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Chartwell Advises D.P. Nicoli on Recapitalization Transaction

April 2022

Chartwell Advises D.P. Nicoli on Recapitalization Transaction

Chartwell is pleased to announce D.P. Nicoli, Inc. (“D.P. Nicoli” or the “Company”) has completed a recapitalization transaction whereby 100% of the Company’s equity ownership will be transitioned to a newly formed Employee Stock Ownership Plan (“ESOP,” or, collectively, the “Transaction”). In support of the Transaction and future Company growth, Chartwell raised a senior credit facility provided by CIT, a division of First Citizens Bank, and a mezzanine credit facility provided by Cyprium Partners. The CIT and Cyprium Partners credit facilities offer D.P. Nicoli strategic partnerships to facilitate long-term growth and the generation of meaningful retirement assets for ESOP participants via significant capacity, flexibility, vision, and cultural alignment with Dave Nicoli and the Company’s employees. Chartwell acted as the exclusive financial advisor to D.P. Nicoli with respect to the Transaction and the associated capital raises.

“At some point in an entrepreneur’s life, succession planning must take center stage. My number one goal was to preserve the Company’s best assets, its employees and corporate culture,” said Dave Nicoli, Founder and CEO of D.P. Nicoli. “By transitioning ownership of the Company to our employees, not only have I met that goal, but I have created the opportunity for a life changing event for the very people who have worked so hard to make this Company what it is today.”

Following a comprehensive review of strategic alternatives led by Chartwell, including the solicitation of indications of interest from potential acquirers, the Company elected to proceed with the Transaction and 100% ESOP ownership to foster continued employee engagement, bolster employee retention and recruitment efforts, provide increased retirement benefits, proliferate the safety and employee-first culture and legacy created by Dave Nicoli, and embark on a strategic ownership transition.

“Chartwell was honored to serve as D.P. Nicoli’s exclusive financial advisor in this transformational Transaction and transition to employee ownership. Dave’s goal from the beginning was to identify a succession plan which would set his employees up for professional and personal growth and success, enable the Company to execute on its tremendous growth opportunities, and preserve its culture to maintain a well-deserved reputation as the premier specialty rental equipment provider on the West Coast,” said Ted Margarit, Managing Director at Chartwell. “We are thrilled about the outstanding outcome achieved for Dave, D.P. Nicoli, and its employees and look forward to watching their continued growth and success in the years to come as an ESOP-owned company.”

“I couldn’t be happier with the outstanding outcome realized for our employees and shareholders, which was only possible with the dedicated expertise and guidance Chartwell provided. Chartwell kept the vision and mission of D.P. Nicoli at the forefront in each step of the process, ensuring D.P. Nicoli and its employees were set up for success and continued growth. We can’t thank Chartwell enough for its role in achieving a life changing outcome for all of D.P. Nicoli and ensuring that the culture and legacy of the Company perseveres for generations.

Dave Nicoli, Founder & Chief Executive Officer, D.P. Nicoli

“We were continuously impressed by Chartwell’s ESOP and capital markets expertise and support for the management team in all facets of this process. This Transaction transformed not only our ownership structure but also provided us with the capital necessary to execute on our growth plans. Chartwell provided us with expert guidance across a wide range of topics including succession planning, ESOP design, capital structure, soliciting M&A offers, and tax considerations. We are extremely excited about our future as an employee-owned company, our partnership with CIT and Cyprium Partners, and the long-term growth and success to come for D.P. Nicoli.

Stephanie Nanna, Chief Operating Officer, D.P. Nicoli

About D.P. Nicoli

Based in Lake Oswego, Oregon, D.P. Nicoli is one of the largest and most respected independent rental providers of steel plate and shoring equipment to public utilities, regional and municipal governments, and underground contractors on the West Coast. Founded in 1982 by Dave Nicoli with a steadfast commitment to ensuring safe jobsites for customers, the Company has grown to ten locations across California, Oregon, Washington, and Idaho. The Company provides a homogenous, one-stop resource for the shoring and safety needs of the heavy construction industry renting steel plates, shoring, slide rail, pipe plugs, and other products.

Chartwell Contact

For additional information on this transaction, please contact Nate Dykes. To learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.

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