mtn capital partners llc mtn capital partners llc new york company presentation mtn capital...

MTN Capital Partners LLCMTN Capital Partners LLC

New York

www.mtncapital.com

Company PresentationCompany Presentation



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We are a private equity firm that focuses on companies at the lower end of the middle market.

We partner with exceptional C-level executives to acquire companies and enhance shareholder value.

CriteriaCriteria

MTN has access to over $500 million in equity capital.

Focus

MTN invests in healthy as well as underperforming or distressed companies.

Healthy CompaniesProfitable and growing middle-market companies with strong management.

• Sales $25 to $250 million• EBITDA $4 to $15 million• Enterprise Value less than $100 million

Underperforming or Distressed Companies Companies with revenues of $50 million or more. We will consider:

• Acquiring companies outside of bankruptcy or in bankruptcy through a 363 sale process; and

• Obtaining control by buying discounted debt and converting it into equity.

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CriteriaCriteria

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Investment Size

$5 to $30 million equity investment per transaction.

Geography

North America

ApproachApproach

We often find our best opportunities off the beaten track: orphan subsidiaries of large companies, private companies reluctant to go through an auction process, companies with an intrinsic value that is not readily apparent, or businesses offered for sale in imperfect auctions.

We have recruited industry experts to help us evaluate our investment opportunities. They are former top executives from major corporations or successful entrepreneurs.

We carefully study our investment targets from both an operational and financial perspective, develop our investment thesis with management and our industry experts, and determine a fair acquisition price.

Post-acquisition, MTN investment professionals and our industry experts join the boards of our portfolio companies. We monitor our companies’ performance and help them achieve their full potential.

Together with management, MTN determines the best time and strategy for exiting the investment.

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PartnershipsPartnerships

Building Partnerships

Our success depends on building partnerships with the parties that make our transactions possible.

Owners

We close our transactions expeditiously because our professionals are experienced in evaluating and financing acquisitions. If previous owners want to remain involved with their companies post-acquisition, we welcome them as senior executives, as shareholders and as members of the board of directors.

Managers

Key to our success is building a genuine partnership with the managers of our portfolio companies. We partner with managers who want to build equity value for their shareholders and themselves. We structure ownership and incentive plans that offer management significant rewards for growth and profitability.

Our industry experts, who have experience with much larger companies, are a valuable resource to our managers.

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PartnershipsPartnerships

Industry Experts

MTN's private equity professionals have a background in finance. Central to our business model is to partner with experts in the industries in which our portfolio companies operate. Our industry experts help us with due diligence before the acquisition and join the portfolio company's board of directors post-acquisition.

They are a resource to the management of our portfolio companies to increase growth and profitability.

Investment Bankers

MTN's professionals are experienced, dynamic and creative. We are quick in evaluating transactions and resourceful in getting to the finish line.

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Portfolio CompaniesPortfolio Companies

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www.jsistorefixtures.com

In 2012, RFE Investment Partners and MTN co-sponsored with management the acquisition of JSI Store Fixtures. JSI Store Fixtures is a market-leading designer and manufacturer of high-quality merchandising displays for the supermarket industry. The company has won numerous awards for providing customized solutions for its clients.

Portfolio Companies at MTN

Joliet Equipment Corporation (“Joliet”) is a leading supplier of new and remanufactured AC and DC traction motors for the oil and gas drilling and exploration industries and other high power, large motor industrial applications. The Company also provides industrial motor repair services. Over its 75 year history, Joliet has built one of the most recognizable trade names in the motor industry, both domestically and internationally. Argosy Partners was the lead investor.

www.joliet-equipment.com


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Revolution Dancewear (the “Revolution") is the leading designer and marketer of specialty dancewear and footwear as well as dance recital costumes. Revolution sells its products directly through dance schools throughout the United States. Founded in 1996, the Company offers a full product line of footwear, bodywear and recital costumes to serve the needs of dancers across several dance style categories including tap, jazz, ballet, and hip hop. MTN Capital Partners co-invested in the deal with PNC Equity Partners, management and two other equity investors.

Balducci's is a 2009 add-on to Kings Supermarkets. Balducci's is a small-box gourmet and specialty food retailer with two formats: A traditional grocery store format branded Balducci's, and an urban food-to-go format branded Balducci's Gourmet to Go. It has eight locations in New York, Connecticut, Maryland, and Virginia.

www.revolutiondance.com

www.balduccis.com


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www.kingswebsite.com

Kings Supermarkets is a high-end grocery store chain with 24 stores located in Northern New Jersey and Long Island, New York. Kings was a subsidiary of Marks & Spencer PLC. The Investor Group was able to execute a sale/leaseback transaction on the owned real estate which funded over two-thirds of the purchase price. MTN Capital Partners was a co-sponsor in the deal alongside Angelo, Gordon & Co, and management.

Sound Lounge is the leading audio post-production company in the United States providing sound mixing services for television and radio commercials, and feature films. MTN Capital Partners was a co-sponsor in the deal alongside Argosy Partners, BIA Digital Partners LP, GMB Mezzanine Capital, LP, and the management.

www.soundlounge.com

Former Portfolio CompaniesFormer Portfolio Companies

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www.arizonaafo.com

Arizona AFO is a 2011 add-on acquisition to The Orthotics Group. Arizona AFO sells a variety of ankle foot orthotics products to more than 1,000 orthotists and prosthetists practitioners in North America.

