Periculum Advises JBS United in the Sale of its Eastern Illinois Grain Business to Premier Cooperative, Inc.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce that it acted as the exclusive financial advisor to JBS United, Inc. (the “Company”) in the sale of its eastern Illinois grain business (“JBS United Grain East”) to Premier Cooperative, Inc. (“Premier”).

JBS United’s primary focus and core business is the research, development, and production of animal nutrition solutions, which has no direct connection to the grain origination and storage business. Given that, and the Company’s desire to significantly grow in the nutrition segment, JBS United decided to divest its grain business to free up management’s time and reallocate funds to additional nutrition research and development.

JBS United selected Periculum to lead the sale process because of the firm’s extensive experience and contacts in the food and agricultural markets – particularly the grain origination and storage segments. Periculum ran a formal process focused on domestic and international strategic buyers interested in entering or expanding in eastern Illinois. Following an extensive process, JBS United determined the best team to take over its eastern Illinois grain operations was Premier Cooperative. Steve Biddle, Vice President of the Grain Group, echoed this sentiment by saying, “Periculum delivered significant value to us through their experience and well thought out sale process. They identified and targeted strategic buyers that we may not have otherwise been able to attract. With Periculum’s leadership we were able to find the right buyer and a good place for our people going with the business.”

JBS United Grain East is comprised of three grain storage and merchandising facilities located in Royal, Rossville, and Collison, Illinois with significant storage capacity and a team of highly experienced grain personnel. The elevators are strategically positioned with access to multiple markets along the CSX and Union Pacific railroads, complementing Premier’s existing grain origination footprint and culture.

Periculum Advises CGS Services, Inc. in its Sale to Advanced Disposal Services, Inc.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the sale of CGS Services, Inc. (“CGS” or the “Company”), to Advanced Disposal Services, Inc. (NYSE: ADSW). Periculum acted as exclusive financial advisor to CGS in connection with the sale of the Company.

Based in Morristown, Indiana, CGS provides waste collection, recycling, and disposal services throughout eastern and central Indiana. The Company has been in business since 1946 and is known for its quality products and superior levels of service.

Periculum was engaged to conduct a customized search of potential buyers ranging from large strategic companies in the waste management industry to financial sponsors with industry expertise. CGS was a third-generation family business, making it critical that Periculum find the right partner to continue the Company’s legacy. Following management meetings with several potential buyers, the Company’s shareholders determined that Advanced Disposal was the right partner. The transaction provided superior value to shareholders while also ensuring that CGS’s customers and employees would be taken care of post-sale. “Things went exactly as Periculum described from the very first meeting and we had a very successful outcome,” said co-owner Linda Muegge. CGS’s other owner, Dana Caldwell, said “Periculum helped drive a deal structure that was not common in our industry, but was important to our family’s particular situation.”

Advanced Disposal (NYSE: ADSW), based in Ponte Vedra, FL, is the fourth largest non-hazardous solid waste management company in the U.S., as measured by revenue and provides non-hazardous solid waste collection, transfer, recycling, and disposal services for residential, commercial, and industrial customers across the Southeast, Midwest and Eastern regions of the United States, as well as in the Commonwealth of the Bahamas.

Periculum Capital Announces Its Founding of Aequus Advisors, LLC

Periculum Capital Company, LLC (“Periculum”) is pleased to announce its founding of Aequus Advisors LLC (“Aequus”), a differentiated provider of financial advisory and investment banking services focused on the unique needs of smaller companies. Co-founded and led by Kurtis Speer, Aequus offers a comprehensive range of professional services normally reserved for larger middle market companies.

Aequus’ services include sell-side representation of businesses and business owners and placements of senior debt to support growth. In addition, Aequus provides owners with guidance on the value of their businesses and strategic alternative reviews. The firm advises closely-held businesses located within 250 miles of Indianapolis with operating earnings of $1-3 million.

Kurtis Speer, Managing Director of Aequus, has extensive experience in addressing the specialized corporate finance needs of smaller clients and has served in various capital formation, advisory, and operating roles. Mr. Speer explained, “After researching the micro-cap market, I was struck by the lack of professional investment banking services for smaller firms. There are a large number of high-quality companies that are too small for traditional middle-market investment banks, but require advisory services beyond those offered by traditional business brokers.”

Chris Caniff, Senior Managing Director of Periculum, stated, “We are excited to have Kurtis as a co-founder and leader of this new firm. His considerable experience working with clients in the micro-cap segment of the middle market and serving as a private equity portfolio company executive position him well to offer the high-quality services to Aequus’ advisory clients that are typically reserved for larger middle-market companies.”

