Periculum Completes Senior Debt Placement for Morgan Foods, Inc.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce it has completed a senior debt placement for Morgan Foods, Inc. and its wholly owned subsidiary American Soy Products, Inc. (“Morgan” or the “Company”).

The debt placement, structured as a working capital revolver and term loan, allowed the Company to refinance its existing debt and fund future growth.

As a long-term client of Periculum’s Corporate Development and Treasury Services offering, this is the second transaction Morgan has engaged Periculum to execute. Periculum also assisted Morgan with its acquisition of American Soy Products in 2018 and has worked with the Company on previous capital structure projects.

Periculum’s role in this debt placement was to design and execute a customized process to solicit proposals from a targeted list of potential lenders that would accomplish the Company’s current and future capital needs. As a result, Morgan was able to obtain a multi-bank revolving line of credit and term loan facility from a top tier bank group capable of supporting the Company’s long-term growth initiatives. The bank group was led by Bank of America, with participation from JP Morgan Chase Bank and PNC Bank.

The Company relied on Periculum to run the process given Periculum’s extensive lender relationships and experience in the debt capital markets. In addition to designing the customized debt placement solicitation process, Periculum assisted Morgan with information preparation, outreach to and ongoing communication with prospective lenders, negotiation of term sheets, documentation and the closing. Periculum also supported Morgan’s finance team by helping them build a robust financial forecasting capability – this is a key differentiator of Periculum’s Corporate Development and Treasury Services offering.

Steve Hankins, Chief Financial Officer of Morgan, reflected on the positive outcome saying, “The Periculum team did an excellent job of identifying potential lenders and managing the financing process. Periculum’s involvement really helped us prepare and position our story to receive the best available structure and terms.”

About Periculum Capital Company, LLC
Periculum is a leading investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.

Periculum Advises Select Home Health Services, Inc. in its Sale to Fortis Home Health and Hospice, LLC.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce it has advised Select Home Health Services, Inc. (“SHHS” “Company”), a leading home healthcare service provider, in its sale to Fortis Home Health and Hospice, LLC (“Fortis”), a portfolio company of Grant Avenue Capital, LLC (“Grant Avenue”).

Periculum helped SHHS find an ideal financial partner within an expedited timeline while exceeding stakeholders’ transaction expectations.

SHHS is a market-leading home healthcare service provider that was experiencing significant growth, in-part because of post-pandemic increases in demand for home-based healthcare. SHHS ownership engaged Periculum to find a financial partner with deep expertise in home-based healthcare investing who was pursuing a national buy and build strategy in which SHHS could become a regional platform. Ownership desired liquidity but wanted to continue to be significant owners of a larger platform for growth.

SHHS has been experiencing dramatic growth due to strong increases in demand for home-based healthcare services driven by aging demographics and post-pandemic preference changes from the elderly and their families. Select needed to find a financial partner that had a national platform SHHS could become part of to realize the opportunities with which SHHS was being presented. SHHS engaged Periculum to run a targeted process to find such a partner.

SHHS had spent the prior two years enabling its operations with the best technology tools, so Periculum positioned the company as a technology-enabled regional home-based care platform and contacted a large set of private equity and strategic buyers with a focus on this type of opportunity. SHHS gained traction with several ideal buyers early in the process, so Periculum accelerated narrowing the buyer pool very quickly. SHHS selected Fortis and Grant Avenue by signing a letter of intent only forty-one days after Periculum began reaching out to potential buyers. Grant Avenue then moved equally as fast to complete due diligence and closed the deal just forty-nine days later, exactly on the schedule and at the value they outlined when the LOI was executed.

"Two of the SHHS owners, Tim Leonard and Michael Shide, shared how important it was to them to get a transaction closed before the end of 2021 even though we did not begin calling potential buyers until August 19th of 2021. When we recognized the significant amount of interest the market had in SHHS, we suggested a unique approach to Tim and Michael that had some risk but might enable us to get a deal done more quickly without sacrificing the quality of our financial partner or the valuation of the Company,” said Sean Frazer, Managing Director with Periculum Capital Company. “The SHHS and the Grant Avenue teams worked around the clock for forty-nine days to get the deal done – we couldn’t have asked for better clients or a better buyer.”