One month after the acquisition of TOG, the same investment group acquired the orthotics business of Langer, Inc. (“Langer”). Langer is the third largest orthotics manufacturer in the United States. The two companies were merged creating the second largest orthotics company in North America.www.langerinc.com

Headquartered in Markham, Ontario, The Orthotic Group ("TOG") is the largest Canadian manufacturer and distributor of custom prescription orthotics, and orthotic footwear. MTN Capital Partners co-invested in the deal with PNC Equity Partners and management.

www.theorthoticgroup.com


Transactions

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MTN identified a power tools company with revenues of over $30 million offered for sale in a limited auction. MTN professionals did due diligence together with their industry expert and selected a capital partner who acquired the company.

Power Tools Company

Lexington Precision Corporation (“Lexington”) is one of the premier suppliers of molded rubber components in the world. Lexington has achieved dominant positions within its served markets by delivering advanced product solutions and leveraging its proprietary capabilities in product development, mold making, materials development, manufacturing and testing. Its two primary product lines are (i) insulators for automotive ignition systems; and (ii) molded rubber components for medical devices. These products are sold to a number of blue-chip companies serving the automotive aftermarket, medical, automotive original equipment (“OEM”), and general industrial markets.

Lexington emerged from bankruptcy on July 30, 2010. Aurora Resurgence exchanged an investment in Lexington’s subordinated debt, acquired at a discount during the bankruptcy, for a controlling equity stake in the company. Management is also an investor. MTN Capital Partners initiated this transaction.

www.lexingtonprecision.com


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www.capcleaning.com

Capital Contractors, Inc. (“Capital Contractors”), founded in 1963, is one of the nation’s largest independent janitorial services companies. A leader in the outsourced facilities maintenance industry, Capital Contractors provides cleaning and certain other facilities maintenance services to approximately 4,500 customers in all 50 states, Canada, and Puerto Rico through a network of approximately 1,600 independent contractors. Capital Contractors services approximately 7,000 locations per day. Palladium Equity Partners, LLC is the lead capital provider along with management. MTN Capital Partners initiated this transaction.

Home Décor Innovations is a leading supplier of mirrored closet doors, closet organization and wall décor products in North America and Europe. The Company provides functional and fashionable products to various channels including home improvement, mass retail, professional builders and the European retail furniture channel. Home Décor Innovations was a division of The Stanley Works. Wellspring Capital Management was the lead investor.

www.aurahomedesign.com

Prior Portfolio Companies before MTNPrior Portfolio Companies before MTN

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Note: These transactions were completed by the partners at prior firms and include both private equity and distressed debt investments.

Access Line Technologies, Inc. Provider of personal telecommunication services

Alabama Pine & Pulp Company Producer of Southern bleached softwood kraft pulp

Citi Trends Specialty retailer of discount fashion apparel (f/k/a Allied Fashion, Inc.)

Cost Plus, Inc. Specialty retailer of home furnishings and gourmet foods

e.spire Communications, Inc. Competitive local exchange carrier ("CLEC")

Envirodyne Industries, Inc. Manufacturer of food packaging

James Cable Partners, L.P. Cable television multiple system operator

Kasper By A.S.L., Ltd. Manufacturer and marketer of women's suits and sportswear

Larizza Industries, Inc. Manufacturer of plastic automotive components

Marks Bros. Jewelers, Inc. Retail jewelry chain

Phar-Mor, Inc. Deep discount drug store chain

The Leslie Fay Company Manufacturer and marketer of dresses and women's sportswear

TransCare Corporation Ambulance and ambulette provider

Advisory BoardAdvisory Board

Ralph Dillon

Mr. Dillon was Non-Executive Chairman of the Board of Directors of Party City, the largest party favors company, between 1999 and 2005. Mr. Dillon also served as Chief Executive Officer of Cost Plus, a specialty retailer of casual home living and entertainment products, from September 1990 to February 1998. From August 1987 to August 1990, Mr. Dillon served as President and Chief Operating Officer of Family Dollar Stores, Inc., a discount retail chain. From 1985 to 1987, he was President and Chief Operating Officer of Coast America Corporation, a hardware store chain. Prior to the formation of MTN, he was involved with two retail company acquisitions made by Olivier Trouveroy: he was CEO of Cost Plus and a board member of Citi Trends.

Henry Driesse

Mr. Driesse spent the majority of his 30 year business career at ITT Corporation with roles of increasing responsibility including President of ITT Fluid Technology, President of ITT Defense and Electronics, and President of ITT Avionics. He also served as Chairman of Faradyne Motors, a supplier of submersible motors for pumping applications, and as a member of the board of directors of Digital Globe, a satellite imagery company for military and civil applications. Mr. Driesse holds the BSEE degree from Fairleigh Dickenson University and the MSEE degree from New York University. He is a member of the Board of Trustees of Chilton Memorial Hospital, NJ.

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Scott Edmonds

Mr. Edmonds was until 2009 the Chairman and CEO of Chico's (NYSE:CHS), a specialty retailer of women’s apparel, where he led the company's growth from $155 million in sales and 200 locations to $1.5 billion and 1,076 locations over a ten year period. He is currently Chairman and CEO of Bellfield Investment Partners, a private equity firm that specializes in emerging growth companies. He is a director of J.Jill, a multichannel retailer of apparel, accessories, and footwear for women with over 1,000 employees. He is also on the board of directors of Revolution Dancewear, an acquisition co-sponsored by Incline Equity Partners and MTN Capital Partners.

Jack Glover

Mr. Glover co-founded in 2011 Incline Equity Partners, a private equity firm, that manages $300 million in its first fund. Before that he was co-head of PNC Equity Partners which he joined in 1996. In 2011, PNC Equity had $800 million assets under management. He has made dozens of private equity investments that he led to successful exits. He currently serves on the board of directors of Double E Company, Revolution Dancewear, Wheaton Industries, Oracle Elevator, APEX Analytix, Caldwell & Gregory, Orthotic Holdings, Inc. (OHI), and Faucet Queen. Mr. Glover has an MBA from the University of Chicago. He made two investments in partnership with MTN Capital Partners.