Periculum Advises Kinetrex Energy In Its Sale to Parallel49 Equity

Periculum Capital Company, LLC (“Periculum”) is pleased to announce that it acted as the exclusive financial advisor to Kinetrex Energy (“Kinetrex” or the “Company”), a wholly‐owned subsidiary of Citizens Resources (“Citizens”), in its sale to Parallel49 Equity.

Kinetrex was established by Citizens to manufacture, market, deliver, and store liquefied natural gas (LNG). LNG is natural gas that has been converted to liquid form for ease of storage or transport and is an affordable, safe, and reliable fuel alternative to diesel, waste oil, and propane. Headquartered in Indianapolis, Kinetrex has become the number one supplier of LNG in the Midwest, as well as a leading provider of pipeline natural gas (PNG) and renewable natural gas (RNG) energy solutions.

Citizens decided to sell its membership interests in Kinetrex because it determined that in order to continue to expand and maximize its already strong market position, Kinetrex would need access to additional capital that Citizens was not in the position to provide. Periculum was engaged to conduct a focused search of potential financial buyers to partner with the existing management team. Following an extensive process, Citizens’ Board of Directors determined the best partner for Kinetrex was Parallel49 Equity. “Citizens Resources was pleased to work with Periculum Capital on our sale of Kinetrex Energy to private equity investor Parallel49 Equity. The staff at Periculum helped design and close a transaction that brought benefits to Citizens Resources while positioning Kinetrex Energy to grow here in Indianapolis as a leading provider of liquefied natural gas (LNG), pipeline natural gas (PNG), and renewable natural gas (RNG) energy solutions,” said Michael Strohl, Senior Vice President, Chief Customer Officer, Citizens Energy Group.

Parallel49 Equity is a leading private equity firm that invests in profitable, well-managed, lower middle-market companies in the U.S. and Canada. Since its founding in 1996, the firm has managed over $1.2 billion of investor capital.

Periculum Advises Hahn Systems, LLC in its sale to Descours & Cabaud

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the majority sale of Hahn Systems, LLC (“Hahn” or the “Company”) to Descours & Cabaud (“D&C”), a global industrial distributor headquartered in Lyon, France. Periculum acted as the exclusive financial advisor to Hahn in connection with the sale of the Company.

Hahn is a leading wholesale distributor of construction and industrial supplies, known for its innovative fastening solutions and proven dependability.  The Company has been in business since 1938 and is headquartered in Indianapolis, Indiana with several other branch locations throughout the Midwest.

Periculum was engaged to locate a buyer that would not only meet valuation expectations, but also provide the knowledge and resources to continue to grow the business.  There were obvious active consolidators in the industrial distribution space, but Periculum, through its proprietary search process, was able to locate a unique international buyer that allowed the owner to achieve his goals. As an investment bank dedicated to creative solutions, Periculum continues to find unconventional buyers that other investment banks touting industry expertise often overlook.

Following a comprehensive process, Hahn’s President and sole owner, Scott Brown, determined that the best option was to sell the Company to D&C.  He reflected on the positive outcome by saying, “Periculum understood that while valuation was clearly important, of equal concern was finding a partner that took a long-term view of the company and one that was committed to retaining Hahn's talented workforce. Periculum did an outstanding job of meeting those diverse goals.”

D&C is a privately-owned business established in 1782 with headquarters in Lyon, France.  With 3.0 billion € in revenues in 2015 and more than 12,500 employees in 14 countries, D&C is a leading global distributor of industrial products.

Periculum Places $32 Million of Senior Debt for Auction Broadcasting Company, LLC.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce that it has completed the placement of $32 million of senior debt for Auction Broadcasting Company, LLC (“ABC” or the “Company”). The placement allowed the Company to refinance its existing debt and fund future growth. Periculum acted as the exclusive financial advisor to ABC in connection with the transaction and completed the senior placement in 30 days.

As exclusive financial advisor, Periculum’s role included running a broad process to obtain and review multiple lender proposals that included both traditional commercial banks as well as non-bank business development company lenders in order to obtain terms suitable to the Company’s needs. Periculum’s advisory role also included arranging management meetings and assisting in closing negotiations and documentation. The Company decided to engage Periculum to run the process given Periculum’s extensive lender relationships and experience in the debt capital markets. As a result of Periculum’s efforts, ABC was able to obtain a term loan and revolving line of credit from Chase’s Commercial Banking unit, a top-tier capital provider capable of supporting the Company’s long-term growth initiatives.

