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Los Gatos Research, Inc.

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Los Gatos Research, Inc.

Los Gatos Research, Inc., based in Mountain View, California, designs and manufactures laser-based analyzers used to measure gases, liquids and isotope ratios in a variety of industries. ABB Ltd is a publicly traded company (SWX:ABBN) based in Zurich, Switzerland which provides power and automation technologies for utility and industrial customers worldwide.

OEM Capital is a specialty investment banking firm offering corporate finance advisory services to both public and private electronics, communications, software, and information technology companies. Services offered include strategic advisory, mergers and acquisitions advisory, private placements of debt and equity, PIPEs, recapitalizations and restructurings, and financial opinions.

OEM Capital’s ‘s professionals have extensive experience in the industries they cover. As a founding member of the Alliance of International Corporate Advisors (AICA), OEM Capital provides its clients with access to transactions on a global scale, in every major technology market in the world.

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Tii_KeltaSale

Tii Network Technologies, Inc.

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Tii Network Technologies, Inc.

OEM Capital served as exclusive financial advisor to Tii Network Technologies in its sale to Kelta
Incorporated. This is the second transaction that OEM Capital has advised Tii Network Technologies on.
Previously, we advised on its acquisition of Porta Systems’ Connection and Protection Product Line in
2009. As part of its advisory services, OEM Capital also provided the Board of Directors of Tii Network
Technologies a Fairness Opinion with respect to the transaction.

Tii Network Technologies, Inc. headquartered in Edgewood, New York, designs, manufactures and sells
products to service providers in the communications industry for use in their networks. Tii’s products are
typically found in the Telco Central Office, outdoors in the service providers’ distribution network, at the
interface where the service providers’ network connects to the users’ network, and inside the users’
home or apartment, and are critical to the successful delivery of voice and broadband communication
services. Additional information about the company can be found at
www.tiinetworktechnologies.com.

OEM Capital is a technology investment banking firm offering corporate finance advisory services to
both public and private electronics, communications, software, and information technology companies.
Services offered include mergers and acquisitions advisory, private placements of debt and equity,
including PIPEs, strategic advisory, recapitalizations and restructurings, and financial opinions.

OEM Capital’s professionals have extensive experience in the industries they cover. As a founding
member of the Alliance of International Corporate Advisors (AICA), OEM Capital provides its clients with
access to transactions on a global scale, in every major technology market in the world.

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Sage_Spectrum_Tombstone 2

Sage Laboratories, Inc.

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Sage Laboratories, Inc.

OEM Capital worked closely with the Ceralta management team to identify the key value enhancing attributes that Sage could bring to a strategic acquirer and developed a selective target list of the most likely prospective acquirers.

As a result of our involvement in the sale process, the shareholders of Ceralta Technologies were able to realize their objectives in a timely manner.

OEM Capital is a specialty investment banking firm offering corporate finance advisory services to both public and private electronics, communications, software, and information technology companies. Services offered include strategic advisory, mergers and acquisitions advisory, private placements of debt and equity, PIPEs, recapitalizations and restructurings, and financial opinions.

OEM Capital‘s professionals have extensive experience in the industries they cover, and as a founding member of the Alliance of International Corporate Advisors (AICA), OEM Capital can provide our clients with access to transactions on a global scale, in every major technology market in the world.

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Gabriel_Tombstone 2

Gabriel

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Gabriel

Since 1943, Gabriel Electronics Incorporated, a closely held company based in Scarborough , Maine , has been a leader in the development of point to point microwave antennas and accessories for the communications industry. Thousands of its parabolic and horn reflector antennas serve millions of channel miles throughout the world in telephone, industrial, television and government applications.

TriPoint Global Communications, a privately held company based in Gastonia, North Carolina, specializes in fixed and mobile satellite communication subsystems; fixed and transportable antenna systems; high power amplifiers, base band multiplexers and switching platforms, frequency converters, controls, and design, engineering, integration, installation and commission of advanced communications systems.

OEM Capital was asked by Gabriel Electronics Incorporated with the support of Key Corporate Capital, Inc., its principal lender, to assist the company in managing the sale of its business during the severe telecommunications industry recession.

The company required a strategic partner with the resources to effectively exploit its proprietary, state-of-the-art technology. Key to a successful engagement was finding and closing a transaction within the shortest possible time.

OEM Capital worked closely with management to prepare a selling memorandum while developing a marketing program aimed at soliciting interest from strategic acquirers, time being of the essence. Using our network of international affiliates, this program elicited a number of interested parties.