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Robert LeBlanc

Mr. LeBlanc was President and Chief Executive Officer of Handy & Harman, a $400 million diversified manufacturer of electronic materials, specialty fasteners and connectors, specialty wire and tubing products, and fabricated precious metals, between 1998 and 2003. Previously, he was Executive Vice President of Elf Atochem North America, a $1.7 billion specialty chemical and polymer subsidiary of Elf Aquitaine, France. He is currently a director of Church & Dwight Co. (NYSE: CHD), a $2.4 billion manufacturer of consumer packaged goods and specialty chemicals, and Jetera Inc., a technology based precision media company. He worked with MTN on the acquisition of Joliet Equipment Corporation and joined the company’s board of directors.

Honorable Robert L. (“Bob”) Livingston

Mr. Livingston was elected to the U.S. House of Representatives from Louisiana in 1977 and was re-elected to eleven successive two-year terms. He served as a member of the Appropriations Committee through most of his time in Congress and for the maximum period of six years on the Permanent Select Committee on Intelligence. From 1995 through 1998, he served as the Chairman of the Appropriations Committee, shepherding 13 appropriations bills through the legislative process. Following his departure from Congress in 1999, Mr. Livingston established The Livingston Group which grew to be today the 10th largest independent lobbying firm, a bipartisan enterprise with over 60 principals and consultants, and 14 international affiliates. Among its clients have been countries such as Turkey, Morocco and Azerbaijan, and companies such as Goodyear, Rolls Royce and Verizon Wireless.

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Stephen Key

Mr. Key was Executive Vice President and Chief Financial Officer of Textron, Inc., a $13 billion multi-industry conglomerate, between 1995 and 2001. He was Executive Vice President and Chief Financial Officer of ConAgra, Inc., a $15 billion retail food company in North America, between 1992 and 1995. Mr. Key also held top management positions at Ernst & Young and its predecessor, including managing partner of the New York office, founder of the M&A practice, and member of the management committee and of the board of partners. He is currently a director of Greenhill, Inc., a publicly-traded merchant bank with almost $2 billion in market capitalization, and a member of the Board of Trustees of the Rhode Island School of Design.

John Kirwin

Mr. Kirwin co-founded Argosy Capital, an investment firm that makes equity, mezzanine debt and real estate investments, in 1990. Argosy's assets under management are currently over $550 million. His has made successful investments in over 70 companies. Before Argosy Capital he practiced law with special emphasis on public and private securities offerings, and venture capital and buyout transactions. He was a member of the board of directors of four public companies. He currently serves on the board of directors of several private companies. Mr. Kirwin holds a Juris Doctor from George Washington University. He made two investments in partnership with MTN Capital Partners.

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Peter Reiter

Mr. Reiter is a Managing Director with RFE Investment Partners, a private equity firm founded in 1979 that currently manages its seventh fund. RFE's assets under management are over $400 million. Peter has served on the boards of directors of several RFE portfolio companies and is currently a director of CBT Technology, iMedX, Lectrus and Plantation Products. Before joining RFE he was an auditor with KPMG Peat Marwick. Mr. Reiter has an MBA from New York University.

Lou Terhar

Between 1992 and 1999 Mr. Terhar was President and CEO of David J. Joseph, the largest US metal recycler with $1.1 billion in revenues at that time. Between 2004 and 2005 he was president and CEO of Integris Metals, Inc, a $2.2 billion revenues joint venture between Alcoa and BHP Billiton that was the largest aluminum and stainless steel distributor in North America. In 2005 he founded Strategic Planning Advisors LLC, a senior level consulting firm. In 2011, he became a member of the Ohio House of Representatives. Mr. Terhar is a graduate of the United States Naval Academy, Syracuse University, and Harvard University. He is a Commander, US Navy (Retired). He also teaches in Xavier University's Executive MBA program.

Bruce Weitz

Mr. Weitz is currently a member of the board of directors of JSI Store Fixtures, an MTN portfolio company. From 2006 to 2010 he served as Chief Executive Officer of Kings Supermarkets, Inc., another MTN portfolio company. Mr. Weitz served as Chief Executive Officer and President of Today's Man Inc. from 2000 to 2003. He served as the President, Chief Executive Officer and Chairman of Duane Reade Drugstores from 1992 to 1996. From 1988 to 1992, he served as President and Chief Operating Officer of Grossman's Inc., a Massachusetts based home improvement chain. He was a Director of the Food Marketing Institute between 2008 and 2010. Mr. Weitz worked with MTN in the acquisition of both Kings Supermarkets and JSI.

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Team – Managing PartnersTeam – Managing Partners

Olivier Trouveroy – Managing PartnerMr. Trouveroy co-founded MTN Capital Partners in 2005. Since then, MTN and its portfolio companies have been involved in acquisitions totaling almost $500 million.

Mr. Trouveroy, a professional with over 25 years of business experience, was a founding partner of ING Equity Partners and its successor Hampshire Equity Partners. The funds he co-managed made investments totaling over $500 million in both performing and underperforming companies. He built a very successful investment track record over a nine year period.

He was also head of GE Capital's leveraged finance business in France.

Mr. Trouveroy worked for six years in the mergers and acquisitions department of Drexel Burnham in New York where he became a partner. He handled M&A transactions totaling over $4 billion.

Mr. Trouveroy is a director of Sound Lounge, Kings Supermarkets, and Joliet Equipment Corporation.