“The founding members of our company did not take the decision lightly when seeking a firm to oversee our transaction process. From beginning to end Periculum focused on our goals and provided a highly professional and effective service,” said Tim Leonard, Co-Founder and President of SHHS. Michael Shide, Co-Founder and Vice President added, “Periculum listened to our objectives, were knowledgeable of our industry, and were strategic and calculated with their processes.”

“The leadership team of Select Home Health is well known in the Midwest market for providing exceptional care to individuals and their families. We plan to accelerate the expansion of Select and our broader home-based care platform, Fortis Home Health and Hospice, through continued investment in the clinical and leadership teams combined with strategic acquisitions, partnerships and de novo launches,” said Buddy Gumina, founder and managing partner of Grant Avenue Capital. “Periculum’s high-touch approach with consistent, senior-level attention was critical in making the recapitalization process with the Select founders smooth and effective. Simply put, the Periculum team was absolutely outstanding.”

About Periculum Capital Company, LLC
Periculum is a leading investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.

Periculum Advises Revelant Technologies in Recapitalization and Growth Equity Investment by Inoca Capital Partners, LLC.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce it has advised Revelant Technologies (“Revelent” “Company”), a leading Mulesoft implementation and integration partner, in its recapitalization and growth equity investment by Inoca Capital Partners, LLC.

Based in Indianapolis, Revelant Technologies is a leading Mulesoft implementation and integration partner, serving government, commercial and non-profit clients. Revelant’s architects and consultants are experts in complex, multi-system integrations of legacy and new systems using custom-built software as well as Mulesoft. Mulesoft is the world’s leading integration platform for Service Oriented Architecture, Software as a Service and Application Programming Interfaces.

With Mulesoft’s acquisition by Salesforce, the Revelant ownership team recognized a large opportunity to grow its Mulesoft business and realized that they needed capital to fund growth while at the same time they wanted to diversify their personal holdings in the Company. They engaged Periculum to pursue a financial partner that could bring the financial resources to the table in addition to the expertise and experience to help them scale and grow the Company to capture the Mulesoft opportunity. They also wanted to pursue putting in place a succession plan for their roles on the team.

“The Periculum team helped us navigate the uncertainty of the market during the pandemic and arrive at a partnership with Inoca Capital Partners. Inoca was the perfect partner because they had relevant experience having recently helped scale and sell a similar company,” said Bob Braun, one of the three owners of Revelant. “Periculum listened to our goals for succession planning and growth and provided valuable guidance throughout our process.”

This deal marks Periculum’s third technology transaction since the fourth quarter of 2020. The firm continues to build on its software and technology expertise, providing capital markets and liquidity solutions for venture and non-venture backed emerging growth and later-stage companies. Whether it is a growth-focused recapitalization or a returns-acceleration event for venture capital investors, Periculum’s tailored solutions provide the flexibility to ensure all stakeholders are positioned for long-term success.

About Periculum Capital Company, LLC
Periculum is a leading investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.

Periculum Announces Completed Sale of Central States Enterprises, LLC's Two Grain Terminal Elevators to ADM

Periculum Capital Company, LLC (“Periculum”) is pleased to announce it has completed the sale of Central States Enterprises, LLC’s (“CSE” “Company”) two grain terminal elevators to ADM (NYSE: ADM). The elevators are located in northeastern Indiana and consist of a combined licensed grain storage of 30 million bushels.

Periculum has been CSE’s exclusive Financial Advisor for several years, completing multiple debt placements, a minority equity sale, and other periodic assignments. Periculum was pleased to once again be of service to the Company.

Headquartered in Heathrow, Florida, CSE has had significant grain origination operations in Indiana for the past 45 years.

About Periculum Capital Company, LLC
Periculum is a leading investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.

Periculum Announces Three Promotions

Periculum Capital Company, LLC (“Periculum”) is pleased to announce three promotions.

Brian Mihelic has been promoted to Managing Director. Brian joined Periculum in 2017 as a Director and has contributed significantly to the firm’s strategy and growth. In addition to managing sponsor coverage efforts, Brian co-leads the firm’s growing technology practice. Chris Caniff, Senior Managing Director of Periculum, stated “In his time with the firm, Brian has brought a wealth of prior experience in working with middle market companies while helping to further develop and grow Periculum. We are excited for him to help us continue to advance the firm while assuming more leadership responsibilities as a Managing Director.”

