryland, Inc.

Headquartered in Hunt Valley, MD, Carchex is the trusted online resource for extended service protection and national mobile vehicle inspection. An innovator in pre-purchase vehicle inspection programs, CARCHEX provides consumers with the information and tools they need to purchase or protect their vehicles and gain peace of mind. The company’s commitment to protecting automotive consumers translates into an intuitive process for comparing extended vehicle protection.

Financial Advisory
Apr 2008 Sequel Youth and Family Services, LLC

Sequel Youth and Family Services, LLC

Round Hill, VA

Bengur Bryan acted as exclusive financial advisor and placement agent in conjunction with Sequel’s private placement of $10 million of senior notes.

Sequel Youth and Family Services, LLC develops and operates programs for at-risk and delinquent youths through residential facilities and community-based programs located in Iowa, Wyoming, Arizona, Michigan, and Florida.

Financial Advisory Services and Private Placement of $10 Million of Senior Notes
Mar 2008 The James Myers Company, Inc.

The James Myers Company, Inc.

Beltsville, MD

Bengur Bryan provided financial advisory services to The James Myers Company, Inc. The James Myers Company, Inc. is a closely held specialty roofing contractor engaged primarily in roofing installation and repair/maintenance for the commercial building industry. Founded in 1978 by James and Ellen Myers, the Company is headquartered in Beltsville, Maryland.

Financial Advisory
Oct 2007 Pipeline Transportation, Inc.

Pipeline Transportation, Inc.

Middleburg, FL

Bengur Bryan advised Pipeline Transportation, Inc. on, and privately placed financing for, its recapitalization.

Pipeline Transportation, Inc., headquartered near Jacksonville, Florida, is a leading provider of petroleum transportation, fuel inventory management and other fuel supply services throughout Florida and parts of Georgia. Pipeline transports gasoline, diesel and jet fuel from bulk storage facilities to a variety of retail, wholesale and government customers spanning approximately 300 locations with its modern fleet of 43 tractors and 53 specialized tank trailers.

Financial Advisory and Private Placement of Financing for Recapitalization
Sep 2007 Pemco Aviation Group, Inc.

Pemco Aviation Group, Inc.

Dothan, AL

Bengur Bryan advised Crows Nest Aviation in acquiring the Commercial Services Division (PWAS) of Pemco Aviation Group, Inc. (NASDAQ: PAGI).

Pemco World Air Services provides commercial aircraft maintenance and modification services on a contract basis to the owners and operators of commercial aircraft.

Read the press release about the transaction.

Buy Side Advisory Services in the Acquisition of Commercial Services Division of Pemco Aviation
Nov 2006 Agency Holding Company, Inc.

Agency Holding Company, Inc.

Baltimore, MD

Bengur Bryan provided financial advisory services to Agency Holding Company, Inc. of Maryland, Inc., the holding company for Agency Services, Inc. and Agency Insurance Company of Maryland, Inc.

Agency Services, Inc. is a leader in the insurance premium finance industry. ASI facilitates a simple and cost effective method to borrow money to pay MAIF personal and commercial insurance premiums within Maryland. ASI has financed billions of dollars in premiums over the last 25 years.

Agency Insurance Company of Maryland, Inc. concentrates on the insurance market for high-risk (“non-standard”) auto insurance. The non-standard market not only includes people with poor driving records, but also good drivers who own exotic cars, seasonal workers who let their insurance lapse, young drivers who are not included on their parents’ policies and non-English-speaking drivers.

Financial Advisory
Oct 2006 GWW Associates, LLC

GWW Associates, LLC

Hunt Valley, MD

Bengur Bryan & Co., Inc. provided the management of GWW Associates, LLC financial advisory services in connection with GWW’s purchase of Preferred Membership Interests in Flagship Atlantic Dairy, LLC.

Kennilworth Holdings, Inc. (“Kennilworth”) is a merchant banking firm that sponsored the formation of Flagship Atlanta Dairy, LLC. As part of their business and involvement in the formation of the entity, Kennilworth formed GWW Associates, LLC and North Park Associates, LLC to invest in the newly formed Flagship Atlanta Dairy, LLC (“Flagship”).

Flagship Atlanta Dairy, LLC was formed to create a major regional fluid milk processor in the Southeastern region of the United States through a combination of acquisitions and internal growth. The first milk processing operation acquired by Flagship was the New Atlanta Dairies Division (“NAD”) of Farmland Dairies, LLC located in Atlanta, Georgia. Farmland Dairies was the surviving entity from the bankruptcy re-organization of Parmalat USA.

Buy Side Advisory Services in the Purchase of Preferred Membership Interests in Flagship Atlantic Dairy, LLC
Sep 2006 Vanns Spices, Ltd.

Vanns Spices, Ltd.