ABC was founded in 1999 by a seasoned team of auto auction executives and is a leader in the automotive remarketing services industry with seven auto auctions located throughout the Midwest and Eastern United States. The Company’s unique combination of experience, teamwork, and technology along with its high level of customer service and wide range of value-added services have made it the preferred partner for buyers and sellers of used vehicles.

Chase is the U.S. consumer and commercial banking business of JPMorgan Chase & Co. (NYSE: JPM), a leading global financial services firm with assets of $2.3 trillion and operations worldwide. Chase serves nearly half of America’s households with a broad range of financial services, including personal banking, credit cards, mortgages, auto financing, investment advice, small business loans and payment processing. Customers can choose how and where they want to bank: 5,400 branches, 17,000 ATMs, mobile, online and by phone. For more information, go to Chase.com.

Periculum advises Health Resources, Inc. in its sales to Hammond, Kennedy, Whitney & Company, Inc.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the recapitalization of Health Resources, Inc. (“HRI” or the “Company”) by private equity funds managed by Hammond, Kennedy, Whitney & Company, Inc. (“HKW”). Periculum acted as the exclusive financial advisor to HRI in connection with the sale of the Company. HRI is a leading provider of dental benefits in Indiana and Kentucky. The Company was founded in 1986 by nine practicing dentists in Evansville, Indiana. The Company provides group dental insurance under the Dental Health Options® brand to 2,500 employer groups insuring over 160,000 members in Indiana and another 70,000 members in Kentucky.

HRI’s Board of Directors (“Board”) decided to pursue a full sale of the Company, as many of its dentist shareholders were reaching the age of retirement and no ownership transition plan was in place. Periculum was engaged to run a focused search of potential buyers, ranging from family offices to large companies in the general insurance space that were not direct competitors. Following an exhaustive process, HRI’s Board determined that the best option was to sell the Company to HKW. The transaction with HKW not only provided a good valuation to the existing shareholders, but also left the future of the Dental Health Options® brand in good hands with a partner determined to grow the Company. Dr. Allan Reid, President and Board member of HRI, reflected on the extensive process and positive outcome by saying, “When HRI decided to explore the possibility of being acquired, Periculum provided the knowledge and expertise to get it done. We were professionally guided through the complex steps of completing a sale transaction in the regulated insurance space and the final result was a great fit for our Company and employees. I highly recommend the entire staff at Periculum Capital.”

HKW is a private equity firm founded in 1903 with offices in Indianapolis and New York. Since 1982, HKW has sponsored 50 platform transactions of lower middle‐market companies throughout North America, as well as 55 add‐on acquisitions.

Periculum Places a $140,000,000 Three-Year Revolving Loan for Central States Enterprises, LLC.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce that it has completed the placement of a $140,000,000 three-year Revolving Loan for Central States Enterprises, LLC (“CSE” or the “Company”). The loan contains an expansion feature that allows the Company to increase the facility to a maximum of $210,000,000.

Headquartered in Heathrow, Florida, CSE has significant grain origination operations in Indiana, as well as an animal feed and cross country trading division in Florida. Periculum has been CSE’s exclusive Financial Advisor for nearly a decade, completing multiple debt placements, a minority equity sale, and periodic treasury management assignments. For this particular deal the Company needed to renew its revolving line of credit. CSE wanted to maintain a multi-year structure that would meet its highly-seasonal working capital needs in a volatile commodity market that is only now recovering from the 2012 drought and is still being affected by the sluggish global economic environment. Periculum successfully advised the Company on how best to position and market its story in order to receive highly competitive market pricing and terms from multiple participant banks. Periculum’ s role included reviewing competitive bank proposals that provided terms suitable to the Company’s needs, working with participant banks, and assisting in the closing negotiations and documentation. As a result of Periculum’s efforts, Central States obtained a three-year revolving facility with an Agent Bank and bank group capable of supporting the Company’s working capital needs and long-term growth initiatives.

Central States' activities in the domestic grain markets involve extensive rail and river barge shipments, covering virtually all areas of significant corn and soybean production in the United States. The Company’s sources of grain include its own Indiana based grain terminal facilities, farmer cooperatives, and other corporate and privately owned terminal facilities. The Company’s clients include large poultry and hog integrated operations, commercial feed mills, corn and soybean processors, ethanol producers, flour millers, Canadian and Mexican grain consumers, and export operators in the Gulf of Mexico.

