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Dunes Point Capital has acquired Warshaw Supply, a supplier of electrical products used in the commercial and multi-family end markets.

Warshaw has an extensive catalog of products ranging from simple electrical boxes, covers and conduit to sophisticated cords, cabling, lighting and wiring. According to Warshaw, almost every electrical distributor in its territory purchases one or more of its products. Warshaw maintains several in-house brands including South Conduit, Global Manufacturing, Aly Cable and Nav-Tech.

Customers of Warshaw include electrical wholesale distributors, engineering contractors, export houses, and government agencies such as Consolidated Edison Company of New York, Public Service Gas and Electric of New Jersey, General Public Utilities, Niagara Mohawk, Metropolitan Transit Authority, and the Port Authority of New York and New Jersey.

Warshaw was founded in 1983 by Bob Warshaw and today has 80 employees at two facilities; a 100,000 square foot headquarters located in Ridgewood, New York (Queens), and a 45,000 square foot facility in Piscataway, New Jersey.

Dunes Point is a family office and private investment firm that makes control investments in companies operating in the general industrial and business services sectors that have EBITDA from $10 million to $75 million and enterprise values of up to $1 billion. The firm was founded in 2013 by Timothy White, a former senior managing director of credit-focused hedge fund GSO Capital which was acquired in 2008 by Blackstone.

Dunes Point’s invested in Warshaw through its third fund, Dunes Point Capital Fund III LP, which is targeting $775 million in capital and is expected to have a final close during the fourth quarter.

Debt financing for the buy of Warshaw was provided by M&T Bank. Ridge Advisory was the financial advisor to Warshaw and Dunes Point was advised by the transaction advisory group of Alvarez & Marsal.

© 2023 Private Equity Professional | September 14, 2023

Quad-C Management has formed Legacy Food Group and has acquired four businesses with the buys of Keck’s Food Service, M&V Provisions, Thomsen Foodservice, and Legacy Foodservice Alliance.

The four acquired companies will retain their current names and management teams and will continue to operate in their local markets as subsidiaries of Legacy Food Group.

Keck’s Food Service is a Pennsylvania-based foodservice, bakery ingredient, and poultry and meat distributor to independent restaurants, bakeries, and regional convenience store chains; M&V Provisions is a New York-based manufacturer of ham and bologna serving the foodservice deli, bodega and bagel shop market; Thomsen Foodservice is a Rhode Island-based broadline distributor of food and paper products to independent restaurants; and Legacy Foodservice Alliance (LFA) is a Virginia-based foodservice supply chain alliance with more than 120 foodservice distributors spanning North America, Central America, Bermuda, and the Caribbean.

LFA was founded in 2009 by CEO Steve Push to acquire and partner with regional independent distributors to allow the combined group to operate on a super-regional scale and create enhanced supplier relationships, consolidated purchasing benefits, and coordinated sales and marketing support. Mr. Push has been named as the new CEO of Legacy Food Group and a member of the company’s board of directors. In partnership with Quad-C, Mr. Push will be active with new transaction origination and strategic oversight.

In addition to Mr. Push, the owners of the three other acquired companies will retain an ownership interest in Legacy Food Group.

“Legacy Food Group was conceived from the premise of foodservice people working with foodservice people, powered by a strong, experienced private equity partner,” said Mr. Push. “Our objective is to maintain the exceptional customer service and other benefits of local ownership and management, while combining to achieve the scale benefits and broader service to customers seeking a new option capable of serving a larger region. We will be able to offer a compelling option that will resonate with owners who do not want to sell to a large corporate distributor.”

“During Quad-C’s 30 plus year history, a key focus of our firm has been investing alongside successful owner operators and family business owners to help their companies grow and take them to the next level,” said Michael Brooks, a partner at Quad-C. “We have been active investors in distribution across a range of industries and have been specifically pursuing the highly attractive foodservice sector for the last several years in partnership with Steve Push. We are thrilled to be joining forces with Steve and the impressive teams at Keck’s, M&V, Thomsen, and LFA, and we see tremendous growth and value for the prospects of Legacy Food Group as we continue to partner with additional distributors going forward.”

