Increasing Your Company's Value

Firm Overview

7400 Beaufont Springs Dr.Richmond, VA 23225

(804) 323-6868www.transactcapital.com

Confidential | M&A Advisory, Consulting & Business Brokerage2

Transact Capital Partners works to exceed client expectations and add substantial value to clients looking at selling, divesting, or merging businesses.

Assist clients in seeking an acquisition target, performing due diligence, building valuation and terms, and contract negotiations.

Exit Strategy / Succession Planning

Transact Capital Partners has many years of experience guiding clients through exit and succession stages.

Sell-side Representation

Buy-side Advisory

Recapitalization

Transact Capital Partners is a premier boutique investment banking firm providing clients with investment banking and consulting services with the goal of maximizing enterprise

value.

Assist promising growth companies in raising financing for growth, acquisition, or shareholder liquidity objectives.

Assist businesses in dealing with unplanned events, assessing investment returns, building valuation opinions and forecasting / modeling future operating scenarios. Strategic Consulting

Financial Advisory and Strategy Formulation

M&A Advisory

Transact Capital Partners’ Investment Banking Services


Key Components of a Successful Transaction

Price

Terms

Culture

Transact Capital becomes trusted partner with owners to fully meet sale objectives, including: confidentiality, price, terms, and culture.

• Maximum Value

• Timing

• Structure

• Ability to Close

• Employee Succession

• Integration and “Fit”

We align ourselves with your specific goals, and commit ourselves to achieving those objectives with a “hands-on” approach from start to finish.

Process• Confidentiality

• Minimize Owner Distractions



General Sell-Side Process

Our disciplined process, combined with our existing database of contacts and buyer research/pursuit is all targeted to achieve your objectives.

High networth

investors

Strategic Acquirers

Private Equity Groups

Business Operators

TCP Buyer Resources

Prospective Buyer Search Capabilities

Close the Deal – Negotiate Timetable/Terms/Structure/Escrow/

Transition Considerations

Take to Market: Establish Competitive Environment, Create Sense of Urgency and

Solicit Final Bids

Develop Comprehensive and Confidential Information Memorandum

Develop a Marketing Plan – Advertising, Teaser Letter & Key Prospects

Establish an Estimated Price Range for the Sale of the Business

Discovery Process with ClientStrengths/Weaknesses/Consultation

Owner Contacts

Buyer Research Results

Disciplined Process + Strong Buyer Search = Maximum Value to our Client



Recent Completed Transactions

has been acquired by

Transact Capital Partners acted as the exclusive advisor to EmergenceLabs

Three-ScoreProduction, Inc.

EmergenceLabs, Inc. via private equity funding


Transact Capital Partners acted as the exclusive partner to Metal Specialist

Metal Specialist, Inc.

Transact Capital Partners acted as the exclusive advisor to Metal Specialist


Transact Capital Partners acted as the exclusive partner to Tama Home HealthTransact Capital Partners acted as the

exclusive advisor to Tama Home Health


Transact Capital Partners acted as the exclusive partner to Dave Ware Container

Dave WareContainer Company

Transact Capital Partners acted as the exclusive advisor to Dave Ware Container

has completed a recapitalization and management buyout

Transact Capital Partners acted as the exclusive partner to PeakLogix

Transact Capital Partners acted as the exclusive advisor to PeakLogix


Transact Capital Partners acted as the exclusive partner to Brooks Gray Signs

a private investor

Transact Capital Partners acted as the exclusive advisor to Brooks Gray Signs


Transact Capital Partners acted as the exclusive partner to CCR Retail

All American Vending, Inc.

Transact Capital Partners acted as the exclusive partner to All American Vending

Transact Capital Partners acted as the exclusive advisor to All American Vending


Transact Capital Partners acted as the exclusive partner to Schmid Flags

Assessor & Associates, Inc.

Transact Capital Partners acted as the exclusive advisor to Schmid Flags


Transact Capital Partners acted as the exclusive partner to InternDirect


Transact Capital Partners acted as the exclusive partner to Nuckols Excavation

Nuckols Excavation, Inc.

NVS Enterprise, Inc.