Periculum Capital Advises Culy Construction & Excavating, LLC. in its sale to PowerTeam Services, LLC.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the sale of Culy Construction & Excavating, Inc. (“Culy” or the “Company”) to PowerTeam Services, LLC (“PowerTeam”) a portfolio company of Kelso & Company (“Kelso”). Periculum acted as the exclusive financial advisor to Culy in connection with the sale of the Company.

Culy, founded in 1978, is a full-service, value-added civil construction, excavation, and maintenance specialist for power and gas transmission and distribution projects. The Company has built a strong reputation in its industry for its underground safety, comprehensive civil construction services, and problem solving. The Company has grown significantly since its inception due to its continuous innovation and ability to provide end-to-end services for all civil work.

Periculum conducted an extensive and customized search of potential investors, ranging from private equity firms to large strategic companies in the construction and excavation industries. Culy’s shareholders determined the best option was to partner with PowerTeam because of its excellent reputation in above-ground power construction. Together, the companies provide a true turnkey option to their collective customer base. The transaction not only provided superior value to the shareholders, but also provided the management team with a strong partner to leverage its expertise in the power and gas industries to achieve future growth. Ron Culy, the founder and CEO of the Company, echoed this sentiment by saying, “I really don’t know what more we could have asked for. In the end, we found the right fit as well as the best terms, conditions and sale price going forward. Periculum was instrumental in helping us get through this process.”

PowerTeam was incorporated in 2012 and is based in Cary, North Carolina. It provides construction, installation, and maintenance services to natural gas and electric utilities in the United States. Additionally, it offers specialty services including pipeline integrity management, facility modification, horizontal directional drilling, and CCTV (sewer camera inspection). As of December 2012, PowerTeam operates as a portfolio company of Kelso.

Kelso is a leading middle market private equity firm founded in 1971 and based in New York, New York. It has completed over 110 investments with a focus in the energy, healthcare, and financial services sectors. Kelso leverages its expertise in these sectors to provide unique insight and to add significant value post-investment.

 

Periculum advises PetSuites of America, Inc. in its sale to National Veterinary Associates, Inc.

Periculum Capital Company, LLC (“Periculum”) is pleased to announce the sale of PetSuites of America, Inc. (“PetSuites” or the “Company”) to National Veterinary Associates, Inc. (“NVA”) Periculum acted as the exclusive financial advisor to PetSuites’ shareholders in connection with the sale of the Company.

PetSuites, founded in 2000, is a leading provider in the rapidly expanding pet boarding industry due to its high quality, differentiated services and consistent operations. The Company offers a set of customizable pet care services, broadly segmented as: (i) canine and feline boarding, (ii) grooming, and (iii) daycare. The Company has grown significantly over the last several years and is well-positioned for explosive growth over the next decade.

PetSuites’ shareholders, including River Cities SBIC III, L.P. (“River Cities”) and First Avenue Partners II, L.P. (“First Avenue”), decided in early 2014 to pursue additional capital to support the Company’s growth plans. Periculum was engaged to explore various strategic alternatives available to the Company ranging from a minority growth capital raise to a full sale.

Periculum conducted an exhaustive and customized search of potential investors ranging from family offices to large companies in the broader pet space. Following management meetings with several potential investors, PetSuites’ shareholders determined the best option was to sell the Company to NVA. The transaction with NVA not only provided a good valuation to the shareholders, but also provided the PetSuites’ management team with the best partner to continue their culture and execute their growth plans. Rob Heimann, Director at River Cities and board member of PetSuites, echoed this sentiment by saying, “River Cities couldn’t be happier with the outcome, as we ended up with a transaction that worked well for all parties involved. Periculum did an excellent job running an efficient process and driving the negotiations to a positive conclusion.”

NVA, was founded in 1996 by Dr. Stan Creighton and is based in Agoura Hills, CA. It began with 22 hospitals in 7 states and today is the largest private owner of freestanding veterinary hospitals in the United States with over 250 hospitals in 39 states. NVA’s mission is to improve the comfort and well-being of patients by providing progressive and compassionate veterinary care. Greg Hartmann, CEO of NVA, expressed his pleasure in the purchase by stating, “We are excited to have such a strong group of pet boarding and grooming facilities as PetSuites join the NVA family. We look forward to supporting the rapid growth of PetSuites with its focus on world-class service and are happy to welcome the PetSuites team.”