Other members of Legacy Food Group’s board of directors include Barry Friends, an experienced food industry executive who has held senior leadership positions with Sysco, US Foods, and Reinhart Foodservice; and Russell Libby, a former senior executive with Sysco and a current member of the board of publicly traded HF Foods Group.

Quad-C invests in companies with enterprise values of $50 million to $400 million. Sectors of interest include business and consumer services, food and beverage, consumer products, healthcare, industrials, transportation and logistics, and specialty distribution. Quad-C was founded in 1989 and is headquartered in Charlottesville, Virginia.

© 2023 Private Equity Professional | September 12, 2023

Gemspring Capital Management has acquired Midland Industries, a manufacturer and distributor of pipe, valve, and fitting products, from Wynnchurch Capital.

Midland distributes and manufactures more than 40,000 SKUs of hoses, fittings, valves, and other products used in the industrial, hose, fluid power, plumbing, oil and gas, truck and trailer, and power transmission markets.

Kansas City, Missouri-headquartered Midland, led by CEO John Gerber, is comprised of numerous operating subsidiaries including Anderson Metals, Midland Metal, Buchanan Rubber, Mid-America Fittings, and Stainless Adapters. Midland has over 250 employees and operates 7 distribution facilities in the United States and Canada.

“Midland is at an exciting inflection point in our evolution, and we are thrilled to partner with Gemspring as we pursue numerous growth and innovation opportunities across our product lines,” said Mr. Gerber. “Gemspring’s considerable industrial distribution expertise will drive significant value as we expand our product suite, geographic reach, and end markets to better serve a longstanding customer base that has become accustomed to our exceptional service levels.”

“John and his team have built a best-in-class distribution platform, and we believe that Midland is differentiated in a market where supply chain partnership and operational excellence is critical to customer success,” said Geoff Broglio, a managing director at Gemspring. “We are excited to partner with the Midland team as the company continues to grow its operations and drive product innovation, geographic expansion, and end market diversification.”

Wynnchurch acquired Midland in January 2018 and will maintain a minority equity interest in the company in partnership with Gemspring. During Wynnchurch’s ownership term, Midland closed seven add-on acquisitions and opened distribution facilities in the Southeast and Northwest US.

​“Midland represented an opportunity to build an industrial distribution platform with a strong legacy of brands, diverse customer base, and differentiated e‑commerce strategy,” said Greg Gleason, a managing partner at Wynnchurch. “We are proud of what the team has accomplished and are excited to continue our partnership with management and Gemspring during Midland’s next phase of growth.”

Gemspring invests in companies that have revenues of up to $1 billion. Sectors of interest include aerospace and defense; business and consumer services; financial and insurance services; industrial services; software and tech-enabled services; healthcare services and specialty manufacturing.

In January 2023, Gemspring closed two funds, Gemspring Capital Fund III LP, its third buyout fund, at $1.7 billion, and Gemspring Growth Solutions Fund I LP, its first non-control investment fund, at an oversubscribed $400 million. With the closing of these two new funds, Westport, Connecticut-based Gemspring now has $3.4 billion of capital under management.

Wynnchurch makes investments in middle-market companies that have revenues of $50 million to $1 billion. In January 2020, Wynnchurch closed its fifth private equity fund, Wynnchurch Capital Partners V LP, with $2.3 billion of committed capital. The new fund, which began its marketing in September 2019 with a target of $1.6 billion, was oversubscribed and closed at its hard cap. Wynnchurch was founded in 1999 and is headquartered in the Chicago suburb of Rosemont with additional offices in Los Angeles (El Segundo) and New York City.

“Since our investment in 2018, Midland has solidified its position in the industrial distribution market, developing an industry-leading e-commerce platform and building a national footprint of local facilities—all while maintaining an unwavering commitment to customer success,” concluded Mr. Gleason. “We look forward to the next phase of growth for Midland and believe that Gemspring is the ideal partner to drive continued success for the company.”

Harris Williams was the financial advisor to Midland and Wynnchurch on this transaction and Gemspring was advised by KeyBank Capital Markets.

© 2023 Private Equity Professional | September 7, 2023

Subway, one of the world’s largest quick service restaurant brands, has agreed to be acquired by Roark Capital at an enterprise value of $9.6 billion.

