What is a Purchase Price Allocation? This type of valuation is used for financial reporting purposes and typically allocates the purchase price from a transaction across three main asset categories: net working capital, tangible assets, and intangible assets.
Chartwell is pleased to announce the sale of Comet Electric to an undisclosed acquirer. Chartwell served as the exclusive financial advisor to Comet, providing comprehensive, unbiased counsel to the board of directors.
The combined platforms further enhance Comet’s capabilities as well as provide economic and strategic resources to better serve its customers. Comet will expand the buyer’s geographic reach into Southern California while also providing deep experience in transportation and general electrical contracting.
Comet engaged Chartwell to lead and execute the full transaction process. With Chartwell’s in-depth expertise in M&A transactions and the construction and engineering industries, Chartwell provided objective counsel and facilitated negotiations on behalf of Comet to ensure a successful outcome.
“We couldn’t have done this without the expertise and guidance of Chartwell’s team. From the initial meeting to the final closing, Chartwell provided invaluable support and advice throughout the process. Chartwell’s M&A knowledge, professionalism, and responsiveness led to the completion of this transaction despite market changes during negotiations. With their help, we were able to find a partner that will help Comet continue to grow.”
— Adam Saitman, President & CEO, Comet Electric
About Comet Electric
Based in Chatsworth, California, Comet Electric is a leading electrical design services and installation firm serving general contractor partners and end customers in the Greater Los Angeles area. The Company provides a wide array of installation and design services to the utility infrastructure, aviation, public works, public transportation, industrial, commercial, street lighting and traffic signal, and education sectors and offers design-build, design-assist, and value engineering services.
Chartwell Contact
For additional information on this transaction, please contact Wil Becker. To learn more about Chartwell’s corporate finance capabilities, contact Greg Fresh.
Chartwell is pleased to announce MacArthur Co. has acquired American Metals Supply Co. (AMS), a leading wholesale distributor of sheet and coil steel, prefabricated duct and fittings, and a complete line of HVAC products. Combined, MacArthur and AMS will service the western two-thirds of the U.S. and be one of the largest distributors of HVAC and related products.
Chartwell advised MacArthur’s board of directors on investment considerations and purchase price as well as financing needs to fund the acquisition and the ongoing working capital requirements of the combined companies. Chartwell managed the due diligence process and effectively negotiated deal terms and conditions opposite AMS’s financial advisors to successfully close the transaction.
“Chartwell has been a trusted advisor to MacArthur for almost 20 years and has advised us in completing a number of strategic acquisitions. The purchase of AMS is yet another reason why we are so very fortunate to have Chartwell’s expert advice. Chartwell’s experience negotiating transactions, combined with their in-depth understanding of our unique business needs, make them the ideal partner for MacArthur and our employees.”
– Barrett Moen, CEO, MacArthur Co.
About MacArthur
Founded in 1913, MacArthur and its wholly-owned subsidiaries provide industry-leading distribution of building products, including insulation, lumber, HVAC, and roofing products as well as the manufacture of pre-engineered buildings. MacArthur operates in over 50 locations throughout the U.S. and has been 100% employee-owned since 2004.
About American Metals Supply
Founded in 1962, American Metals Supply is a leading distributor of galvanized steel, HVAC, and related products. AMS serves commercial contractors and fabricators across multiple end markets, including manufacturing, distribution, office, government, education, and healthcare. Headquartered in Springfield, Illinois, AMS operates nine locations and distributes its products throughout the Midwest and Southwestern U.S.
Chartwell Contact
For additional information on this transaction, please contact Wil Becker. To learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
Chartwell is pleased to announce New Wave Entertainment has successfully completed a refinancing of its existing senior debt credit facility. The new facility, led by Star Mountain Capital and EastWest Bank, provides New Wave (the “Company”) with significant capacity and operating flexibility as it evolves in conjunction with the entertainment industry’s shift towards digital consumption.