Baltimore, MD

Bengur Bryan & Co., Inc. provided financial advisory services to Vanns Spices, Ltd.

Vanns Spices, Ltd. manufactures over 350 different high quality herbs and spices. Products are sold through foodservices distributors, specialty retailers, supermarkets, restaurants, and other channels. In addition to its own brand, Vanns supplies many of its customers with private label spice products. The Company also helps develop top flight seasoning recipes for a wide variety of mustards, barbecue sauces, condiments, salad dressings, marinades and rubs.

Financial Advisory
Jul 2006 American Mechanical Systems (AMS)

American Mechanical Systems (AMS)

Laurel, MD

Bengur Bryan & Co., Inc. advised the management of American Mechanical Services (AMS) in the buyout from its parent company, the ServiceMaster Company (NSYE: SVM).

AMS is a leading nationwide provider of heating, ventilation and air conditioning (HVAC) installation, repairs, sales and services to commercial, industrial, institutional and governmental property owners and managers. Through its 13 locations throughout the U.S., AMS forms strategic partnerships with its customers to assist them with the long term management of the HVAC systems in their facilities.

ServiceMaster is a $3 billion provider of residential and commercial services including lawn care and landscape maintenance, termite and pest control, home warranties, disaster response and restoration, and house cleaning. ServiceMaster brands include TruGreen ChemLawn, Terminix, American Home Shield and Merry Maids.

For a press release announcing the transaction please go to the Press Room on the ServiceMaster web site.

Financial Advisory Services in the Buyout from the ServiceMaster Company
Jul 2006 Educational Testing Service

Educational Testing Service

Princeton, New Jersey

Bengur Bryan & Co., Inc. advised Educational Testing Service (ETS), the world’s premier educational assessment and research organization, in the acquisition of Assessment Training Institute, Inc. (ATI).

ETS is the world’s largest private, nonprofit educational testing and measurement organization and a leader in education research. ETS’s 2,500 employees produce and administer nearly 20 million tests annually in over 180 countries. ETS serves individuals, educational institutions and government agencies around the world.

ATI is a professional development services company that provides administrators and teachers with competencies related to in-class assessment. Its approach, known as Assessment FOR learning, turns the classroom assessment process and its results into an instructional intervention designed to increase student learning.

Buy Side Advisory Services in the Acquisition of Assessment Training Institute, Inc.
Apr 2006 LD Philly, LLP

LD Philly, LLP

Philadelphia, PA

Bengur Bryan & Co., Inc. privately placed limited liability limited partnership interests to fund the start-up and growth of this Philadelphia-based franchisee of Let’s Dish! International, Inc.

Let’s Dish! International, Inc. is an innovative store-based, home meal replacement concept where you can make eight or 12 family-friendly dishes in a fun and friendly environment. Or, the Let’s Dish! staff will prepare your dishes for you—you just pick them out and pick them up. The dishes are designed to be taken home, frozen and cooked when you need them. Let’s Dish! does the menu planning, grocery shopping, prep work and clean up, so consumers can avoid the headache, the hassle and the mess.

Private Placement of Limited Liability Limited Partnership Interests to Fund the Start-Up and Growth of a Let's Dish Franchisee
Jan 2006 PJPA, LLC

PJPA, LLC

Pennsylvania

PJPA is a Papa John’s Pizza franchisee serving Central and Eastern Pennsylvania. Bengur Bryan acted as financial advisor to PJPA in its acquisition of substantially all of the assets of PJ-Wil, LLC, the Papa John’s franchisee for the state of Delaware.

Papa John’s International is the third largest pizza company in America. As of December 31, 2004, Papa John’s had 2,829 restaurants (569 company-owned and 2,260 franchised) operating in 49 states and 10 international markets. Papa John’s also owns or operates an additional franchised 118 Perfect Pizza restaurants in the United Kingdom. Papa John’s is the recognized quality leader among national pizza companies and today remains committed to its heritage of making a superior-quality, traditional pizza.

Buy Side Advisory Services in the Acquisition of 10 Delaware Stores
Nov 2005 Red, Hot & Blue Restaurants

Red, Hot & Blue Restaurants

Baltimore, MD

Bengur Bryan & Co., Inc. provided financial advisory services to Red, Hot & Blue Restaurants, Inc. in the repurchase of a portion of its outstanding Preferred Stock.

Red Hot & Blue Restaurants, Inc. operates and franchises casual dining restaurants that serve Memphis-style barbeque including “wet” and “dry” ribs, chicken, “pulled” pork shoulder, and beef brisket. The restaurants feature recorded rhythm and blues music and music memorabilia in a casual dining environment. The restaurants also offer carry-out and catering services.

Buy Side Advisory Services in the Repurchase of a Portion of Its Outstanding Preferred Stock
May 2005 WaterMark Paddlesports, Inc.

WaterMark Paddlesports, Inc.