Subway serves made-to-order sandwiches, wraps, salads and bowls to millions of customers across more than 100 countries in nearly 37,000 franchised restaurants every day. Subway has the highest concentration of locations in North America with 20,603 in the United States, 2,881 in Canada, and 758 in Mexico.

Outside of North America, the countries with the most locations are Australia with 1,215, Brazil with 1,643, and the United Kingdom with 2,195. The company reached a peak of 27,129 United States locations in 2016. The sale to Roark follows Subway announcing its 10th consecutive quarter of positive same store sales.

Subway was founded by Fred DeLuca and financed by Peter Buck in 1965 as Pete’s Super Submarines. The Milford, Connecticut-headquartered company adopted the Subway name in 1972. Subway struggled following the death of Mr. DeLuca in 2015 and a sale of the company was inevitable with the death in 2021 of Mr. Buck. However, the sale to Roark follows Subway announcing its 10th consecutive quarter of positive same store sales.

“This transaction reflects Subway’s long-term growth potential, and the substantial value of our brand and our franchisees around the world,” said John Chidsey, CEO of Subway. “Subway has a bright future with Roark, and we are committed to continuing to focus on a win-win-win approach for our franchisees, our guests and our employees.”

Roark Capital Group invests in companies that have revenues from $20 million to $5 billion and EBITDA from $10 million to $500 million. Sectors of interest include franchised and multi-unit business models in the retail, restaurant, and service sectors; consumer products; consumer and business services. The Atlanta-headquartered firm has more than $37 billion in assets under management.

J.P. Morgan is the financial advisor to Subway on this transaction.

© 2023 Private Equity Professional | August 30, 2023

Keswick Partners has acquired Metal Tech in partnership with the company’s senior management team.

Metal Tech is an in-shop and on-site provider of machining, fabricating, welding, maintenance and repair services to companies operating in the pulp and paper, steel, chemicals, food and beverage, infrastructure, and general manufacturing industries.

Examples of the firm’s capabilities include anodized aluminum railings used in harsh environments, tools used to replace concrete mill liners, and stainless steel hoppers used in the food industry.

Metal Tech was founded by Ray Felton in 1984 and is based in Murfreesboro, North Carolina.

“We partnered with Keswick because of their experience with our kind of business,” said Brock Felton, the owner of Metal Tech and the son of the founder. “It’s good to work with someone who speaks our language and appreciates our culture. My father started Metal Tech, so finding the right partner for my managers was a critical decision for me.”

“We love supporting family-owned businesses like Metal Tech that have built scalable operations in industrial verticals we know,” said Chris Hart, a managing partner of Keswick. “Brock and his father built a great company thanks to the team they assembled and maintained. We look forward to continuing their legacy as Metal Tech enters its next phase of growth and development.”

Keswick Partners makes both majority and minority investments in United States-based lower middle-market companies that have from $2 million to $5 million of EBITDA. The firm’s sectors of interest include niche manufacturing, specialty services, and value-added distribution.

The buy of Metal Tech is Keswick’s second platform investment since the final closing of its $100 million debut fund in October 2022. In February 2022, the firm closed its first Fund I investment with the buy of Marrinan Group, a Rhode Island-based tech-enabled distributor of officially licensed collegiate, military, and professional sports merchandise sold through collegiate bookstores, off-campus stores, fan shops, online e-commerce channels, and military bases worldwide.

Keswick was formed in June 2022 by managing partners Chris Hart, John Kirtley, and Jeff Leck. All three founders are former senior professionals of Tampa, Florida-based KLH Capital. Prior to co-founding Keswick, Messrs. Kirtley and Leck co-founded KLH in 2005 and Florida Capital Partners in 1989; and Mr. Hart joined KLH in 2009 and became a partner of the firm in 2016.

Keswick has offices in Tampa, Florida (headquarters), and Charlotte, North Carolina.

© 2023 Private Equity Professional | August 25, 2023

Coalesce Capital has acquired Examinetics, a provider of occupational-health compliance services. Freedom 3 Capital, an investment firm that previously backed Examinetics, is reinvesting in the company alongside Coalesce Capital.

Examinetics’ compliance testing services include medical examinations, on-site and on-demand hearing testing, noise surveys, and air sampling. The company has more than 3,000 customers operating in more than 18,000 locations and has a fleet of 130 mobile testing units. Examinetics is headquartered in Overland Park, Kansas.