Zainab Bass, formerly a Vice President of Periculum, is now a Director. Zainab joined Periculum in 2013 as an Associate and has supported the firm across all service areas. Chris Caniff, Senior Managing Director of Periculum, stated “Zainab has been an integral part of our advisory practice, leading transactions from start to finish and developing a growing network. We are excited for Zainab’s well-deserved promotion.”

Matt Haskell has been promoted to Associate, formerly serving as an analyst for the firm. Joining Periculum in 2019, Matt has supported client engagements across all service areas. Chris Caniff, Senior Managing Director of Periculum, stated “Matt has been a valuable part of the team, assisting in transaction and advisory mandates alongside senior members of the firm. We are excited for his continued growth.”

About Periculum Capital Company, LLC
Periculum is a leading investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.

Periculum Announces Strategic Investment in Realync by Susquehanna Growth Equity

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the strategic investment in Realync Corp. (“Realync” or the “Company”) by Susquehanna Growth Equity (“Susquehanna”). Periculum acted as the exclusive financial advisor to Realync.

Based in Indianapolis and Chicago, Realync is the industry standard for multifamily real estate virtual marketing, leasing, and engagement solutions, providing a robust platform for harnessing rich media content that facilitates a more immersive end-to-end resident experience. The Company’s B2B SaaS solutions have been widely adopted by leading property management companies who rely on Realync to accelerate sales cycles, increase lead-to-lease conversion rates, and facilitate site-unseen leasing in a modern virtual environment. The Company’s cloud-based video platform empowers real estate professionals to virtually connect with their customers to improve the customer experience, garner unique insights, and transact more efficiently.

Virtualization of labor-intensive in-person transactions has rapidly gained acceptance across industries over the last five years. The onset of the COVID-19 pandemic served as an unprecedented accelerant, pushing laggard markets five to ten years into their technology future. Realync has long been on the forefront of this trend and served as an essential partner as large multifamily clients moved their operations, across both leasing and management, into a virtualized, cloud-based environment. Partnering with Susquehanna allows Realync to accelerate its delivery of virtual leasing and engagement technologies within the multifamily industry, delivering a wholistic engagement solution that covers the entire customer lifecycle.

In May of this year, Realync engaged Periculum to pursue a partner that would support the Company’s substantial growth, while allowing management to continue to execute their long-term vision. Through targeted outreach to existing Periculum relationships, Susquehanna emerged as the ideal candidate to partner with for the Company’s next stage of growth.

This deal marks Periculum’s third closed deal, and second software transaction, in the last sixty days. The firm continues to build on its software and technology expertise, providing capital markets and liquidity solutions for venture and non-venture backed emerging growth and later-stage companies. Whether it is a growth-focused recapitalization or a returns-acceleration event for venture capital investors, Periculum’s tailored solutions provide the flexibility to ensure all stakeholders are positioned for long-term success.

About Periculum Capital Company, LLC
Periculum is a leading investment banking firm serving the corporate finance needs of emerging growth and middle market companies. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include mergers and acquisitions, capital markets and restructuring advisory, and specialized merchant banking services.

M&A Market Update

Resilience During Market (and social) Uncertainty

While much of the market pulled back as economic uncertainty prevailed, Periculum has remained committed to our role of providing direction and guidance regardless of market conditions. We have been steadfast throughout 2020, continuing to work diligently with both current clients and potential prospects on key strategic decisions. Our persistence has driven strong results for our clients over the last nine months.

Is overall deal volume down year-over-year? Absolutely. In spite of this, we continue to see significant interest and premium valuations for well-performing businesses across a variety of industries. The lack of quality deals, coupled with the enormous amount of dry powder sitting on the sidelines, creates favorable sell-side dynamics for businesses that have proven to be resilient through the pandemic. For businesses that have been adversely affected by COVID-19 and may be forced to sell due to lender risk appetite, there are unique transaction structures ranging from earn-outs to seller notes that can successfully bridge any potential valuation gaps between sellers and buyers.

As the US election looms, business owners increasingly need to consider the impact of potential tax changes on their net proceeds. If there is a change of administration, we believe most tax changes will likely take effect in 2022, making 2021 a critical transaction year. Periculum remains engaged and active, having closed three sell-side transactions in the last sixty days. Please contact us if you would like to learn more about our process and how we have found success for our clients during this challenging time.