In addition, Star Mountain and a consortium of private investors have committed incremental capital to support New Wave Entertainment’s growth initiatives. Funds will be utilized for the following purposes:
Produce new comedy and pop culture content stewarded by New Wave Entertainment’s sister firm, The Nacelle Company, LLC (“Nacelle”). Nacelle currently maintains the largest independent comedy content library in the industry and a growing library of documentary series, producing for A-list names such as Zac Efron, Kevin Hart, Jim Gaffigan, and more. Alongside comedy and documentary content, Nacelle will continue to curate and license specials, shows, IP, books, and toys as a clearing house for all things pop-culture
Support the Company’s buildout of industry-leading software, hardware, cybersecurity systems, and engineering talent required to provide finishing and editing services for the world’s premier theatrical and streaming content producers. The Company’s state-of-the-art facilities have serviced blockbuster productions for over 25 years and are constantly evolving to meet new industry standards
Concurrent with the refinancing, New Wave Entertainment and Nacelle have effectuated a restructuring of their respective ownership structures, ensuring long-term alignment of the two businesses.
Chartwell acted as the exclusive financial advisor to New Wave Entertainment, providing counsel to the senior management team on all facets of the transaction.
About New Wave Entertainment
New Wave Entertainment is a leading independent creative entertainment marketer, digital editor, and comedy content curator in the entertainment industry. The Company provides finishing services, trailers, TV spots, digital distribution, and more to a diverse end market of clients including major studios and streaming platforms. New Wave Entertainment is a 100% ESOP-owned business and prides itself on generating value for its employee ownership base.
Chartwell Contact
For additional information on this transaction, please contact Will Bloom. To learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
Chartwell is pleased to announce that Chemonics International, Inc. has successfully completed a refinancing of its existing senior debt credit facility. The new facility provides Chemonics (the “Company”) with significant financial flexibility and capacity to support its new business initiatives and long-term strategic plans. Chartwell acted as the exclusive financial advisor to Chemonics, providing counsel to the senior management team on all facets of the transaction.
In the refinancing, Truist and Citibank are the senior lenders to Chemonics and provide the capital to support the Company’s growth initiatives through a cash-flow based revolving credit facility that maximizes operating flexibility. Additionally, Chemonics has access to incremental capital through an accordion feature that allows the Company to upsize the revolving credit facility to further finance organic and inorganic opportunities in support of its strategic objectives.
About Chemonics
Chemonics is a leading international development consulting firm applying a suite of consulting services to foreign aid operations in over 80 countries across the globe. The Company provides an extensive array of services in areas such as health, government, agriculture, education, supply chain administration, aid distribution, humanitarian assistance, and more. With a long-term track record of successful project implementation, Chemonics has earned a reputation as the go-to executor of development assistance goals for a host of governments, NGOs, and charities worldwide. Chemonics is a 100% ESOP-owned business and prides itself on generating value for its employee ownership base.
Chartwell Contact
For additional information on this transaction, please contact Ryan Rassin. To learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
Chartwell is pleased to announce D.P. Nicoli, Inc. has completed a recapitalization transaction whereby 100% of its equity ownership will be transitioned to a newly formed Employee Stock Ownership Plan (ESOP). In support of future 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 (the “Company”) 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 the Company’s founder and employees. Chartwell acted as the exclusive financial advisor to D.P. Nicoli throughout 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.
“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.”
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 and learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
Chartwell is pleased to announce the recapitalization of Pen-Link, Inc. with Spire Capital Partners in partnership with management. With Spire’s deep sector expertise and network of relationships, this partnership positions PenLink (the “Company”) to further enhance its solution offerings, customer support capabilities, and accelerate growth domestically and internationally. Chartwell served as the exclusive financial advisor to the Company and the Special Committee of its Board of Directors, providing comprehensive, unbiased counsel focused on ensuring an optimal outcome for all parties, including its Employee Stock Ownership Plan (ESOP) and management shareholders, as well as other stakeholders such as customers, industry partners, and employees.
“As a leading private equity investor in govtech and technology-enabled companies, with an exceptional track record of partnering with management teams to build category leaders, Spire Capital is an ideal partner for PenLink,” said Kevin Pope, PenLink’s CEO. “Their demonstrated success over 20 years of investing in middle market companies, deep expertise in both software and law enforcement, and the value-added resources they bring uniquely position them to help PenLink deliver even greater value to our customers, accelerate our growth, and execute on acquisitions.”
