Virginia Capital Partners Brochure

8/9/2019 Virginia Capital Partners Brochure

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He who is not courageous

enough to take risk will

accomplish nothing in life.

Muhammad Ali


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VIRGINIA CAPITAL PARTNERS provides capital and expertise to help entrepreneurs build

successful companies. Our $50 million fund is provided by blue-chip financial firms, leading

corporations and major endowments, including: Wells Fargo, Bank of America, BB&T, Sun Trust,

Verizon, American Electric Power, and the Virginia Retirement System. Our investment partners

have entrusted their capital to us until 2040. Because our funding is virtually permanent, we have

no near-term need for liquidity. Our portfolio company partners have the freedom to realize

liquidity when the timing is right from both the companys and the capital markets perspective.

VCPs role is to support our management partners as they implement their vision. Our

management partnerships are carefully chosen and have resulted in exceptionally high executive

retention. Across more than 30 different portfolio companies, management turnover is virtually

zero.

If you have opportunities or ambition greater than your current resources,

contact one of our partners.


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The best way to

predict the futureis to create it.

Peter Drucker


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Our goal is to own an interest in a truly unique business run by outstanding people.Along with patient capital, we offer our portfolio companies:

Considerate adviceLike thoughtful dinner or party guests who pitch

in when their host needs assistance, we are hereto help at your request.

Management continuityWe want to be a trusted advisor on key financialand strategic decisions, but we leave day-to-day operations to our portfolio companymanagement teams. Our management teampartnerships have worked remarkably well executive turnover is virtually zero.

Long-term perspectiveOur time horizon is much longer than mostprivate investors. We have no exit strategy.

GrowthWe rely on growth, not leverage or financialengineering, as the key to our success. Ourcompanies are debt averse.

No outside involvementOur partners manage all of our portfolio

company relationships. We dont rely on outsideconsultants or advisors.

FlexibilityWe tailor each investment and dont have anyminimum ownership requirement.

ConfidentialityAll shared information is held in strictconfidence. We are a private organization andhave no public disclosure requirements.

Ownership cultureOn average, our managing partners invest twiceas much in our portfolio companies than thetypical private equity fund.

CORE PRINCIPLES


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I never did a days work

in my life. It was all fun.

Thomas Edison


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We invest in growing businesses where our capital will accelerate growth and improve profitability.We prefer to partner with companies that are close to our office. We have no industry or stage ofdevelopment restrictions. A sampling of our investment experience includes: business services,media and communications, consumer services, healthcare, and insurance.

Virginia Capital invests in companies at all stages of development from a new start-up to expansionof an existing business to the acquisition of an established company.

Our portfolio companies share many common traits. Specifically, we focus on the followingelements:

Experienced and results-oriented management

Scalable business

Opportunity for sustained growth of 15% to 20% per annum

Sustainable competitive advantage

Virginia Capital will invest from $1 million to $5 million per company; together with affiliates wecan consummate $20 million transactions. We are usually the first institutional investor and often thesole investor.

INVESTMENT FOCUS


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Do not go where the pathleads, go where there is nopath and leave a trail.

Ralph Waldo Emerson


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HERITAGE OF SUCCESS

Collectively, our portfolio represents one of thelargest privately held companies in the SouthAtlantic region, with more than 2,000 employees,

$1 billion in revenues and more than $1 billion inassets.

Over the last 15 years we have invested in 33companies in a variety of industries. Theseoutstanding management partners have used ourcapital to build tremendous value for themselves

and our investors. We have sold our investmentin 19 of our portfolio companies generating anaverage return on investment of nearly 28% perannum. These exceptional returns resulted fromthe marriage of sound business plans, outstandingmanagement talent, superior execution and a

carefully chosen exit when the time was right for thecompany and the market.

PARTNERSHIP

We are a trusted and reliable partner. Unlike otherfirms that are also involved in investment banking,lending or consulting, we are solely focused on

private investing. Because this is all we do, wehave no other motivations or interests beyond ourportfolio companies long-term success.

PERMANENT CAPITAL

We have no exit strategy. Because our funding isvirtually permanent, we have no need for liquidity.

We are content to wait until conditions are optimal.

When the time is right, we have developed asuperior process to realize the maximum all-cash,after-tax value with the least downside exposure.Having consummated dozens of sales and several

IPOs, we know how to run the most effectiveprocess to obtain the maximum after-tax proceedson the best possible terms.

WHY VIRGINIA CAPITAL?