Mr. Trouveroy has an M.B.A. from the University of Chicago and an M.A. in Economics from the University of Louvain in Belgium. He passed the C.P.A. examination.

Mr. Trouveroy is a board member and chairman of the finance committee of the Belgian American Educational Foundation.

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Team – Managing PartnersTeam – Managing Partners

Dan Negrea – Managing PartnerMr. Negrea co-founded MTN Capital Partners in 2005. Since then, MTN

and its portfolio companies have been involved in acquisitions totaling almost $500 million.

Before MTN, Mr. Negrea was an investment banker for 20 years.He held senior positions in leveraged finance at Drexel Burnham, Bear Stearns, Chase Securities, and ING Barings. At ING Barings, he served as head of high yield capital markets.

During his career, Mr. Negrea worked with companies in almost every industry and has raised over $15 billion in capital through a variety of financial instruments including high yield bonds, senior secured notes, bank loans, mezzanine loans, and equity securities.

Mr. Negrea is a director of Kings Supermarkets, Revolution Dancewear and JSI Store Fixtures. He is a former director of The Orthotic Group.

Mr. Negrea has an M.B.A. from Cornell University and an M.A. in International Finance from the University of Bucharest, Romania.

Mr. Negrea is a member of the Order of Malta.

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Team – Investment ProfessionalsTeam – Investment Professionals

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Pierre Dahmani – Managing DirectorMr. Dahmani joined MTN in 2012 and is responsible for transaction origination and execution.

Before MTN he was Managing Director of Global Partners, a merchant bank with offices in the US and Europe that he co-founded in 2002. Global Partners’ focus has been M&A transactions and principal investing involving US and European companies. His private equity experience runs the gamut from being an M&A advisor, to making control equity investments, and to having senior management roles in his portfolio companies. Mr. Dahmani’s most recent control investment was in Miller and Company, one of the most diversified suppliers of raw materials to the ferrous foundry and steel industry in the U.S., Canada and Mexico. Before Global Partners he practiced law for ten years. Mr. Dahmani studied international business at Universite de Paris, Sorbonne before attending the University of Michigan. He has a J.D. from the University of Detroit.

Ivan L. Lustig – Managing DirectorMr. Lustig joined MTN in 2012 and is responsible for transaction origination and execution. Mr.

Lustig has over 30 years as an investment banker specializing in mergers and acquisitions and financings having worked on over $200 billion of transactions. He was most recently a Senior Managing Director at Duff & Phelps and was, prior to that, Head of M&A in the Americas for The Royal Bank of Scotland, Head of M&A in North America for predecessor firm ABN AMRO and Head of Media and Communications Investment Banking at ING Barings (acquired by ABN AMRO). Prior to that, he was Head of Telecom, Media and Technology Investment Banking at Wertheim Schroder & Co. Mr. Lustig graduated from Cornell University with a B.S. M. Eng. and M.B.A. as a Knight Scholar. Mr. Lustig is also Vice Chairman of the Museum of the Moving Image in New York City, a member of the Cornell Engineering College Council, an Advisory Board Member of Cornell’s Financial Engineering Graduate Program and a Board Member of ARIF, a private foundation


Steven J. Ross – Managing DirectorMr. Ross joined MTN in 2011 and is primarily responsible for transaction origination. Mr. Ross has over 25 years of senior management experience, ranging from high growth private companies to multi-billion dollar divisions of public enterprises.

Immediately prior to joining MTN, Mr. Ross was CEO of National Investment Managers (NASDAQ: NIVM) from 2006 until its going private in 2011. Under Mr. Ross' leadership, the company made several acquisitions and became the largest independent retirement services company in the US with over $11 billion in assets under administration and operations in 17 cities. Prior to that, Mr. Ross served as Chairman and CEO of DynTek, a leading provider of information technology services with annual revenues of over $100 million. He was also General Manager of the Computer Systems Division of Toshiba America with overall responsibility for Toshibas $3 billion computer business in the US and South America. Mr. Ross served as Vice-Chairman of the Board of the Computing Technology Industry Association (COMPTIA) and as a board member of the US Internet Industry Association (USIIA). Mr. Ross is an alumnus of Harvard University and graduated from the Advanced Management Program at the Harvard Business School.

Mr. Ross is currently the lead director for the Longhai Steel Company (OTC:LGHS), a $1 billion revenue steel wire producer based in Xingtai, China.

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James Kim – DirectorBefore joining MTN in 2002, Mr. Kim was a member of Bear Stearns’ corporate finance department.

At Bear Stearns, Mr. Kim was mainly involved in mergers and acquisitions in the aerospace, defense and information services industries.

Mr. Kim has worked with senior management and boards of directors of a variety of companies on transactions including exclusive sales, buy-side M&A engagements, recapitalizations, and acquisition financings.

Mr. Kim has a B.S. in Economics with a dual concentration in Finance and Accounting from the Wharton School of Business at the University of Pennsylvania.

Christopher G. Muneio – DirectorMr. Muneio is responsible for transaction origination and execution. Prior to joining MTN in 2011, Mr. Muneio was President of CM Capital Advisors, an outsourced business development company for private equity firms, high-yield funds, and family office groups.

Between 2004 and 2010, Mr. Muneio worked at The Comvest Group, most recently as a Vice President. The Comvest Group is a private equity firm focused on buyouts and restructurings for lower middle market companies. He was instrumental in growing the firm's assets under management from $165 million to just under $1 billion. He sourced new business, executed transactions and analyzed portfolio companies to maximize return on investment.

He originated transactions totaling $500 million.