“PenLink’s breadth and depth of solution offerings and unmatched customer support creates truly differentiated services for law enforcement officers who are protecting our country,” said Sean White, Partner at Spire Capital. “Kevin and the team have done an incredible job growing the Company, expanding beyond traditional telephonic communication analysis to the cutting edge of social media data analysis. Spire Capital looks forward to assisting management in executing on their vision for the Company.”
Based in Lincoln, Nebraska, PenLink is a leading global provider of state-of-the-art, judicially mandated communication collection and analysis solutions for law enforcement. The Company leverages the passionate support for law enforcement across its employee base to develop and market an industry-standard setting suite of capabilities for local, state, federal, and international crime fighting agencies to conduct judicially authorized wiretaps and collect, store, analyze, and create actionable insights from communication datasets that commonly exceed billions of individual records and interactions.
PenLink originally formed an ESOP in 2007 to reward and incentivize its employees for their continued dedication to growing the Company. Over the subsequent 15 years, PenLink, guided by Mr. Pope and his best-in-class management team, has grown into one of the largest communication collection and analysis providers in the fast-growing law enforcement software market.
Following a review of strategic alternatives led by Chartwell and the Special Committee, the Company elected to proceed with a sale transaction. In executing the transaction, Chartwell leveraged its in-depth expertise in ESOPs and M&A transactions to create differentiated positioning of the business, leading to a vibrant market for PenLink and ultimately a successful transaction that enabled the ESOP, management, and shareholders to recognize an impressive premium over prior expectations.
“We are extremely pleased with the outcome realized by Chartwell for the benefit of our employees through the ESOP. While we considered many firms to advise us in this process, Chartwell’s unique positioning of PenLink, unrivaled M&A and ESOP experience, and guidance through a comprehensive marketing process resulted in the best possible outcome, and Chartwell more than delivered on every commitment they made to us. Chartwell’s team is personally invested in our success and fought for us at every step – no way we could have achieved this tremendous result without them.”
— Kevin Pope, Chief Executive Officer, PenLink
“We have been continually impressed by Chartwell’s M&A expertise, ability to navigate around the complexities of an ESOP in a broad marketing process, and support for the management team in all facets of this process. As the most experienced advisors to ESOP-owned companies exploring a sale, Chartwell provided valuable insights that resulted in a superior outcome to that which would likely have been attained by other advisors. In doing so, Chartwell navigated a number of complex financial issues while also creating in-depth analyses to help management portray their vision of the Company and its future, which culminated in a premium result for our employees.”
— Pat Severson, Chief Financial Officer, PenLink
About PenLink
Founded in 1986, PenLink is a leading global provider of state-of-the-art communication collection and analysis solutions for law enforcement. The Company offers a deep suite of software solutions which allows law enforcement, ranging from state and local, federal, and international, to analyze massive amounts of data and create actionable insights. PenLink’s solutions are mission-critical to law enforcement, allowing them to conduct communication-based investigations and create the insights which support their ongoing missions. The Company is based in Lincoln, Nebraska.
About Spire Capital Partners
Spire Capital is a private equity firm with an investment focus in small market companies within the technology-enabled business services, media, communications, and education sectors. Spire Capital is a New York-based investment advisor founded on the principle of partnering with management teams and founders to help effectuate the next stage of growth for their companies. Spire professionals have a broad array of past operating, investing, and advisory experiences they leverage to help portfolio companies accelerate growth, guide strategic direction, and execute their business plan.
Chartwell Contact
For additional information on this transaction and to learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
Chartwell is pleased to announce the sale of Binkley & Barfield, Inc. to DCCM. Chartwell acted as exclusive financial advisor to Binkley & Barfield (“BBI” or the “Company”) throughout the transaction, providing comprehensive, unbiased counsel on the sale of the Company.
BBI’s leadership believes its corporate vision of creating a better future for its clients and communities will be more easily achieved in partnership with DCCM to become a more innovative, diverse, sustainable, customer-focused firm. Further, BBI recognizes the strong alignment between the cultures and values of both firms. The combination will showcase BBI’s local Texas presence while increasing its depth of service, resources, and talents.
