Infrastructure M&A Transactions

BGL Completes the Sale of Profile Products

Brown Gibbons Lang & Company (BGL), a leading middle market investment bank, is pleased to announce the sale of Profile Products LLC (“Profile” or the “Company”), a portfolio company of Mid Oaks Investments LLC, to Platte River Equity, with participation by management. The specific terms of the transaction were not disclosed.

BGL’s Industrials practice, including engineered materials and building products, and Environmental Services practice jointly collaborated on the transaction and served as the exclusive financial advisor to the Company, resulting in a superior outcome for Profile and its shareholders.

Profile is an innovative global environmental solutions company providing soil, water, and vegetation management solutions used by customers ranging from construction companies to golf and sports complexes to retail lawn and garden centers. The Company is a research and development and thought leader that has developed patented and proprietary erosion and sediment control products, turf establishment products, and complementary solutions designed to minimize soil loss and accelerate seed germination for private and civil construction, energy, mining, landfill, agriculture, horticulture, sports fields, golf courses, and retail lawn and garden applications. With internationally recognized brands and a broad international distribution network, Profile’s products are sold in 75 countries on 6 continents. Profile is based in Buffalo Grove, Illinois, with operations in North Carolina, Tennessee, Mississippi, and California.

John Schoch, Profile’s CEO, commented, “BGL’s deep industry knowledge and understanding of the highly engineered solutions we develop, as well as their buyer relationships and effort throughout the process, were instrumental in achieving an attractive transaction for our shareholders, and we are very excited for our company, customers, and employees to partner with a high quality growth oriented firm in Platte River. Mike Kocourek, CEO of Mid Oaks Investments, added, “BGL drove value at each stage of the process, and we are delighted with the outcome for Profile.”

Andrew Petryk and Kevin Sargent from the BGL Industrials team led the transaction and were supported by the BGL Environmental Services team which is led by Effram Kaplan.

Fortress Transportation & Infrastructure Initial Public Offering

Description

Fortress Transportation and Infrastructure Investors LLC owns and acquires infrastructure and equipment that is essential for the transportation of goods and people across the world. The Company’s segments include Aviation Leasing, which consists of aircraft and aircraft engines held for lease and are typically held long-term; Offshore Energy, which consists of vessels and equipment that support offshore oil and gas activities and are typically subject to long-term operating leases; Shipping Containers, which consists of investments in shipping containers subject to operating leases and finance leases, and an investment in an unconsolidated entity engaged in the acquisition and leasing of shipping containers on both an operating lease and finance lease basis; Jefferson Terminal, which consists of a multi-modal crude and refined products terminal, and other related assets, and Railroad, which consists of Central Maine and Quebec Railway (CMQR) short line railroad operations.

BGL Environmental Services Insider – Restoring the Used Oil Value Chain

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The BGL Environmental Services Insider is a periodic research publication addressing capital markets and mergers and acquisitions activity, financial and operating performance of certain publicly-traded companies, and trends within the environmental services industry.

Margin preservation is in focus amid a weak energy market that has reduced the value of used oil-derived products. Attention has turned to lowering input costs to affect what participants characterize as a paradigm shift in the industry. Consolidation is transforming the competitive landscape as well-capitalized players pursue opportunistic acquisitions to build scale.

Industry executives share insight on market dynamics, recent consolidation, and near-term outlook.

BGL Advises Environmental and Occupational Risk Management, Inc. (EORM)

Client Description

Founded in 1990, EORM is recognized as a leading pure-play Environmental, Health, and Safety (EHS) consultancy. The Company provides EHS consulting to a broad base of global clients in the technology, construction, healthcare, and energy sectors. EORM’s services, which include EHS supply chain consulting and EHS management consulting, EHS on-site compliance, environmental permitting, industrial hygiene, safety, ergonomics, EHS training, and asbestos/lead/mold, help its clients satisfy expanding regulatory requirements and assist in abating brand management risks associated with EHS issues. Glenn Fishler, co-founder and CEO of EORM, commented, “Together, EORM and BSI have multiplied our capabilities, expertise, service offerings, and geographic reach creating a consultancy that is uniquely qualified to help our clients improve performance, reduce risk, and achieve sustainable growth.”