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Control your own destinyor someone else will. Jack Welch


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Since 1996, we have invested in 33 portfolio companies, and of these, have successfully exited 19. Ourcash-on-cash returns are 28% per annum. We believe our genuine focus on helping each of our companiessucceed is a unique quality fueling these results. Collectively, our portfolio represents one of the largestprivately held companies in the South Atlantic region with more than 2,000 employees, $1 billion in revenues

OUR TRACK RECORD

MEDIA & COMMUNICATIONSBioInformatics owns and

operates the Science AdvisoryBoard, the largest online marketresearch panel of physicians andscientists. The company gathersmarket information and publishesproprietary research to the lifesciences industry, including:

biotech equipment suppliers,pharmaceutical companies,investment companies and venturecapital funds.

Clear Signal Towers develops andoperates wireless communication

towers to enable mobile serviceproviders to fulfill the nearinsatiable demand for wirelessbandwidth for the mobile internettsunami. Virginia Capital co-founded CST with a seasonedtower entrepreneur.

MedIQ provides continuing medicaleducation (CME) services to doctors

nationwide. The Company partnerswith major academic health careinstitutions and other leadingresearch organizations to providetimely and thorough CME content tophysicians.

Wireless Partners acquires,develops, and operates wirelesscommunication towers. Thecompany was sold in 2007.

Physicians Practice is the second-largest physician journal in the

United States. The magazine is co-branded with 40 major universityhospitals, including: Harvard,Yale, the University of Virginia andthe University of North Carolina.Physicians Practice was sold in2007 to a strategic buyer.

Shared Tower Sites develops,acquires, owns and operates a

portfolio of wireless communicationtowers. Virginia Capital co-foundedShared Tower Sites and raisedadditional equity during thetelecommunications collapse in2002. STS was sold to a strategicinvestor in 2005.

Virginia Telecomm Towersacquires, develops, and operateswireless communication towers.Virginia Capital co-foundedVTT. The company was sold to astrategic acquirer in 1998.


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Virginia Business Publications produces VirginiaBusiness magazine a 25 year old statewide businesspublication providing monthly insights to Virginiabusinesses and government leaders. VirginiaCapital partnered with the publisher to purchase themagazine in 2009.

Southeast Business Media produces SC Biz magazineand Charleston Regional Business Journal, ColumbiaRegional Business Report and GSA Business bi-weekly business journals in South Carolina. VirginiaCapital partnered with the publishers to purchasethese publications in 2010.

BUSINESS & CONSUMER SERVICESAmerican Exposition Centers acquired, developed,owned and operated flea markets in the southeasternUnited States. The company was sold to a financialbuyer in 2007.

Car Pool is one of the largest full-service car washchains in the U.S. The company owns and operatesseven locations in the Richmond metropolitan area,provides professional detail services and is a 30-year-old brand with one of the most widely recognizedcommercial names in its market.

Martha Mills acquired an 80-year-old textile mill andis in the process of reclaiming the heart pine lumber,steel and bricks in an environmentally friendly manner.

Mid-Atlantic Dairy Queen owned the largest chainof Dairy Queen restaurants in the Mid-Atlantic. Twoof the companys twelve restaurants were consistentlyranked among the leading revenue producers in theentire 6,000 International Dairy Queen restaurantsystem (owned by Berkshire Hathaway). Mid-AtlanticDQ was sold in 2008 to its management.

Sewickley Partners acquired 5,000 acres of

timberland. Virginia Capital partnered with aexperienced forester and lumber mill to purchasethese assets from an institutional investor.

Smith-Midland Corporation produces a variety ofpre-cast concrete products including sound walls,highway barriers, utility buildings and architecturalfacades. Smith-Midland is publicly-traded (ticker:SMID).

Storage Management owned and operated self-storage facilities. The company was sold in 2005 to itsmanagement.


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FRED RUSSELLmanaging partner

Fred has been Managing Partner atVirginia Capital Partners since its inceptionin 1996. He serves on the Board of all ofVirginia Capitals active investments and

has more than 25 years of private equity experience. Fredhas invested in more than 40 private companies. He was aninvestor in three companies that subsequently completed theirIPO. Fred has also been active in the sale or IPO of companieswith a combined enterprise value of more than $2 billion.

Fred has invested in companies at all stages of development:from start-ups to buyouts. He has extensive experience inhealth care, media and communications, consumer, insuranceand environmental industries. Fred was previously a Partner

with a $1 billion private equity firm. He was also a ManagingDirector in a health care services company, which he helped tobuild into a $70 million revenue business.

Fred has lectured on entrepreneurship and private capitalmarkets at the Wharton School, the University of VirginiasMcIntire School of Commerce, and the Darden BusinessSchool. A Charlottesville native, he attended the Universityof Virginia and graduated from the McIntire School ofCommerce. After finally leaving the nest, he studied inPhiladelphia where he earned his MBA from the WhartonSchool.