Transact Capital Partners acted as the exclusive advisor to Nuckols Excavation


Transact Capital Partners acted as the exclusive partner to Richmond.com

Transact Capital Partners acted as the exclusive advisor to Richmond.com


Transact Capital Partners acted as the exclusive partner to InternDirectTransact Capital Partners acted as the exclusive partner to CCR Retail



Transact Capital Partners acted as the exclusive partner to InternDirect

a private investorTransact Capital Partners acted as

the exclusive partner to RHP


Other Team Member Deals

sold its merchant portfolio to and entered into a strategic

relationship with

sold its merchant portfolio to and entered into a strategic

relationship with

Completed anInitial Public Offering

was acquired by was acquired by

Raised more than $12 million in equity

funding

Raised more than $2 million in debt funding

Raised $1.2 billion in debt funding with 35 banks participating


MEDIAGENERAL

CABLEA Media General Company

In addition to these deals, individuals within our team have worked with many small, medium, and large private equity groups in the past including:

Hick Muse | Texas Pacific Group | Austin Ventures | Francisco Partners | IFIL USA Lehman Brothers Merchant Bank | Stone Tower Equity Partners | Empeiria Capital Partners

Virginia Capital Partners


marketing ltd

has been sold to

Broadcast Production Division of

Media General

TM Communications


was acquired by

Empeiria Capital Partners


Type of Engagement Client Sales

Strategic Growth Consulting Regional fire protection firm $10 Million

Valuation Regional Lumber Mill $24 Million

Strategic Consulting Supply Chain Software Developer $6 Million

Strategic Consulting (Capital Formation Advisory)

Early Stage e-Commerce/Entertainment Shopping Firm

N/A

Strategic Growth Consulting Major HealthCare Provider $5 Million

Buy-Side and Business Rollup Consulting

Property and Casualty Insurance Rollup Firm

N/A

ConsultingRegional Light Manufacturer of Roadway Infrastructure/Government Services Firm

$12 Million

Valuation IT Staffing Firm $3 million

Some of our recent clients include:

Strategic Growth Consulting and Valuations


Steve ZachariasManaging Partner

Barry BrigmanPartner

Jim SowersDirector

Josh AllenSenior Analyst

Our team represents decades of transactional and advisory experience aggregating well over $1.5 billion in total dollar volume across hundreds of deals.

Frank AndrewsManaging Director

Transact Capital Partners Team

Stan MaupinManaging Director



Steve is managing partner and founder of Transact Capital Partners, a Richmond Va. based investment banking and business brokerage firm providing sale, merger and acquisition services along with exit strategy consulting for small to mid-market businesses. Steve has over 25 years of financial related experience, including lead roles in numerous acquisition and divestiture transactions, debt financings and capital fundings.

As a certified public accountant, Steve's early career included serving as senior auditor in the Richmond office of Ernst & Young. He later served as audit director of a Fortune 1000 company and performed operational audits, acquisition and due diligence reviews for its manufacturing, publishing and communications divisions.

From 1993 to 2000 Steve served as corporate treasurer of Media General, Inc., a $900 million media conglomerate where his responsibilities included debt and treasury operations, corporate budgeting, strategic planning and growth initiatives. During this time he led the corporate valuation and due diligence teams in acquiring over a dozen media and related enterprises totaling well over $1 billion. He structured several private placements and bank credit facilities to support this rapid growth, and led major re-engineering and process improvement initiatives to improve cash flows.

In 2001 Steve set up a private practice, which later became Transact, to assist early-stage and small companies in financial advisory services, including acquisitions, fund-raisings and strategy formulation. Since that time Steve has successfully negotiated and completed numerous sale transactions, private equity fund raisings, acquisition searches and debt placements.

Steve has served as a board director for Hoovers, Inc., a publicly-traded business information company, since 1997. As a director, he assisted the company in launching a successful IPO in 1999, served on the finance, nomination and CEO search committees and chaired the audit committee. In this capacity, he and the board worked with S. G. Cowan in 2002 to solicit acquisition bids for the company, and successfully sold all the stock of Hoovers to Dun & Bradstreet for over $100 million in March 2003.

Steve holds a B.S. degree from the University of Virginia with concentrations in accounting and finance. He currently sits on the Board of Directors of Stockhouse Media Corp., a publicly traded internet media company based in the US and Canada, and on the Advisory Board of CreditCards.com, a $100 million web marketing company serving credit card issuers. He is a past board director for the Richmond chapter of the Association of Corporate Growth.

[email protected]



Barry BrigmanPartner

Barry L. Brigman has over 25 years of experience in assessing, acquiring and managing global businesses in a variety of industry segments. Mr. Brigman has worked for both publicly and privately held companies and currently provides consulting, search and due diligent services for private equity groups and individual companies. He has industry experience in automotive, bulk chemicals, electronic components, computer/datacom, distribution services, telecommunications, textiles, gas and oil field services, contract manufacturing, pharmaceuticals, medical diagnostics and instrumentation.