Mr. Muneio graduated from Palm Beach Atlantic University with a degree in Business Administration.

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Wendy Gallagher – Vice President

Ms. Gallagher is responsible for transaction origination. Prior to joining MTN in 2012, she was a Vice President at BKB Investments, a

hedge fun, where she was responsible for capital raising.

Between 2002 and 2010 she was a Vice President in private wealth management at Morgan Stanley Smith Barney where she was a specialist in investment products and services for high net worth individuals.

Miss Gallagher has a B.S. in Economics, International Business and Management Information Systems from Drexel University where she was on the varsity lacrosse team.

Morgane Chang– Analyst

Ms. Chang joined MTN in 2013 and is primarily responsible for business development. Ms. Chang is also involved in due diligence related to MTN acquisitions. She lived in and taught English in China.

Ms. Chang received a BA cum laude from Wake Forest University.

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NewsNews - - MTN Managing Partner chairs the 2013 Capital MTN Managing Partner chairs the 2013 Capital Roundtable Independent Sponsor ConferenceRoundtable Independent Sponsor Conference

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Independent Sponsor DealmakingIn Partnership with Capital Sources

Why Growth in This Community Is Outpacing That of Committed Funds

CHAIRED BYDan Negrea, Managing Partner

MTN Capital Partners LLC

Featuring 20 Expert Speakers Including –

News – MTN Portfolio Company SoldNews – MTN Portfolio Company Sold

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April 8, 2013 PRESS RELEASE

The Orthotic Group, a portfolio company of MTN Capital Partners, was sold to Frazier Healthcare in April 2013.

The Orthotic Group is the largest manufacturer and distributor of custom prescription orthotics, orthotic footwear, and gait analysis equipment in Canada and the second largest in North America. The company serves a broad range of health care professionals in the chiropractic, podiatric, orthopedic, and physical therapy markets. The investors’ vision was to build a leading North American orthotics company. The initial acquisition of The Orthotic Group, a Canadian company, was followed by the acquisition of Langer Biomechanics and Arizona AFO, both US companies.

MTN’s capital partner for this transaction was Incline Equity Partners.For more information regarding the transaction, please call Dan Negrea at 212-400-2670. For more information regarding MTN, please visit www.mtncapital.com

News – Notice in PitchNews – Notice in Pitch

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News – Dow Jones Article News – Dow Jones Article

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Incline Equity, MTN Capital Sell Orthotic Holdings to Frazier Amy OrApril 09, 2013(c) 2013 Dow Jones & Company, Inc. Incline Equity Partners and MTN Capital Partners have sold Orthotic Holdings Inc. to Frazier Healthcare, as the health-care focused firm re-enters the foot- and ankle-care space.

Frazier sold Ascension Orthopedics, which develops and sells a range of implants for the shoulder, elbow, wrist, hand, foot and ankle, to Integra LifeSciences Corp. for $65 million in September 2011.

The firm, which has offices in Seattle and Menlo Park, Calif., said in a news release that the foot and ankle market is one of the fastest expanding spaces in orthopedics as obesity and diabetes, two of the more increasingly prevalent diseases in the U.S., often result in foot and ankle related health conditions.

Terms of the Orthotic transaction weren't disclosed. Frazier invests in companies with annual earnings before interest, taxes, depreciation and amortization of $5 million to $30 million. Markham, Ontario-based Orthotic makes, markets and distributes custom-made and branded medical products that treat foot, ankle and leg related conditions and diseases through three brands: Langer Biomechanics, Arizona AFO and The Orthotic Group.

Pittsburg-based Incline, set up by three managing partners of PNC Equity Partners, acquired Orthotic in September 2008, in conjunction with New York firm MTN Capital and the company's management. Incline invested from its $272 million PNC Equity Partners II LP fund, which the firm manages while being independent of PNC.

During its four-plus years of ownership of Orthotic, Incline said the company doubled its earnings, with "process enhancements through the implementation of foot scanning technology, significant growth achieved by entering new sales channels and three targeted acquisitions."

Incline focuses on investments of $10 million to $25 million in lower midmarket growth companies with enterprise values of $25 million to $100 million across a variety of industry sectors including specialized light manufacturing, value-added distribution, and business and industrial services. MTN Capital also targets companies at the lower end of the midmarket.

News – JSI Store Fixtures Press ReleaseNews – JSI Store Fixtures Press Release

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January 7, 2013PRESS RELEASE RFE and MTN Acquire JSI Store Fixtures RFE Investment Partners and MTN Capital Partners acquired JSI Store Fixtures, Inc. (www.jsistorefixtures.com) in partnership with JSI’s management. The acquisition closed in December 2012. JSI is a Milo, Maine-based designer and manufacturer of high-quality refrigerated and non-refrigerated wood merchandising displays for the supermarket industry. The Company was first-to-market with a patented line of closed-cell foam merchandising surfaces for produce. The Company’s merchandising displays are used by many of North America’s top supermarket, grocery and food retail chains. JSI has established itself as an innovator and leader within its niche, with commanding market shares in its primary product categories. RFE Investment Partners is a private equity investor with over 30 years of middle market buyout experience investing in growth companies in partnership with strong management teams. RFE’s investments are concentrated in three broad industry sectors: niche manufacturing, business services and healthcare services. MTN is a private equity firm that has extensive experience in working with talented management teams to grow middle-market companies. MTN brings both the capital and the operational resources needed to achieve success. MTN’s portfolio companies operate in the building products, supermarkets, media services, medical products, industrial motors, and leisure product industries. For more information on the transaction, please call Dan Negrea at 212-400-2670.For more information regarding MTN, please visit www.mtncapital.com

