Company Description:

• Pasadena Tank Corporation (“PTC”) is a closely-held, family-owned business and a leading provider of engineering, fabrication and construction, and repair and maintenance services for aboveground storage tanks (AST). The Company provides these services for customers that produce, process, store and distribute petrochemical products throughout the world.

Challenges Faced:

• The family that controlled PTC was seeking a sale to provide liquidity and for estate planning purposes.

Solutions Provided by SOLIC Professionals:

• SOLIC professionals were engaged as exclusive financial advisor and successfully structured, negotiated and closed this transaction.

Result Highlights:

• The Company entered into a definitive agreement to merge with HMT Inc., a portfolio company of a private equity investor, which provides a suite of products and services to the AST industry through product sales, inspection, repair and maintenance, fabrication, engineering and design, coating and lining. The combination yielded a well-respected, full-service leading supplier to the petrochemical industry.

Company Description:

• Convergent Resources Inc. (“CRI”) was a leading provider of outsourced Accounts Receivable Management (“ARM”) services with specialized expertise in consumer accounts in the utility, credit card, telecommunications and healthcare industries with over $100 million of annual revenues.

Challenges Faced:

• CRI’s equity sponsors had facilitated the build-up of the Company over a seven-year period and were seeking liquidity for their investment.

Solutions Provided by SOLIC Professionals:

• Retained to explore a sale or recapitalization of the Company on behalf of its private equity sponsors.

Result Highlights:

• Orchestrated a competitive solicitation process resulting in a successful sale to Silver Oak Business Services Partners.

Company Description:

• Allegiance Health (“Allegiance”) is a 480-bed community-owned health system in Jackson, Michigan with a 270-physician clinically integrated network and over 40 ambulatory locations.

Challenges Faced:

• Despite being a sole community provider and having received the Malcom Baldrige Award for Quality, Allegiance had experienced declining market share due to increased competition from statewide health systems and outmigration of both patients and medical staff to neighboring cities such as Ann Arbor and Lansing. In addition, declining reimbursement rates from both commercial and government payors had resulted in a significant decline in profitability. To maintain its existing infrastructure and breadth of quality services, Allegiance determined it needed to partner with a large regional or national system health system.

Solutions Provided by SOLIC Professionals:

• Served as the exclusive financial advisor to the Board of Trustees to identify and prioritize strategic needs and objectives, and to develop and qualify a list of strategic partners to optimize achievement of these strategic goals.
• Managed the strategic alternative execution process, orchestrating a confidential solicitation process, providing valuation and due diligence support, and advising the Allegiance Board on structuring and negotiating the terms of the ultimate transaction.

Result Highlights:

• Allegiance affiliated with Henry Ford Health System (HFHS), a five-hospital system headquartered in Detroit, Michigan and recognized as one of the nation’s leading integrated health systems.
• As part of the affiliation, Allegiance joined HFHS’ obligor group, receiving a credit rating upgrade, and a capital commitment to finance a new flagship hospital.
• Allegiance also received access and staffing from HFHS network of specialists, one of the largest academic medical groups in the U.S.

Company Description:

• MESA Medical Group (“MESA” or “the Company”) had established itself as the largest provider of Emergency Department services in Kentucky with over 20 hospital contracts and 400 physicians. As part of its growth strategy, MESA had expanded its service offerings to include Hospitalist Medicine and its geographic footprint to include Ohio, Indiana and West Virginia. As a result of its services commitment, MESA has forged long-tenured relationships with leading regional not-for-profit health systems, as well as publicly-traded hospital management companies.

Challenges Faced:

• The Company had grown rapidly with the support of its private equity partners and was seeking a sale or recapitalization to provide liquidity to its institutional holders.

Solutions Provided by SOLIC Professionals:

• Engaged as financial advisor to evaluate potential strategic alternatives, identify prospective acquirers, develop and implement a competitive solicitation process, provide valuation support, and structure and negotiate the terms of the sale transaction, as well as all related physician agreements.

Result Highlights:

• After discussions with several leading physician staffing operators, MESA agreed to be acquired by Team Health Holdings (NYSE:TMH), one of the largest providers of outsourced physician staffing solutions for hospitals in the U.S.

Company Description:

• A large financial institution was the holder of three promissory notes with an aggregate principal amount of approximately $118 million which were secured by a senior interest in three mortgages in a sizable parcel of land in the City of New York in the Plaza District sub-market of mid-town Manhattan. The borrower acquired the site, razed the previous building and permitted the site for a 275,000 sf hotel and residential development before defaulting on the promissory notes.

Challenges Faced:

• The Lender had pursued foreclosure proceedings on the collateral and initiated a sale of their Loan Rights. However, the foreclosure process was significantly delayed due to a lawsuit from the Borrower against the Lender. The neighboring site also held certain easement and zoning consent rights that created economic limitations and restrictions for the subject property.