As a result of our involvement, Gabriel Electronics Incorporated was able to conclude a transaction within the time frame required by its lenders.

Our success with Gabriel Electronics Incorporated illustrates that , whether a business is healthy, under performing or distressed, superior valuations can be realized for the selling shareholders by a well-executed approach to a sale or divestiture by merger and acquisition professionals who are knowledgeable about the industry and the intentions of its participants.

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Grinnell 3M Final Tombstone

Grinnell Systems

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Grinnell Systems

Grinnell Systems Corporation, based in San Jose , California , a wholly owned subsidiary of Gulton Industries, Inc., a NYSE listed company, is a developer and manufacturer of image processing systems. Its systems are primarily used in graphical workstations and video teleconferencing systems.

3M Corporation a NYSE listed publicly traded company based in Minneapolis , Minnesota , provides solutions for a wide range of electronics applications. Its Image Processing subsidiary, based in Pasadena , California , is a developer and manufacturer of image processing systems.

OEM Capital was engaged to assist Gulton Industries, Inc. in finding a buyer for Grinnell Systems Corporation. The business, which had been acquired a few years before, had missed a timely introduction of its next generation of products and was experiencing a rapid decline in revenues with a significant negative cash flow. With our advice, the business was restructured to best accommodate a sale and we initiated a competitive sale process.

OEM Capital’s presentation of the company’s value and our knowledge of the industry secured several interested parties.

However, time being of the essence, it was necessary to structure a transaction that would permit a closing within a very short period. This was accomplished by devising purchase orders for the buyer to secure the assets and avoid liability exposure rather than negotiate a purchase and sale agreement. Gulton Industries, Inc. received a price that permitted it to reverse a substantial portion of its reserve for discontinued operations.

Our success with Grinnell Systems Corporation illustrates that, whether a business is healthy or distressed, superior valuations can be realized for the selling shareholders by a well executed approach to a sale or divestiture by merger and acquisition professionals who are knowledgeable about the industry and the intentions of its participants.

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PiezoWest_Tombstone 2

Piezoelectric Products West

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Piezoelectric Products West

Piezo West, based in Fullerton, California, a division of Gulton Industries, Inc., a NYSE listed company, is a developer and manufacturer of piezoelectric ceramics for the transfer of electrical energy into mechanical motion and vice versa. Its systems are primarily used by the US government for defense oriented applications ranging from warhead fuzing and active and passive sonar systems.

EDO Corporation, a NYSE listed company based in New York , New York , provides military products and professional services to the US and allied governments, and their prime defense contractors.

OEM Capital was engaged to assist Gulton Industries, Inc. in finding a buyer for its Piezo West business. The business no longer fit with the parent’s strategic objective to move away from a process oriented business. With our advice, the division brought its expenses in line with revenues and we initiated a competitive sale process.

OEM Capital’s presentation of the company’s value and our knowledge of the industry secured several interested parties. When we were approached by a direct competitor, we devised a due diligence program which did not disclose proprietary information prior to closing. Gulton Industries, Inc. received a premium price for its business and was relieved of its long term contract liabilities.

Our success with Gulton Industries, Inc. illustrates that, whether a business is healthy or distressed, superior valuations can be realized for the selling shareholders by a well executed approach to a sale or divestiture by merger and acquisition professionals who are knowledgeable about the industry and the intentions of its participants.

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IRT_Tombstone 2

IRT Corporation

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IRT Corporation

IRT Corporation, a publicly traded company and a debtor in possession based in San Diego , California , is a developer and manufacturer of X-ray image processing systems for industrial applications.

Thermo Electron Corporation a NYSE listed publicly traded company based in Boston , Massachusetts , provides solutions for a wide range of electronics and instrument applications.

OEM Capital was engaged to assist IRT Corporation in finding a buyer for its business to complete its reorganization program. We worked closely with management to best maximize the value of a sale and we initiated a competitive sale process.

OEM Capital’s presentation of the company’s value and our knowledge of the industry secured several interested parties. However, time being of the essence, it was necessary to structure a transaction that would permit a closing within a very short period.

Our success with IRT Corporation illustrates that, whether a business is healthy or distressed, superior valuations can be realized for the selling shareholders by a well executed approach to a sale or divestiture by merger and acquisition professionals who are knowledgeable about the industry and the intentions of its participants.

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Electronics_Riverside_Ultravolt

UltraVolt, Inc.

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UltraVolt, Inc.