BBI engaged Chartwell to lead and execute throughout the transaction process. With expertise in M&A, the architectural and engineering industry, and ESOP structures, Chartwell provided objective counsel and facilitated negotiations on behalf of all the shareholders–each with different goals and objectives–to ensure a successful outcome for all parties.
“Selling a family business is not something that I took lightly. Chartwell’s experienced team of advisors took the time to learn and understand the needs of our leadership team which resulted in a well-executed transaction. The team kept the process focused and organized resulting in a win/win outcome with DCCM. Being an ESOP company adds complexity that requires specialized knowledge, which Chartwell helped us navigate. I highly recommend the Chartwell team.”
— Brett Binkley, CEO, Binkley & Barfield
About Binkley & Barfield
Binkley & Barfield is a multidisciplinary engineering consulting firm with headquarters in Houston, Texas and fully staffed regional offices in College Station, Corpus Christi, Richardson, Round Rock, and San Antonio. Incorporated in 1971, the firm has served their clientele for over 50 years.
Binkley & Barfield provides a comprehensive range of engineering services including utility engineering and coordination, subsurface utility engineering, power, telecommunications, pipeline, construction management, transportation, structural, traffic, infrastructure (including roadway, drainage, water, and wastewater), land development, and GIS.
About DCCM
DCCM is a provider of design, consulting, and program & construction management professional services focusing on infrastructure marketplaces throughout the public and private sectors. Through a family of complementary brand companies, DCCM serves a variety of end markets while offering a national reach.
DCCM is aggressively hiring key industry professionals in all disciplines and is actively seeking further acquisition opportunities throughout North America.
Chartwell Contact
For additional information on this transaction, please contact Joe Skorczewski. To learn more about Chartwell’s corporate finance capabilities, please contact Wil Becker.
Chartwell is pleased to announce a majority equity sale of S. J. Electro Systems (SJE) to Audax Private Equity. The investment from Audax comes as SJE aims for continued growth and expansion within the controls industry. Chartwell served as the exclusive financial advisor to SJE, providing the board of directors and management M&A advice throughout the transaction process.
About SJE
Founded in 1975, SJE is a leading controls technology company throughout the U.S. and Canada, as well as into global markets. SJE is comprised of well-respected brands — CSI Controls, PRIMEX, SJE Rhombus — all known for their innovation and quality. With locations throughout the U.S. and Asia and expertise in the reliable integration of engineering and manufacturing capabilities from control panels utilizing embedded circuit board technology to complete control and monitoring systems designed and built to individual specifications, SJE offers a wide variety of control products for residential, commercial, municipal, and industrial markets.
SJE will look to benefit from the strategic and financial resources Audax brings to its portfolio companies. These resources will help drive investments in the business, support growth strategy, and enable SJE to continue pursuing acquisitions.
About Audax Private Equity
Audax Group is a leading alternative investment manager with offices in Boston, New York, and San Francisco. Since its founding in 1999, the firm has raised over $27 billion in capital across its Private Equity and Private Debt businesses. Audax Private Equity has invested over $6 billion in more than 135 platforms and over 950 add-on companies, and is currently investing out of its $3.5 billion, sixth private equity fund. Through its disciplined Buy & Build approach, Audax seeks to help platform companies execute add-on acquisitions that fuel revenue growth, optimize operations, and significantly increase equity value. With more than 250 employees and over 100 investment professionals, the firm is a leading capital partner for North American middle market companies.
Chartwell Contact
For additional information on this transaction, please contact Dan Kaczmarek. To learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
Chartwell is pleased to announce the sale of Simeone Deary Design Group to KTGY Architecture + Planning. Chartwell acted as exclusive financial advisor to Simeone Deary (“SDDG” or the “Company”) throughout the transaction, providing comprehensive, unbiased counsel on the sale of the Company.
SDDG’s leadership believes there is a strong alignment between the cultures and values of both firms. The combination of its interior design and branding expertise with KTGY’s architecture platform will provide new opportunities for collaboration and drive innovative ideas for clients. In addition, the Company’s hospitality focus will help to inform designs in the residential environment where KTGY has already established itself as a visionary in the industry.