“We are incredibly energized to be partnering with Coalesce for the next phase of Examinetics’ growth,” said Gary Gluzberg, the president of Examinetics. “It is an exciting time for our company as we join up with such a proven private equity team in the business services sector. Their commitment enables Examinetics to accelerate our growth, invest further capital to serve customers and continue to build national scale.”

“We were highly motivated to personally reinvest equity in the business as part of this recapitalization,” said Paul Fenaroli, the CEO of Examinetics. “In addition to our faith in the business model, our commitment to our clients and their employees, and our mission to improve workplace health and safety, the Coalesce team’s track record of success in business services will provide Examinetics with access to capital and expertise that we expect to be transformative to our business.”

“We back management teams who are building the platforms of tomorrow,” said Stephanie Geveda, the founder and managing partner of Coalesce. “Examinetics has an incredibly high-quality business model, driven by megatrends around increasingly complex regulatory and compliance requirements facing businesses. Today, Examinetics reaches more than 3,000 clients in over 18,000 locations annually, and we could not be more excited to partner with this team to deliberately scale this business, further enhancing the range of customers they serve and the value they can deliver to them.”

Coalesce primarily makes control investments in North America-based human capital and technology-enabled business services companies that have at least $5 million of EBITDA and $25 million of revenue. Coalesce was founded in 2022 by Stephanie Geveda, a former Warburg Pincus professional, and held an initial closing in May of its debut fund with $329 million of a targeted $750 million in total capital.

“We are excited to partner with Coalesce to scale this business. It has already been a terrific investment for us, and its tailwinds remain robust,” said Brian Block, a partner at Freedom 3. “The value-creation playbook that Coalesce’s team has defined for business services will continue to drive sustainable, profitable growth for Examinetics.” Mr. Block and Ms. Geveda have known each other for more than two decades, initially started their investing careers together, and have collaborated on numerous other investments.

Freedom 3 Capital invests from $20 million to $150 million in middle market companies that have from $15 million to $100 million in EBITDA. The firm’s typical transaction structure includes a combination of junior capital and equity. Freedom 3 has offices in New York City, Kansas City and Dallas.

Financing for the buy of Examinetics was provided by the Bank of Montreal.

© 2023 Private Equity Professional | August 23, 2023

Trive Capital and Epic Partners have partnered to acquire Pryor Learning, a provider of corporate training, credentialing, and educational content to small and medium sized businesses.

Pryor provides in-person and online training courses to individuals, teams, and organizations in more than 20 subject areas including Administrative Assistant, Front Desk & Reception; Grammar & Business Writing, Computer Software, Customer Service, Evelyn Wood Speed Reading, Finance & Accounting, Human Resources, Information Technology, Management & Leadership, Microsoft Excel and Office, OSHA and Workplace Safety, QuickBooks, and Sales Training.

Pryor’s course catalog totals more than 5,000 online courses and since its founding in 1970 has provided its education services to more than 3 million businesses and 13 million students. Pryor Learning was founded by Fred Pryor and is headquartered southwest of Kansas City in  Mission, Kansas.

At the closing of the transaction, Steven Riehs has been named as the new chief executive officer of Pryor. Mr. Riehs was most recently the senior vice president of Strategic Solutions and Innovation at International Education Corporation, a national provider of post-secondary career education and a portfolio company of Berggruen Holdings. Earlier in his career he held CEO, COO, and other senior leadership positions with education companies Adtalem, Maxim Partners, and Kaplan.

“Pryor has a rich history of being the go-to provider for business content that is easy to access, affordable, and effective,” said Mr. Riehs. “I am honored to lead the company at this exciting juncture in hybrid learning. I look forward to working alongside our talented team to keep innovating our offering and exceeding our customers’ expectations.”

“We are thrilled to partner with a leading training provider with digital delivery expertise, a diversified customer base, high quality management team, and leading content access,” said Chris Zugaro, a partner at Trive. “Pryor is a best-in-class solution for an underserved customer base, allowing its users to successfully complete mandatory training and employee upskilling. Our next phase of growth will include organic investments to enhance the customer experience as well as acquisitions that will build on our proprietary content base and tech-enabled platform.”