Solutions Provided by SOLIC Professionals:

• SOLIC advised the noteholders on options for maximizing recovery from the promissory notes. SOLIC provided financial and strategic advisory support including:
  • assessment of opportunities and risks related to outstanding credit agreement
  • conducting a detailed market analysis and valuation of the collateral in order to set valuation parameters
  • implementation of recovery initiatives including solicitation of competing bids for the promissory notes from developers, as well as direct negotiation with existing creditors, investors, and other stakeholder constituents

Result Highlights:

• After identifying more than 50 interested buyers for the promissory notes and entering into discussions with 10 qualified buyers, the Borrower agreed to repurchase the notes at a valuation that was approximately 70% of principal value or over 2x the initial valuation proposed in pre-existing Lender arranged foreclosure sale bid, prior to SOLC’s retention.

Company Description:

• Taylor Bean & Whitaker Mortgage Corporation (‘TBW”) was the nation’s largest independent residential mortgage originator, headquartered in Ocala, Florida. The Company serviced $80 billion of mortgage loans and originated approximately $40 billion annually of mortgage loans.

Challenges Faced:

• TBW was terminated as an approved servicer by Freddie Mac and Ginnie Mae and over $2 billion of TBW’s funds were frozen at Colonial Bank in connection with its seizure by the FDIC. TBW also owned various insurance companies, title companies, commercial real estate holdings, as well as Platinum Community Bank that was seized by the FDIC.

Solutions Provided by SOLIC Professionals:

• Served as Chief Restructuring Officer and provided support personnel in connection with the Company’s Chapter 11 bankruptcy filing.
• Coordinated and directed the administration of the Company’s Chapter 11 case, including assistance with respect to the preparation of bankruptcy schedules, statements of financial affairs and plan of reorganization or liquidation relating to the Company.

Result Highlights:

• Oversaw the orderly disposition of approximately 4,500 foreclosed homes.
• Post-bankruptcy, continue to serve as Liquidating Trustee and Chief Financial Officer.
• Pursued significant litigation recoveries in order to maximize return to stakeholders including filing two of the largest accounting malpractice claims in history, as well as hundreds of avoidance actions.
• Managed the wind-down, sale and transfer of $10 billion plus of mortgage loans.
• Negotiated the resolution of significant governmental investigations and litigation matters.

Company Description:

• American Cadastre, LLC (“AMCAD”) is a developer of software that automates and streamlines state and local government document recording and filing processes with three primary software platforms: Justice (Courts), Land Records, and Managed Services.

Challenges Faced:

• Shortly before SOLIC’s engagement, a notable private equity firm made a majority investment to drive growth in AMCAD’s Justice software platform. Due to unforeseen project delays and cost over-runs, the loss of a major client, and fraudulent billing practices, the Company’s financial profile quickly deteriorated, leaving insufficient liquidity to continue operating on a going-concern basis.

Solutions Provided by SOLIC Professionals:

• Performed an Initial Review & Assessment of the Debtor and provide strategic alternatives that would prevent a Chapter 7 liquidation and maximize recovery on behalf of the Lender via a sum-of-the-parts valuation/sale approach.
• Developed a list of qualified, potential purchasers of the Debtor’s assets and effectively market such assets until an asset purchase agreement is executed.
• Developed a detailed 13-week cash forecast to project and monitor liquidity through the solicitation of the Debtor’s assets.
• Served as financial advisor to the Debtor during Chapter 11 Bankruptcy process, assisting in: (i) the negotiation of bankruptcy related matters with outside constituents, including creditors and their advisors, and (ii) developing and negotiating the use of cash collateral and DIP financing.
• Facilitated an auction and sale process of the Debtor’s remaining assets during the Chapter 11 Bankruptcy.

Result Highlights:

• SOLIC professionals, in tandem with the equity sponsor, facilitated the shut-down of the Justice platform, allowing for sufficient liquidity to market the remaining businesses/assets.
• The Debtor filed for Chapter 11 protection to facilitate and consummate an asset purchase agreement to sell substantially all of the Debtor’s assets pursuant to §363 of the Bankruptcy Code.
• SOLIC professionals completed an expedited sale of the Debtor’s assets which resulted in a full recovery to the Senior Lender with excess distributions available for unsecured creditors.

Company Description:

• Based in Atlanta, GA, Project Time & Cost, Inc. (“PT&C”) is a leading provider of cost engineering and forensic consulting services. The Company provides an extensive array of cost estimating, scheduling, project management and risk assessment services for construction, environmental remediation and nuclear facility projects and forensic engineering services in connection with losses arising from damaged property. The client base primarily consists of federal agencies that are responsible for large, complex construction and environmental projects, as well as insurance companies with significant commercial and residential property portfolios.