About Periculum Capital
Periculum is a leading investment banking firm serving the corporate finance needs of emerging growth and middle market companies. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include mergers and acquisitions, capital markets and restructuring advisory, and specialized merchant banking services. www.periculumcapital.com

Periculum Advises Instrument Development Corporation in its Sale to Berks Group

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the acquisition of Instrument Development Corporation (“IDC” or the “Company”), a portfolio company of Monument Capital Partners (“Monument”), by BERKS Group (“BERKS”). Periculum acted as the exclusive financial advisor to IDC.

Headquartered in Mukwonago, Wisconsin, IDC is a leading ultra-precision low volume, high value manufacturer and critical vendor for the world’s top defense companies. IDC manufactures to print close tolerance, ultra-precision machined components primarily used for a wide variety of guidance and targeting systems in missiles, warfighter weapons, and fighter aircraft. Since its founding in 1987, the Company’s brand recognition and reputation for delivering high quality, complex products has resulted in the award of several key long-term recurring programs from leading defense contractors.

With global military spending continuing to rise, IDC is well-positioned to utilize its extensive knowledge base and state-of-the-art equipment to capitalize on significant growth opportunities. IDC’s existing investors and stakeholders were evaluating opportunities to transition this investment while positioning the Company’s management team for long-term future success. IDC engaged Periculum to execute a focused and customized process to select a long-term partner to provide the necessary capital to effectively back the management team to continue to grow the business. After running a targeted process to candidates with industry experience, the Company’s shareholders and management determined that BERKS was the best partner to provide the financial and strategic support necessary to facilitate IDC’s next phase of growth.

“We are extremely excited to have BERKS Group as our new partners to continue the foundation IDC has built since 1987,” said Joe Schaffer, CEO of IDC. “Periculum did an outstanding job running a focused process that resulted in us finding an ideal partner with the long-term investment horizon, family values, and capital resources needed for the continued growth of IDC, its employees, and its customers.”

"IDC is an outstanding company with a strong business foundation including excellent leadership and strong customer relationships.” said Jay Longbottom, BERKS Group Operating Partner. "It is a perfect fit for BERKS' precision manufacturing platform."

Periculum has remained steadfast throughout 2020, continuing to work diligently with both current clients and potential prospects on key strategic decisions. Our persistence is driving strong results as we approach Q4 despite the common narrative that M&A activity is largely on hold due to the uncertainty surrounding COVID-19. Periculum continues to see significant interest and premium valuations for well-performing businesses across a variety of industries. We remain engaged and active, having executed three Letters of Intent in the last two weeks for sell-side transactions expected to close in Q3 2020. Please contact us if you would like to learn more about our process and how we have found compelling success for our clients during this challenging time.

About Periculum Capital Company, LLC
Periculum is a leading investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services. www.periculumcapital.com

Periculum Advises ATLAS 3D, Inc. in its Sale to Siemens

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the sale of Atlas 3D, Inc. (“Atlas 3D”) to Siemens. Atlas 3D will join Siemens Digital Industries Software, where its solutions will expand Siemens’ additive manufacturing software capabilities. Periculum acted as the exclusive financial advisor to Atlas 3D. The transaction builds upon Periculum’s expertise in advising early-stage technology companies.

Headquartered in Plymouth, Indiana, Atlas 3D develops software that works with direct metal laser sintering (DMLS) printers to automatically provide design engineers with the optimal print orientation and requisite support structures for additive parts. Atlas 3D’s lead product, the cloud-based, GPU-accelerated Sunata™ software, is able to identify how best to orient and support parts for metal 3D printing by simulating more than 100 intelligently selected orientations in near real time. Using advanced thermal distortion analysis, the Sunata™ solution heightens efficiency and lowers costs by replacing traditional trial-and-error production methods with advanced computer simulations, while enhancing customers’ ability to produce metal parts in a repetitive, high-quality manner.

Atlas selected Periculum to execute a customized process to select a partner that would meet the objectives of the shareholders, including achieving a successful valuation and providing an opportunity for Atlas 3D employees on a larger platform. Periculum had discussions with a targeted group of global, strategic companies within the additive manufacturing market. Siemens differentiated itself given its additive manufacturing expertise, robust resources and capabilities, and the opportunity it will provide for Atlas 3D employees. Both parties are looking forward to integrating Atlas’ Sunata™ software with Siemens’ robust additive manufacturing solutions to further establish Siemens’ market leadership.