NewsNews - - MTN Managing Partner speaks at 2011 Capital MTN Managing Partner speaks at 2011 Capital Roundtable Independent Sponsor ConferenceRoundtable Independent Sponsor Conference

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Best Practices for Successful Independent Private Equity Sponsors --

Financing Deals, Gaining Differentiation,& Overcoming Roadblocks

● Loren Kennedy, Kennedy Advisors LLC● Bruce N. Lipian, StoneCreek Capital Inc.● Dan Negrea, MTN Capital Partners LLC● J. Herbert Ogden, Westfield Capital Corp.● Gretchen B. Perkins, Huron Capital Partners LLC● Robert T. Puopolo, Epic Partners LLC ● M. Tatum Pursell, Unlimited Horizons Inc.● James T. Rich, Gemini Investors● John A. Rogers, Herrick Feinstein LLP● Douglas S. Rose, Gardner Webster Capital Partners● James D. Rosener, Pepper Hamilton LLP● Marceau N. Schlumberger, Coral Reef Capital● Alexander K. Schneider, Keystone Capital Inc.● Martin W. Stein, Blackford Capital LLC

● Richard N. Baum, Consumer Growth Partners● R. David Bergonia, North American Funds LLC● Hector A. Bultynck, Peninsula Capital Partners LLC● Joseph J. Catalano, Sentinel Capital Partners LLC ● Peter G. Davies, Stonehenge Partners Inc.● Bart J. deBie, Prospect Capital Corp. ● Mac Gerlach, Expedition Capital Partners● Laurens M. Goff, Goff Management Inc.● Jeffrey A. Gonyo, Geneva Glen Capital LLC● Stephen A. Greene, Tri-Artisan Capital Partners LLC● Robert M. Horak, Lincoln International LLC● James C. Humphlett, ValuePoint Growth Partners● Richard A. Izzi, Radius Partners LLC● Raymond J. Kane, Duff & Phelps LLC

CHAIRED BYScott S. Johnson, Chief Executive Officer

SJ Partners LLC

Featuring 30 Expert Speakers Including –

News - News - MTN Capital Partners wins JULY M&A DEAL MTN Capital Partners wins JULY M&A DEAL WINNERS from Global M&A NetworkWINNERS from Global M&A Network

CONGRATULATIONSCONGRATULATIONS to REVOLUTION INC, PNC EQUITY PARTNERSREVOLUTION INC, PNC EQUITY PARTNERS and

MTN CAPITAL PARTNERSMTN CAPITAL PARTNERS

August 14, 2010: New York, NY: Acquisition and recapitalization of Revolution Inc. by PNC Equity Partners and cosponsor MTN Capital Partners are the winners of the JULY M&A DEAL of the MONTH, Honors program.

"We are thrilled to win the Deal of the Month Honors for the second time this year. Revolution is a niche market leader

with a talented management team, compelling value proposition and unique distribution model. We look forward to the

continued success of the Revolution Dancewear brand in the marketplace.” Jack Glover, Partner of PNC Equity Partners.

“We are delighted with the acquisition of Revolution, a company with talented and driven management. Revolution

has an impressive growth history and outlook, as well as excellent profitability. This is the second time in two years

that we’ve teamed up with PNC Equity to make an acquisition and we are very pleased with the relationship we’ve

built with PNC.” said Dan Negrea, Managing Partner at MTN Capital Partners.

“We congratulate Revolution Inc., PNC Equity Partners, and co-sponsor MTN Capital Partners for winning JULY

DEAL of the MONTH honors. Transaction reflects winning attributes — deal structure, timeliness, specialty sector

space and portfolio integration synergies.” Global M&A Network.

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News - News - Lexington Precision Corporation Press ReleaseLexington Precision Corporation Press Release

Aurora Capital Buys Lexington Precision Group

Posted on: August 11th, 2010

Aurora Capital Group has acquired a majority stake in Lexington Precision Corp., a New York-based maker of tight-tolerance rubber components. No financial terms were disclosed. Lexington emerged from Chapter 11 bankruptcy protection at the end of last month.

PRESS RELEASE

An affiliate of Aurora Capital Group (”Aurora”) has successfully reorganized and acquired a majority ownership position in Lexington Precision Corporation (”Lexington” or the “Company”).

Lexington manufactures tight-tolerance rubber components for use in medical, automotive, and industrial applications. Medical products include injection sites for intravenous feeding systems, plunger tips for syringes, and seals for minimally-invasive surgical instruments. Automotive products include seals for wiring systems and insulators for original-equipment and aftermarket ignition-wire-sets. The Company’s cutting-edge tooling technology and automated production processes support high-quality, low-cost manufacturing.

Steve Martinez, Managing Director of Aurora Resurgence, commented, “We are pleased to partner with Lexington’s management team to capitalize on the Company’s exceptional engineering, manufacturing and materials-formulation capabilities.”

Michael Lubin, Chief Executive Officer of Lexington, noted, “For many years, Lexington has been a company with great competitive strengths, but with an overly burdensome level of debt. The Aurora team recognized this and helped the Company utilize the reorganization process to create a strong balance sheet and substantial liquidity. We are now looking forward to working with Aurora to expand our business as we progress forward.”

Lexington emerged from Chapter 11 of the United States Bankruptcy Code on July 30, 2010. As part of Lexington’s successful reorganization effort, Aurora purchased public debt of the Company and then converted those securities into equity. Aurora also made a direct cash investment in Lexington to help fund the Company’s reorganization plan. Aurora is now the majority owner of the newly reorganized company.