Easely, South Carolina

Bengur Bryan & Co., Inc. advised WaterMark Paddlesports, Inc. in the sale of its watersports division to Confluence Watersports Company. WaterMark is a portfolio company of Arcapita, a $4 billion Atlanta-based private equity firm. Bengur Bryan advised WaterMark on its financial and strategic alternatives relating to its watersports division and subsequently initiated and negotiated the transaction.

WaterMark is the second largest manufacturer and marketer of kayaks and paddlesports equipment in the world. WaterMark’s watersports division includes Dagger touring and whitewater kayaks, Perception touring and whitewater kayaks, Mainstream recreational kayaks, Islander sit-on-tops, Harmony paddlesports accessories, and AT Paddles.

Confluence Watersports Company, located in Trinity, North Carolina, is the third largest manufacturer and marketer of kayaks and paddlesports equipment in the world. Confluence is the parent company for Wilderness Systems touring kayaks, Wave Sport whitewater kayaks, Mad River Canoe, Velocity paddles, and Voyageur water sports accessories.

Confluence is a portfolio company of American Capital Strategies, Inc. (NASDAQ: ACAS), a publicly traded buyout and mezzanine fund, with capital resources of approximately $5 billion.

Sell Side Advisory Services in the Sale to Confluence Watersports Company
Mar 2005 Monarch Rubber Company

Monarch Rubber Company

Baltimore, MD

Bengur Bryan & Co., Inc. advised Monarch Rubber Company in its sale to Armacell International GmbH. Bengur Bryan advised Monarch and its shareholders on its financial and strategic alternatives and subsequently initiated and negotiated the transaction.

Monarch, a 75 year-old family-owned business, is a leading manufacturer and developer of high quality cellular rubber and plastic foam materials used in automotive, electronic, footwear, sporting goods, marine and other industrial applications.

The Munster, Germany-based Armacell is a global market leader in flexible foam insulations and technical foams. Armacell has 18 production facilities in North and South America, Asia, Australia and Europe. Armacell is a portfolio company of Gilde Investment Management N.V., a Dutch investment company, and CVC Capital Partners, a leading multinational private equity firm.

Sell Side Advisory Services in the Sale to Armacell International GmbH
Jan 2005 Avalon Natural Products

Avalon Natural Products

Petaluma, CA

Bengur Bryan & Co., Inc. advised certain shareholders of Avalon Natural Products, a leading international marketer of natural and organic personal care products, in the sale of their equity interests to North Castle Partners.

Avalon is one of the largest and most rapidly growing international marketer of natural and organic personal care products located in the United States. The Company market three leading product lines: Avalon Organics, Alba and Unpetroleum Avalon’s brands collectively, are generally ranked in the top five in market share in the hair care, skin care, soap and bath, and deodorant categories in natural products supermarkets. All Avalon branded products are free of animal ingredients and are not tested on animals. The Company’s products are under a stringent set of ingredient standards to conform to its definition of “natural.” Avalon is the first company to market a full line of body and skin care products using a significant level of certified organic ingredients.

North Castle Partners is the leading private equity firm focused exclusively on consumer businesses dedicated to Healthy Living & Aging.

Private Placement and Financial Advisory Services in the Sale of Equity Interests to North Castle Partners
Nov 2004 Sospenders : A Division of WaterMark Paddlesports, Inc.

Sospenders : A Division of WaterMark Paddlesports, Inc.

Arcata, California

Bengur Bryan & Co., Inc. advised WaterMark Paddlesports, Inc. in the sale of its Sospenders Division, its inflatable personal flotation device business, to the Stearns Division of K2 Inc. (NYSE: KTO).

WaterMark is a portfolio company of Arcapita, a $4 billion Atlanta-based private equity firm. Bengur Bryan advised WaterMark on its financial and strategic alternatives relating to its Sospenders Division and subsequently initiated and negotiated the transaction.

Sospenders is the world’s leading manufacturer and developer of inflatable personal flotation devices (PFDs). Sospenders PFDs are used worldwide by active sportsmen including yachtsmen, hunters and fishermen and also by commercial, military and law enforcement professionals that require a PFD that provides both comfort and safety.

The Stearns Division of K2 Inc., located in Sauk Rapids, Minnesota, is a leading manufacturer and marketer of marine and outdoor sporting goods and industrial products including Shakespeare and Pflueger fishing gear, Stearns flotation devices and Shakespeare marine radio antennas.

K2 Inc. is a $1.2 billion, Carlsbad, California-based, premier, branded consumer products company with a portfolio of leading brands in the sporting goods and recreational products industries. Its products include ski, skateboard, outdoor marine, hunting and fishing accessories; outdoor apparel; paintball products; baseball and softball equipment; and ATV accessories.

Private Placement and Sell Side Advisory Services in the Sale to the Stearns Division of K2 Inc.
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