Chad Barden, Chief Executive Officer of Atlas 3D, reflected on the positive outcome saying, “The Periculum team helped us secure an outstanding partner in Siemens. Periculum’s guidance and experience was valuable throughout the process. We are excited to partner with Siemens.”

“We welcome Atlas 3D to the Siemens community as the newest member of our additive manufacturing team. Our solutions industrialize additive manufacturing for large enterprises, 3D printing service bureaus, design firms, and CAD designers,” said Zvi Feuer, Senior Vice President, Manufacturing Engineering Software of Siemens Digital Industries Software.

About Periculum Capital Company, LLC
Periculum is a leading Midwestern investment and merchant banking firm serving the corporate finance needs of early-stage and established middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.
www.periculumcapital.com

Periculum Advises Express Funeral Funding, LLC in its Sale to Messenger LLC

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the sale of Express Funeral Funding, LLC (“EFF” or the “Company”) to Messenger LLC (“Messenger”). Periculum acted as the exclusive financial advisor to EFF.

Headquartered in Clarksville, Indiana, Express Funeral Funding is the largest privately-held insurance assignment company in the United States. The Company provides partial- and full- funding of at-need insurance policies for funeral homes and cemeteries across the U.S. EFF has maintained a reputation for outstanding customer service that allows funeral homes to provide families immediate funding of at-need insurance policies. Funeral homes benefit through streamlined claims administration utilizing EFF’s intuitive online portal and an improved cash flow cycle. The Company was founded in 2007 by Steve Calloway and Mike Wilson, who were later joined by their sons Aaron Calloway and Michael Wilson, Jr. to take active roles in managing the business.

Express Funeral Funding selected Periculum to execute a customized process to identify a partner that would meet the objectives of the Calloway and Wilson families, as well as the existing management team. Their primary objectives included achieving an attractive valuation for the business and identifying a partner that could smoothly transition leadership roles from Steve and Mike to Aaron and Michael, while supporting the Company’s significant growth trajectory. Periculum ran a targeted process to both strategic and private equity investors resulting in substantial buyer interest. Messenger, a market-leading provider of stationery products and related services to funeral homes across North America, clearly differentiated themselves throughout the process given their position and reputation in the marketplace and ability to support and accelerate the Company’s growth objectives. Both parties are excited about the partnership and its potential for existing account growth while expanding within the funeral industry.

Steve Calloway, President of EFF, reflected on the positive outcome saying, “The Periculum team did an excellent job of identifying potential acquirers and managing the transaction process. This outcome would not have been possible without their experience and expertise.”

“We are extremely excited to be working with the Express team to further grow this business,” said Kevin Keane, Messenger’s President. “This transaction is core to Messenger’s strategy of more fully serving the needs of our funeral home customers.”

About Express Funeral Funding, LLC
Founded in 2007, Express Funeral funding is the largest privately-held insurance assignment
funding company in the U.S. The Company eliminates the challenges of working with insurance companies by limiting administration, providing immediate payment, and advancing complete policy funds.
www.expressfuneralfunding.com

About Messenger
Messenger LLC, headquartered in Auburn, Indiana, was founded in 1913 by Frank Messenger who started in the religious calendar business and has since become the leading provider of stationery, funeral service items and personalization services. Focused on being a trusted partner to funeral professionals, Messenger delivers time saving solutions to increase customer satisfaction and add value. Messenger provides quality product and technology solutions with quick lead times and exemplary service, an extensive line-up of well-known brands and licensed artists, exclusive partnerships and one of the most experienced and extensive sales teams in the funeral industry.
www.messengerllc.com

About Periculum Capital Company, LLC
Periculum is a leading Midwestern investment and merchant banking firm serving the corporate finance needs of middle market companies. The firm was founded in 1998 to provide sophisticated financial advisory and transaction services. Periculum is committed to achieving superior outcomes for its clients by delivering customized investment banking services that maximize value while still meeting clients’ individual goals and objectives. The firm’s primary services include M&A, capital markets, and restructuring advisory, as well as specialized merchant banking services.
www.periculumcapital.com