Fred lives in Richmond with his wife, Susan, and their threechildren aged 21, 19 and 17. Fred is passionate about beingon the water, fly fishing, hunting upland birds and finding acure for Juvenile Diabetes.

THE PARTNERS


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TOM DEARDORFFpartner

Tom has worked at Virginia CapitalPartners since its inception, starting asan Associate and working his way upto Partner and Managing Director. He

has invested in companies at all stagesof development including start-ups, expansions, andacquisitions. Tom serves on the Boards of most VirginiaCapital portfolio companies and has extensive experiencein the health care, media and communications, consumer,insurance, and environmental industries.

Tom has invested in more than a dozen private companiesand closed over a dozen follow-on acquisitions. He hasbeen active in the sale or IPO of 10 private companies witha combined transaction value of nearly $500 million.

Before joining Virginia Capital, Tom worked with anenvironmental service firm and began his career at aboutique investment-banking firm. He received hisundergraduate degree from Tulane University and liked itso much he stayed on and earned his MBA there as well.

Tom grew up in Decatur, Illinois and is passionate aboutstaying fit, hunting and fishing.


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MATT AUSTIN

managing director

Matt joined Virginia Capital in 2002 and becameManaging Director in 2007. He currently serves

on the Board of three portfolio companies. Priorto joining our team, Matt worked with BB&T Capital Markets,an investment-banking firm in Richmond, Virginia, where hewas responsible for analysis and valuations for mergers andacquisitions and other corporate finance transactions. Hehas lectured on corporate finance and private equity mattersat the McIntire School of Commerce and at James Madison

University. Matt has also passed the Series 7 Exam andpreviously worked with a Registered Investment Advisor, wherehe managed money for high net worth clients.

Matt received his undergraduate degree with distinctionfrom the McIntire School of Commerce at the University ofVirginia.

He currently lives with his wife and twins in suburbanRichmond. Matt is a board member of the National MultipleSclerosis Society - Central Virginia chapter and serves as anusher and a member of the finance committee at WoodlakeUnited Methodist Church.

THE INVESTMENT TEAM


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HUGH AARON

senior advisor, healthcare

Hugh joined Virginia Capital in 2009as Senior Advisor, Healthcare. Hughis a serial health care entrepreneur.

In 2006 he sold a national training firm focusingon healthcare regulatory compliance to a privateequity backed buyer. Hugh held a variety ofmanagement positions within the health care

industry including Regional Operations Directorfor a national medical practice managementfirm. Although retired from private practice,Hugh is a licensed attorney who formerlypracticed health law with McGuire, Woods,Battle & Boothe.

Hugh earned his Juris Doctor degree (cumlaude) from the University of Richmond, aMaster of Health Administration degree fromthe Medical College of Virginia and a Bachelorof Business Administration degree fromChristopher Newport College. Hugh teaches atthe University of Richmond School of Law andat Virginia Commonwealth University (MedicalCollege of Virginia Campus).

A Virginia native, Hugh lives in Hanover Countywith his wife and son. He is an avid cyclist,sailor and scuba diver.


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CHRIS HUTTER

senior associate

Chris joined Virginia Capital in 2007 afterserving as CFO and General Manager ofHutter Wholesale Hardware, a Colorado-

based designers architectural hardware showroom

and distributor. Prior to this experience, he wasDirector of Merchandising and Logistics for DuckHead Footwear, a global-branded footwear supplierbased in Lynchburg, Virginia. Chris received his MBAwith a concentration in Finance from the Universityof Richmond. He is a graduate of Hampden-Sydney

College where he double majored in German andMathematics with a concentration in ComputerScience. Chris is a 2010 Level III CFA candidate. ALynchburg native, Chris now lives in Richmond with hiswife and two young children. Like most of the VirginiaCapital team, Chris enjoys a wide range of outdooractivities and also loves to spend time playing with his

children.


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We enjoy meeting CEOs of growing companies,even if there isnt an imminent need for capital,and we are happy to meet without any writtenmaterial or agenda. To ensure confidentiality,we have no problem signing commerciallyreasonable non-disclosure agreements inadvance of our discussions. Even if our meetingdoesnt result in a transaction, we can oftenprovide advice or direct you to other morespecialized resources.

If you have opportunities or ambition greaterthan your current resources, and you are curioushow private equity can help you achieve yourgoals, contact us today. Please visit our websitefor up-to-date information.

1801 Libbie Avenue, Suite 201Richmond, Virginia 23226

Ph (804) 648-4802Fx (804) 648-4809

www.vacapital.com


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Virginia Capital Partners Brochure