UltraVolt, Inc. located in Ronkonkoma New York was founded in 1990 to take advantage of over 35 years of experience in high-voltage power supply design and manufacturing. UltraVolt manufactures and distributes a standard line of high-voltage power supplies used in many complex products, including medical equipment, laboratory diagnostic equipment, aerospace and industrial equipment and semiconductor fabrication and test equipment.

Riverside is one of the leading private equity firms investing in premier companies at the smaller end of the middle market, focusing on industry-leading companies valued at $10 million to $150 million. Riverside has offices in New York, Cleveland, Dallas, San Francisco, Atlanta, Chicago and Los Angeles.

OEM Capital is a merger and acquisition advisory firm with its primary focus on electronics, communications, software and information technology companies. Its professionals have extensive experience in the industries that they cover. As a member firm in the International Network of M&A Partners, (IMAP), OEM Capital is able to expose its clients to potential acquirers in every major technology market in the world. IMAP is the oldest and largest network of independent M&A advisory firms with over 60 members located throughout the world. A key factor in maximizing the price to the seller was the active participation of IMAP member firms around the world, many of whom actively participated in identifying and contacting strategic and financial buyers from as far away as Japan, Finland and Germany.

OEM Capital’s success with sell-side clients illustrates that superior valuations can be realized for the selling shareholders by a well executed approach to a sale or divestiture by merger and acquisition professionals who are knowledgeable about the industry and the intentions of its participants.

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Software_RE_ROIS

ROIS, Inc.

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ROIS, Inc.

ROIS, Inc., a seven year old, privately held marketing services provider creates solutions to increase purchases of highly profitable add-on services for retailers. Its services include campaign creation, materials sourcing, package design, product delivery, transactional support, web enabled post-transaction customer service and reconciliation. Every program is custom tailored to meet the needs of each customer and type of retail transaction targeted.

RE Investments, L.P., a private equity firm based in the Southwestern US specializes in middle market acquisitions and investments. The firm typically invests in US companies engaged in the service, distribution, manufacturing, staffing, financial, and consumer product sectors.

C.V. Lemmon & Co. Inc., a member of the International Mergers and Acquisition Partners (IMAP) partnered with OEM Capital to assist ROIS in managing the sale of its business. The shareholders required a purchaser with the financial resources to make the acquisition and still support an aggressive expansion program to pre-empt competitive inroads. Key to a successful outcome was finding a buyer willing to structure a transaction that allowed the sellers maximum value and to rollover part of the sale proceeds with an equity ownership in the new entity.

OEM Capital and C.V. Lemmon & Co. Inc. worked closely with management to prepare marketing materials while developing a program that maintained strict confidentiality of even the identity of the client while eliciting interest from both strategic and financial buyers. Using industry and financial contacts and our network of international affiliates, our marketing program developed a number of interested parties. Each potential suitor was reviewed with the seller and several were selected to meet with management for a detailed business presentation.

Our program secured multiple bids from highly regarded, financially solid firms. The seller accepted and closed on an offer with an approximate enterprise value of US$40 million, or approximately two times trailing twelve months revenue. This amount was over twice the price the seller had been willing to accept several months earlier from a buyer who approached it prior to our engagement, but could not secure financing to close the transaction.

Our success with ROIS illustrates the superior results that can be realized with a well-executed process undertaken by experienced merger and acquisition professionals knowledgeable about the industry and the intentions of its participants.

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electronics_rathbone

Rathbone

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Rathbone

Rathbone Precision Metals, Inc., a privately held company located in Palmer, Massachusetts is a custom manufacturer­ of precision metal parts used in a variety of industrial applications including computer hard disk drives and power generating turbines­. Its products are sold largely to original equipment manufacturers­ throughout the US­ .

Carpenter Technology Corporation, a NYSE listed company is a leading manufacturer of stainless steel, titanium and other specialty metals, and various engineered products with sales of approximately US$865 million.

OEM Capital was asked to assist Rathbone Precision Metals, Inc in finding a purchaser for its business. Its controlling shareholder had reached retirement age and wished to substantially reduce his time spent in managing the business, liquidate his holdings and provide for his estate.

OEM Capital developed a marketing program which exploited our industry contacts as well as our contacts with individuals and buyout firms whose interests were known to us. Our presentation of the company’s value to both strategic and financially oriented acquirers secured multiple bidders. The sale took place approximately six months from the onset of our engagement.

Our success with Rathbone Precision Metals, Inc illustrates that , whether a business is healthy, under performing or distressed, superior valuations can be realized for the selling shareholders by a well-executed approach to a sale or divestiture by merger and acquisition professionals who are knowledgeable about the industry and the intentions of its participants.

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