SDDG engaged Chartwell to lead and execute the full transaction process. With Chartwell’s in-depth expertise in architecture, engineering, and design, Chartwell provided objective counsel and facilitated negotiations on behalf of the Company to ensure a successful outcome.
“Chartwell was key in guiding us though the acquisition process. They performed significant due diligence, provided clear, precise advice, and recommended great partner consultants when needed. The Chartwell team remained calm and patient throughout the process and were able to help us negotiate the deal we wanted. Their design industry expertise was invaluable to us during this journey. Most importantly, Chartwell’s team was always available to us, even in the midst of a global pandemic!”
— Lisa Simeone & Gina Deary, Co-Founders, Simeone Deary Design Group
About Simeone Deary Design Group
Simeone Deary Design Group, established in 2002 by Lisa Simeone and Gina Deary, is an award-winning interior design firm with a passion for creating boundary-pushing designs that evoke emotion, forge connections and are as experiential as they are functional. Chicago-based but globally focused, SDDG combines worldwide perspectives with its Midwestern values to bring to life spaces and experiences brimming with both possibility and purpose. From conceptual design and interior architecture to graphics and branding, Simeone Deary Design Group approaches each project through a lens of possibility and purpose, creating transformative and highly personalized journeys that shape the guest experience.
About KTGY Architecture + Planning
Celebrating 30 years of design excellence, KTGY Architecture + Planning is a leading architecture and design firm focused on residential, retail, and mixed-use developments and neighborhood revitalization. KTGY seamlessly delivers innovation, artistry, and attention to detail across multiple design studios, ensuring that clients and communities get the best the firm has to offer no matter the building type or location. KTGY’s architects and planners combine big picture opportunities, leading-edge sustainable practices, and impeccable design standards to create memorable destinations of enduring value. KTGY serves clients worldwide from offices located in Chicago, Denver, Irvine, Los Angeles, Oakland, and Tysons.
Chartwell Contact
For additional information on this transaction, please contact Chris Staloch. To learn more about Chartwell’s corporate finance capabilities, please contact Wil Becker.
Chartwell is pleased to announce that Challenge Manufacturing has successfully completed the refinancing of its senior debt. The newly-funded indebtedness provides Challenge (the “Company”) with financial flexibility and liquidity to support continued growth from significant recent new business awards. The financing package includes an expanded revolving credit facility and refinancing of its senior secured term loan. Chartwell acted as the exclusive financial advisor to Challenge throughout the transaction, providing counsel to the board of directors and senior management team.
Incumbent lenders Wells Fargo and Bank of America remain as working capital lenders to the Company, while WhiteHawk Capital Partners has entered the relationship as a term loan lender. Each capital provider expressed their eagerness and excitement to take part in the next chapter of the Company’s story. Challenge is an employee-owned Tier One automotive manufacturer of advanced modular assemblies and engineered metal- formed products, providing comprehensive solutions for OEMs.
“Challenge is extremely pleased with Chartwell facilitating the refinancing of our existing indebtedness and additional lending capacity which will allow more flexibility and capital to support our long-term strategic and financial plan. Throughout each step of the process, Chartwell provided valuable, comprehensive analyses and advice on a myriad of topics and considerations that allowed our management team and Board of Directors to make highly informed decisions. We truly appreciate the work Chartwell put forth and look forward to working with Chartwell on our future capital needs.”
— Doug Bradley, CEO, Challenge Manufacturing
“Chartwell continues to remain a trusted financial advisor to our Company as demonstrated through their commitment to our business and understanding of our financial needs. Chartwell was able to implement an optimal debt structure that will positively impact our employee shareholders’ equity value. Our partnership with Chartwell has been instrumental to Challenge’s success and we look forward to our continued partnership.”
— Mike Rodgers, CFO, Challenge Manufacturing
About Challenge Manufacturing
Founded in 1981, Challenge Manufactruing has remained dedicated to supporting OEMs as a critical manufacturer of advanced modular assemblies and engineered metal-formed products. The Company is the largest employee-owned automotive supplier in the United States and remains dedicated to the wellbeing of its employee-owners.
Chartwell Contact
For additional information on this transaction, please contact Will Bloom. To learn more about Chartwell’s corporate finance capabilities, please contact Greg Fresh.