About Aurora Capital Group:

Aurora Capital Group is a Los Angeles-based private equity firm managing over $2.0 billion with two distinct investment strategies. Aurora Resurgence invests in debt and equity securities of middle-market companies and targets complex situations that are created by operational or financial challenges either within a company or a broader industry. Aurora Equity focuses principally on control-investments in middle-market industrial, manufacturing and selected service oriented businesses. For more information about Aurora Capital Group, visit www.aurorares.com or www.auroracap.com.

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MTN Capital Partners initiated this Transaction

News - Mergers & Acquisitions ArticleNews - Mergers & Acquisitions Article

By JONATHAN MARINO

July 7, 2010

PNC Equity Partners provided an unspecified amount of cash to Revolution Inc., maker of Revolution Dancewear. The company will join another PNC portfolio asset, The Orthotic Group, which makes orthopedic footwear for sale in Canada.

“They both have leading market positions within fragmented channels of distribution,” said Jack Glover, partner of PNC Equity Partners, speaking with the M&A Journal.

Glover was joined in the transaction by PNC vice presidents Mike Hand and Michael Rost; all three will be on Revolution’s board of directors going forward.

Lately, PNC has been on a bit of a roll making deals. Last month, it bought Wheaton Industries Inc., a New Jersey-based maker of lab packaging products. It also acquired Oracle elevator Company, a non-union elevator maintenance and repair company with locations all over the US. Glover said that, with the unspecified Revolution investment, the PE firm’s second fund is about 70% deployed.

Deals in the clothing and sporting goods space have grown in recent months. Most notably was the March deal in which Phillips-Van Heusen acquired Tommy Hilfiger Corp. from Apax Partners for $3 billion. Additionally, more sporting goods deals, like the Kohlberg Sports Group’s acquisition of New York-based Maverik Lacrosse, have taken place in recent months.

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PNC, MTN Recap Revolution

PNC Equity Partners provides cash to Revolution Dancewear, with MTN Capital Partners co-sponsoring.

MTN Capital Partners, the New York-based private equity firm, was a co-sponsor of the deal.

News - News - MTN initiated this TransactionMTN initiated this Transaction

Palladium Equity Partners Completes Acquisition of Capital Contractors, Inc.

New York, NY, September 21, 2009 — Palladium Equity Partners, LLC and its affiliates (“Palladium”) announced today that it has advised Palladium Equity Partners III, L.P. (“Fund III”) on the acquisition of Capital Contractors, Inc. and its affiliates (“CCI” or the “Company”) in partnership with Dennis Kaplan, the Company’s President and Chief Operating Officer. Based in Melville, New York, CCI is one of the largest privately held providers of janitorial and facilities maintenance services in North America. The transaction terms were not disclosed.

CCI offers a comprehensive range of cleaning and maintenance solutions to thousands of facilities throughout the U.S., Canada and Puerto Rico. With the resources of a large firm and the benefits of a local office network from coast to coast, the Company’s customers range from Fortune 500 companies with hundreds of locations throughout the country to local single-location start-ups. Founded and privately held since 1932, CCI specializes in simplifying the lives of its customers with cost-effective and complete cleaning and maintenance solutions, including recently expanded facility maintenance capabilities.

Erik Scott, Principal of Palladium, said, “CCI is well known by its customers for providing high quality support and responsive customer service at a competitive price for over 75 years. With its network of offices throughout the U.S. and Canada, the Company is well-positioned to manage large-scale national accounts through a single point of contact, while also serving local businesses with its local knowledge and expertise. We see significant long-term growth potential for a proven, cost-effective provider like CCI, particularly given promising industry trends in outsourcing and vendor consolidation.”

Mr. Scott continued, “We look forward to partnering with Dennis Kaplan and his management team to continue the Company’s growth, including enhanced service offerings, expanded industry specializations and continued focus on top-notch customer service.”

Dennis Kaplan, President of CCI, stated, “I am extremely pleased to be working with Palladium, a firm with a strong track record as an investor and many years of experience helping companies grow. We believe we are very well-positioned to serve large national customers and local businesses, and with expanded capabilities we look forward to working with current and prospective customers to meet all of their cleaning and facilities needs.”

Fund III provided both equity and debt financing for the transaction and Palladium will have three representatives joining the Company’s Board of Directors including Mr. Scott, David Perez and Justin Green. The Company will continue to be run by Dennis Kaplan, who has maintained a meaningful ownership stake in the Company.

About Capital Contractors, Inc. (www.capitalcontractors.com)

Capital Contractors, Inc. and its affiliates (“CCI”), is one of the largest privately held providers of janitorial and facilities maintenance services in North America. With offices throughout the U.S. and Canada, CCI maintains thousands of facilities and has been successfully serving customers for more than 75 years.

About Palladium Equity Partners (www.palladiumequity.com)

Palladium Equity Partners, LLC, along with its affiliates (“Palladium”) targets investments in business services companies as well as in financial services, consumer/retail, food/restaurants, healthcare, manufacturing and media businesses. Palladium has a focus on companies that are well-positioned to capitalize on the fast-growing U.S. Hispanic market. The principals of Palladium have directed investments of over $2.5 billion of equity in more than 65 portfolio companies over the last two decades.