BGL Environmental Services Insider – Investor Interest Diverse and Growing

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Deal activity in the energy and environmental services sector is high, supported by a robust middle market lending environment and broad investor appetite that spans all environmental sectors. In a roundtable discussion, capital providers share their insight on sector opportunities and challenges, areas of future investment activity, drivers of consolidation, and trends in the financing markets.

BGL Announces Sale of Terra Renewal’s Wastewater Residuals Division

Brown Gibbons Lang & Company (BGL) is pleased to announce the sale of the assets of Terra Renewal LLC (the Company) , formerly owned by Saw Mill Capital, to Denali Water Solutions and an investment group led by Andy McNeill and McLarty Capital Partners. BGL’s Energy and Environmental Services team served as the exclusive financial advisor to the Company. The specific terms of the transaction were not disclosed.

Based in Russellville, Arkansas, the Terra Renewal Wastewater Residuals Division (n.k.a. Denali Water Solutions) is a leading environmental services company focused on repurposing organic waste for beneficial reuse by providing mission critical environmental services to municipal customers on a national basis, with a strong geographic presence in the U.S. Southeast, Southwest and California. Denali’s wastewater residuals management services include the collection, hauling, and disposal of biosolids; dewatering; and digester, basin, and tank cleaning. For more information, please visit www.denaliwater.com.

Effram Kaplan led the BGL transaction team. Kirkland & Ellis served as legal counsel the Company and Saw Mill Capital.

About Saw Mill Capital

Based in Briarcliff Manor, NY, Saw Mill Capital LLC is an operations-oriented private equity firm focused on acquiring businesses with $40-150 million in revenues that can be meaningfully grown organically and through acquisitions. Saw Mill Capital partners with senior leadership teams to make control investments in businesses headquartered in North America. Saw Mill brings capital and unique resources to help companies reach their full potential by working collaboratively with senior leadership to create effective business strategies, implement best practices, and provide global market expertise. For more information, please visit www.sawmillcapital.com.

About McLarty Capital Partners

McLarty Capital Partners (McLarty) provides flexible capital solutions to lower middle market companies. McLarty’s investments range across the capital structure in the form of unitranche senior debt, junior debt, structured equity and common equity. McLarty seeks to invest between $5 million to $30 million in both sponsor and non-sponsor owned companies that have revenue between $10 million and $300 million, and EBITDA between $3 million and $30 million. McLarty has offices in Washington, DC, New York, Arkansas, and Alabama. For more information, please visit www.mcpsmallbusiness.com.

BGL Advises Terra Renewal LLC

Client Description

BGL Advises Weaver Express

Client Description

Weaver is the preeminent erosion and sediment control (ESC) specialist in the Appalachia Region, providing a broad array of essential environmental control solutions that meet the ESC needs of the energy and infrastructure development markets. Weaver has rapidly grown since inception in 2001 to become the largest installer and manufacturer of compost filter socks in the U.S. and the preferred ESC solutions provider to several of the largest exploration and production companies in the Marcellus/Utica shale and general construction contractors in the region. Weaver’s core solution, compost filter socks, are typically used as a perimeter control device to filter storm water runoff for sediment and soluble pollutants on construction sites. The Company also provides a broad suite of complementary solutions to meet the broader environmental control needs of the energy and infrastructure development markets, including seeding, steep slope stabilization, and streambank restorations. Weaver is based near Canton, Ohio, and was a portfolio company of JWI Capital prior to the transaction.

BGL Environmental Services Insider – Opportunities Abound for Environmental Firms in the Marcellus and Utica Shale Plays

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Marcellus and Utica Shale development is fueling the shale gas boom and creating opportunities for environmental firms serving the rapidly expanding energy market in the region. In this edition, we examine growth in these shale plays and feature an exclusive interview with Weaver Express, an erosion control specialist serving some of the largest oil & gas companies in the Ohio Valley and Northeastern U.S.

Also inside, we continue our coverage of waste recovery with an update on the used oil collection and re-refining market, where M&A is in the spotlight as market participants leverage acquisitions to capture more share of the value chain.

Sale of John Deere

Description

Founded in 1837, John Deere is a world leader in providing advanced products, technology, and services for customers whose work is revolutionizing agriculture and construction. The company’s technology-enabled products including John Deere Autonomous 8R Tractor, See & Spray™, and E-Power Backhoe help meet the world’s increasing need for food, shelter, and infrastructure.