From March 2003 to May 2005, Mr. Brigman was the Managing Partner for Hanley Partners Asia a global consulting group that assisted North American and European middle market businesses to access the market opportunities; material and product sourcing supply chains; and the manufacturing potential available in China. Mr. Brigman was employed by Viasystems Group, Inc. from January 1997 to December 2002 as President of the Telecom Division, President of the Global PCB business, President of the Americas and Executive Vice President responsible for global business functions within Viasystems Group, Inc. Viasystems was a large printed circuit board and contract manufacturing company which grew by acquisition from approximately $200 million in revenue to $1.5 billion with global manufacturing sites in the Americas, Europe and China. The customer base included major OEM customers and suppliers in the telecom, datacom, automotive, computer, instrumentation, medical and consumer industries.

Prior to Viasystems, Mr. Brigman was Senior Vice President and General Manager, Americas of Berg Electronics from March 1993. During Mr. Brigman’s tenure, the company grew organically and through acquisitions to become a leading supplier in the connector industry. Significant opportunities were developed in the Asia Pacific region with emphasis on growth in mainland China. After more than doubling over a five-year period, Berg was sold in 1998 to Framatome Connectors International.

Prior to joining Berg, Mr. Brigman was employed by DuPont as the Director of Connector Systems - Americas from 1989 to 1993. Mr. Brigman had held numerous professional and management positions in the Textile Fibers, Central Research and Development, Medical Products, Pharmaceuticals, Corporate Plans and Electronics divisions of DuPont. He managed global businesses with manufacturing and market presence in the Americas, Europe and Asia Pacific regions. Mr. Brigman joined DuPont in 1969.

In addition to his responsibilities at Transact Capital, Mr. Brigman is a director and Chairman of Conner Steel Products Holdings, which supplies products to the oil and gas industry and the President and majority owner of Beech Tree Networks which provides inside and outside installation of RF, fiber optic and standard cabling networks for companies in the mid-Atlantic region of the United States.Mr. Brigman holds a BS in Chemistry from Virginia Polytechnic Institute. He and his wife currently live in Richmond, VA.

[email protected]



Stan MaupinManaging Director

Stan has more than 20 years experience in providing advisory services in capital formation, business development and financial and strategic planning to emerging and growth oriented companies. His specialty is creating shareholder value for business owners. He is also a successful entrepreneur who has been a founder of several successful companies in a variety of industries.

Stan started his career with 6 years in the consulting divisions of large international accounting firms. He began working with emerging businesses by co-founding Office America, a big box retail chain that grew to more than $70 million in sales. Stan later co-founded the Richmond Venture Forum, the e-Business Community, Richmond Ventures Magazine, Technology Virginia Magazine and other similar ventures. He was a founder of the Virginia Technology Alliance and served as Vice Chairman of the Virginia Technology Council. He has worked with more than 100 growth-oriented businesses in projects ranging from start-up capital raises to securing growth capital to implementing exit strategies including buyouts, mergers, public offerings and joint ventures. His clients include TransPharm, Inc, a bio-tech firm that sold out to the British company that cloned Dolly and Commonwealth Technologies, Inc., the first Richmond based biotech firm to go public.

Most recently, Stan was a founder and the CFO of EverDrive, LLC, a company that connects the thousands of small automotive recyclers with the mass markets offered by retail automotive aftermarket chains. He initially consulted with the founder on development of a business plan and securing key contracts. He then joined the company as its second employee and helped raise the financing and execute the business plan that helped the company grow to more than 70 employees providing guaranteed used auto parts to consumers in more than 6,000 locations in the US.

He also has been active in political and community activities, having served as chairman of a number of business organizations including the Richmond Venture Forum and the Greater Richmond Technology Council. He is also active in Virginia's political sector, having served as treasurer of several campaigns for the Governor of Virginia and the U.S. Senate. Mr. Maupin has been appointed to a number of technology and business related boards by Governors Allen and Gilmore. He received the Leadership Award of the Greater Richmond Technology Council in 1998.

Stan has an undergraduate degree from the University of Virginia and an MBA from the Darden School of the University of Virginia.