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MTN CAPITAL PARTNERS initiated this Transaction

News - News - MTN Managing Partner speaks at 2009 Capital MTN Managing Partner speaks at 2009 Capital Roundtable Independent Sponsor ConferenceRoundtable Independent Sponsor Conference

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Fifth Semi-Annual MasterClass™On PE Dealmaking by Independent (aka "Fundless")

Sponsors & the Investors Who Back Them

How Independent SponsorsCan Prosper During the

Recession--Without an Institutional

Safety Net

CHAIRED BYRichard N. Baum, Managing Partner

Consumer Growth Partners LLC

Featuring 20 Expert SpeakersIncluding --

● Drew H. Adams, Stone Creek Capital Inc. ● Marc C. Bergschneider, Starboard Capital Partners● Brent E. Brown, Madison Parker Capital ● Howard Brod Brownstein, Nachman Hays Browstein Inc. ● Carl C. Cordova III, Cordova Smart & Williams LLC● Christopher M. Daley, Pilgrim Capital Partners LLC● Dominick P. DeChiara, Nixon Peabody LLP● Brian A. Demkowicz, Huron Capital Partners LLC● Laurens M. Goff, Goff Management Inc.● Bennet Goldberg, Hunt Private Equity Group Inc.● Stephen A. Greene, Eureka Capital Markets LLC● Neil A. Marks, Praesidian Capital● Patrick S. Martin, Laurus Transaction Advisors LLC

● Dan Negrea, MTN Capital Partners LLC● Daniel E. Pansing, Merit Capital Partners LP ● J. P. Paquin, Brown Brothers Harriman & Co.● George A. Pfeil III, G. L. Ohrstrom & Co. Inc.● Drew T. Sawyer, 2SV Capital LLC● Durant D. Schwimmer, Churchill Financial LLC● John P. Sheehan, Equis Capital Partners LLC● William M. Smith, Global Reach Capital LLC ● Jeffrey L. Teeven, Consumer Growth Partners LLC● David K. Wassong, Soros Fund Management LLC

News - News - Acquisition Press ReleaseAcquisition Press Release

PRESS RELEASE

Argosy Partners and MTN Capital Partners Acquire Joliet Equipment Corporation* Reuters is not responsible for the content in this press release.

Last update: 9:00 a.m. EST Dec. 3, 2008

WAYNE, Pa. & NEW YORK, Dec 3, 2008 (Business Wire) -- Argosy Partners and MTN Capital Partners announced today they have acquired Joliet Equipment Corporation (www.jolietequipment.com), a leading supplier of new and remanufactured AC and DC traction motors for the oil and gas drilling and exploration industries and other high-power, large-motor industrial applications. The company also provides industrial motor repair services. Over its 75 year history, Joliet has built one of the most recognizable names in the motor industry, both domestically and internationally.

Mr. Robert LeBlanc, an MTN Operating Partner, advised the investors in this acquisition and has joined Joliet’s board of directors. Mr. LeBlanc was formerly Chief Executive Officer of Handy & Harman, a $400 million manufacturer of industrial products.

Senior Debt was provided by Fifth Third Bank and Mezzanine Debt was provided by Ironwood Mezzanine Capital. Equity capital was provided by Argosy, MTN, Mr. LeBlanc, Ironwood Mezzanine Capital, and Joliet Equipment Corporation management. Joliet President Jim Keck will remain active as a consultant to the company and the Joliet management team and employees will continue to provide customers top quality products and service.

About Argosy Partners

Based in Wayne, Pennsylvania, Argosy Partners (www.argosycapital.com) invests in middle market manufacturing and business service companies and has more than $300 million under management. Joliet is its first investment from AIP IV, a $150 million fund that recently held its first closing.

About MTN Capital Partners

MTN Capital Partners (www.mtncapital.com) is a private equity firm based in New York that focuses on acquiring middle-market companies.

Rubenstein Associates

Alex J. Stockham, 212-843-8297

[email protected]

Copyright Business Wire 2008

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PRESS RELEASE

MTN Transactions: Acquisition of The Orthotics Group and of Langer, Inc.MTN Transactions: Acquisition of The Orthotics Group and of Langer, Inc.

In September 2008, an investment group comprised of PNC Equity Partners, MTN Capital Partners (“MTN”) and the management of The Orthotic Group, Inc. (“TOG”) acquired TOG from its founder. Bank of Montreal provided the senior debt. TOG is the largest Canadian manufacturer of prescription orthotics and orthotic footwear and does business in North America, Europe and Australia. TOG’s new Chief Executive Officer is Mr. Bruce Marrison, a 12 year company veteran who has been responsible for the company’s impressive growth.

In October 2008, TOG acquired Langer, Inc., the third largest orthotics manufacturer in the United States who also has a presence in Canada. The combined entity is the second largest orthotics manufacturer in North America.

MTN identified the TOG and Langer acquisition opportunities in partnership with Mr. Jason Kraus, a former top executive with Langer and a recognized orthotics industry leader.

For questions regarding these transactions, please call Mr. Dan Negrea at 212-400-2670 or Mr. James Kim at 212-400-2669.

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News - Acquisition Press ReleaseNews - Acquisition Press Release

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News - Acquisition Press ReleaseNews - Acquisition Press Release

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News - Company Press Release Regarding MTN Offer News - Company Press Release Regarding MTN Offer

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Contact UsContact Us

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MTN Capital Partners LLC489 Fifth Avenue21st Floor New York, NY 10017

Fax: 212-986-1781

Managing Partners

Olivier Trouveroy 212-400-2667Managing [email protected]

Dan Negrea 212-400-2670Managing Partner [email protected]

Investment Professionals

Pierre Dahmani (312) 493-0688Managing Director [email protected]

Ivan L. Lustig (212) 400-2674Managing Director [email protected]

Steven J. Ross 949-836-7591Managing Director [email protected]

James Kim 212-400-2669Director [email protected]

Christopher G. Muneio 941-730-7150Director [email protected]

Wendy Gallagher (312) 589-0738Vice [email protected]

Joyce Kim 212-400-2660Analyst [email protected]

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