Challenges Faced:

• The founding partners were seeking a sale or recapitalization to provide for liquidity and estate planning.

Solutions Provided by SOLIC Professionals:

• Engaged as exclusive financial advisors to explore various capital and strategic alternatives including the recapitalization of the Company.
• Worked closely with the Company’s shareholders and management to identify various liquidity and recapitalization alternatives.
• In positioning to a diverse group of potential acquirers, successfully highlighted (i) the unique growth opportunities in providing cost engineering and forensic consulting services to the Federal government and the insurance industry, as well as (ii) the Company’s leadership position within its core markets.

Result Highlights:

• SOLIC professionals secured Hancock Park Associates as a strategic investor in PT&C, acquiring a majority interest in PT&C and providing substantial liquidity to its founders.

Company Description:

• Green Bank is a federally chartered region bank headquartered in Houston, Texas that focuses on the commercial and private banking needs of middle market businesses and high-net worth individuals.

Challenges Faced:

• Greenbank was seeking additional regulatory capital in order to acquire discounted commercial loan portfolios from the FDIC as well as pursue regional branch acquisitions.

Solutions Provided by SOLIC Professionals:

• Engaged as private placement agent to pursue pre-IPO institutional equity from private equity and specialty hedge funds.

Result Highlights:

• Raised an aggregate of $100 million through the private placement of common stock of the Company with three private equity funds and a group of high net worth investors. The new capital was used to expand current operations, as well as to pursue growth opportunities, including bank and branch acquisitions, structured transactions and FDIC-assisted transactions.

Company Description:

• Alexin, LLC was a newly organized company, formed by a team of highly regarded aluminum re-melt cast house operators, to build and operate a state-of-the-art aluminum re-melt billet casting facility near Ft. Wayne, Indiana.

Challenges Faced:

• Alexin was a start-up Company, so attracting institutional capital was dependent on articulating the investment thesis, validating product demand, construction timeline and relevant skills and experience of the management team.

Solutions Provided by SOLIC Professionals:

• SOLIC professionals served as exclusive financial advisor and placement agent, preparing and distributing all solicitation materials, identifying, screening and soliciting over 50 lenders and approximately 150 institutional investors and strategic partners and assisted company in obtaining forward purchasing contracts to mitigate demand risk.

Result Highlights:

• As a result, Alexin successfully raised $43 million in start-up capital including $13 million equity private placement, a $15 million term loan and a $15 million revolving credit facility at an attractive, below market, cost of capital.

Company Description:

• Locum Connections LLC (the “Company”) is a leading provider of locum tenens staffing of hospitalists physicians. The Company has an established reputation for hospitalists, anchored by long-standing relationships with hospitals and health systems throughout the country. With a database of over 86,000 providers and an experienced and effective team of physician recruiters and client managers, the Company achieved placements of over 380 physicians in the last 24 months. The Company operated as a division of a diversified healthcare services provider and was seeking an acquirer with the resources to support the Company’s growth plan.

Engagement Objectives:

• The Company management was seeking opportunities to consummate a business combination or sale with a growth-oriented, well-capitalized partner to assist the Company in continuing to pursue its growth initiatives in the healthcare staffing marketplace.

Solutions Provided by SOLIC Professionals:

• Served as financial advisor to The Company pursuant to strategic alternatives
• Developed and implemented a competitive solicitation process that resulted in a full valuation for the Company
• Engaged with prospective acquirers, provided valuation support and structured and negotiated the terms of the sale transaction, as well as all related physician agreements

Result Highlights:

• After discussions with several leading healthcare staffing operators, the Company agreed to be acquired by Aequor Healthcare Services (“Aequor”), a leading U.S.-based, contingent staffing and managed services solution provider specializing in workforce solutions to the healthcare, education and life sciences industries with nursing, allied health, clinical, scientific, regulatory, physician, IT, and therapeutic workforce needs. The transaction will accelerate the full growth potential of the Company by providing the Company’s management access to capital for growth and working capital investments and through the realization of the significant potential revenue synergies between Aequor and the Company. The Purchase Price represented a multiple of 5.4x pro forma EBITDA.

Company Description:

• NewHope Bariatrics develops and operates ambulatory surgery centers and short-stay surgical hospitals that serve the needs of the morbidly obese, and is located in Dallas, TX and Kansas City, MO.

Challenges Faced:

• NewHope was seeking institutional equity to fund the growth of its surgery centers.

Solutions Provided by SOLIC Professionals:

• SOLIC professionals served as placement agent in soliciting and structuring the initial capitalization of the Company.

Result Highlights:

• Successfully raised $18.5 million, in excess of its original target, in its first round of funding in debt and equity with Austin Ventures, L.P., Versant Ventures and Square 1 Bank.