[email protected]



Jim SowersDirector

[email protected]


Jim Sowers has over 25 years of finance experience in acquisitions and capital markets, including investment banking experience with BB&T Capital Markets and Sovereign Advisors along with corporate experience including IBM, GE, PepsiCo, and LandAmerica. Prior to joining us, Jim managed LandAmerica’s acquisition and divestiture programs. As part of their bankruptcy, he sold 15 businesses and gained valuable experience in the 363 process of stalking horses and auctions. Prior to LandAmerica, Jim was the Director of Financial Planning and Analysis for GE’s Life Insurance division where profits grew from $211 million in 2003 to $313 million in 2007.

Jim spent eight years as an investment banker for BB&T Capital Markets and Sovereign Advisors where he specialized in restaurants and consumer products. He completed numerous transactions including IPOs, selling companies, strategic acquisitions, raising private debt and equity, fairness opinions, and business valuations. Jim advised on a host of transactions included the Krispy Kreme IPO, a fairness opinion for a $350 million food acquisition, the purchase of a 200 unit restaurant chain, and a going private transaction for public restaurant company.

Earlier in his career, Jim spent seven years with PepsiCo and their KFC division in treasury, acquisitions, financial planning and analysis, and as a division CFO. Jim began his career as an engineer with IBM and later worked in their treasury department in Armonk, New York.

Jim earned his B.S. in Systems Engineering and a M.B.A. from Darden at the University of Virginia. He is a member of the Business School Advisory Committee for Virginia State University, the Scholarship Committee of the Association for Corporate Growth, and the Henrico County Grand Jury.


Frank AndrewsManaging Director

Frank Andrews joined Transact Capital Partners with nearly 20 years experience in the electronic payments industry as a consultant as well as a corporate executive.

As a consultant, Frank’s experiences include M&A, marketing strategies and execution, loyalty program design, partnership evaluation and negotiations, competitive analysis, market entry and revenue enhancements. These experiences were gained from his efforts while with First Annapolis Consulting, a strategic management consulting firm with a focus in the electronic payments industry. While with the company, Frank leveraged his consumer credit card experiences in providing strategic advice to issuers, co-branded partners, and branded networks (e.g. Amex, MasterCard, and Visa). These insights and experiences have provided industry-based perspectives not contained within the company. Frank later established the Coniston Advisory Group which developed strategic and tactical initiatives on key business development capabilities such as strategy development, mergers and acquisitions, data analysis and intelligence, response marketing strategy and execution, electronic payment product optimization, and opportunity facilitation.

Frank’s corporate experiences included an extensive career at MBNA America where he held management positions of increasing responsibility in areas of business development, market management, operations, and corporate strategy. While with MBNA, he held a role as the senior executive of the company’s 500+ agent bank programs. In this capacity, Frank had a significant role in acquisition efforts with many of the major agent bank acquisitions such as prospect sales, conversion planning and integration, new product development and agent bank marketing. He was also the recognized direct marketing expert for an ability to leverage analytics with marketing. Using sophisticated analytical techniques used during his Naval service, Frank developed a business intelligence infrastructure that ensured his direct marketing efforts had incremental improvement. As a result, his market segment programs lead the company’s direction marketing results 4 of 5 years.

A graduate of the U.S. Naval Academy, Frank served onboard a nuclear powered submarine, received his Naval Nuclear Engineer certification and later was an instructor at the U.S. Naval Academy.

[email protected]



Josh AllenSenior Analyst

Josh Allen joined Transact Capital Partners with over 2 years investment banking experience in corporate debt research, business strategy, and mergers and acquisitions. He specializes in research, business valuations, due diligence support, buyer research and contact, and client deliverable development.

Josh started his career at Virginia Tech where he was a founder and CEO of BASIS, a $5 million fixed income portfolio. There he managed corporate debt research and facilitated all trades for fixed income securities.

Following graduation, Josh worked for First Annapolis, an international consulting and M&A advisory firm as a Senior Analyst focusing on financial services consulting and M&A advisory. His experiences included strategic partnership sourcing, expansion strategy consulting, and M&A (buy-side and sell-side). While with the firm, he was an integral player on the M&A team and he worked to assist industry specific divestitures and sale mandates of all sizes.

Josh has a Bachelor of Science degree in Finance, Cum Laude, from Virginia Tech.

[email protected]



Contact Information

Transact Capital Partners, LLC.7400 Beaufont Springs Dr.

Richmond, VA 23225www.transactcapital.com

Contact Information

Transact Capital Partners, LLC.7400 Beaufont Springs Dr.

Richmond, VA 23225www.transactcapital.com

Contact Info


[email protected]: 804.323.6868mobile: 804.513.2155

Economy & Finance

Increasing Your Company's Value