Trive invests from $10 million to $250 million of debt and equity in North America-headquartered companies with revenues of $40 million to $1.5 billion. Trive is industry-agnostic but has specific experience in aerospace and defense, automotive, building products, business services, chemicals, and consumer goods.

In April 2022, Trive held final closings of two new funds, Trive Capital Fund IV LP and Structured Capital Fund I LP, with an aggregate $1.95 billion of capital commitments. Trive was founded in 2012 by Managing Partner Conner Searcy and Partner Chris Zugaro and is headquartered in Dallas.

Epic Partners is an investor in North America-based education and training related businesses that have revenues of $10 million to $50 million and EBITDA of at least $2 million. The firm is led by Partner Robert Puopolo and is headquartered in New York City.

Tyton Partners was the financial advisor to Pryor Learning on this transaction.

© 2023 Private Equity Professional | August 23, 2023

Highview Capital has acquired Safety Marking, a provider of highway and roadway markings.

Safety Marking (SMC), headquartered in Bridgeport, Connecticut, is one of the nation’s largest independent pavement marking providers with operations across Connecticut, New York, and Rhode Island.

SMC’s products and services include rumble strips, recessed pavement markings, hydroblasting (to remove old markings), airports markings, thermoplastic and epoxy pavement markings, and parking lot striping. Many of the company’s customers include states, municipalities, airports, and private businesses including the Port Authority of New Jersey, Connecticut Department of Transportation, New York Department of Transportation, Westchester County Department of Public Works, among many others.

SMC has been founder-owned and operated by Mark Kelly since 1973. Post-closing, Mr. Kelly, in partnership with Highview, will retain an equity interest in the business and will continue to serve as the company’s president.

“Safety Marking has been a trusted road safety partner in the Northeast for 50 years and I am extremely proud of the culture and team that have driven our success,” said Mr. Kelly. “This partnership positions us extremely well for future growth and we look forward to working with the Highview team.”

“We are extremely excited to partner with the SMC team to support their continued expansion,” said P.J. Gilbert, a managing director at Highview. “Mark has built a first-class operation with a stellar reputation, and we look forward to investing in the next chapter.”

Highview Capital, headquartered in Los Angeles, invests from $20 million to $125 million of equity in companies with revenues of $50 million to $500 million and EBITDA of $5 million to $50 million. Highview invests in many sectors and is effectively industry agnostic. The firm sources its capital from a $500 million evergreen fund and is backed by Karlin Asset Management, a Los Angeles-based investment company.

© 2023 Private Equity Professional | August 23, 2023

Align Capital Partners has made an investment in Global Guardian, a provider of Duty of Care related security, medical and travel-related services. The firm partnered with Global Guardian’s senior management team which includes experienced former military and federal security personnel, and business professionals.

Duty of Care (DoC) is a legal requirement that individuals or organizations must ensure the safety, well-being, and protection of others who may be affected by their actions or decisions. If a DoC obligation exists and is breached, and this breach leads to harm or injury to another person, the person who breached the DoC could be held legally responsible for the resulting damages.

From a corporate perspective, DoC requires that an organization diligently safeguards the well-being and interests of its employees, stakeholders, and public. This obligation entails not only the provision of a secure working environment, but also extends to the prudent management of risks and the implementation of safety protocols.

Global Guardian’s suite of services assists its clients with fulfilling DoC obligations and address the risks of traveling and doing business globally. The company’s service capabilities includes personnel tracking, emergency response, security and transportation support, intelligence and due diligence medical support, emergency and custom aviation, cyber security, and video surveillance monitoring.

McLean, Virginia-headquartered Global Guardian operates a 24-hour Operations Center which identifies, monitors, and responds to threats and emergencies with a network of on-the-ground security and response teams in over 130 countries.

“Global Guardian’s differentiated model has led to strong client adoption and driven tremendous growth over the past decade,” said Dale Buckner, a co-founder and CEO of Global Guardian. “As we planned for future expansion, it was the right time in our company’s evolution to find a strategic growth investor. Our partnership with ACP will allow for on-going investment in the resources and technology needed to support our clients with the highest degree of care to safeguard their assets from continually evolving global threats.”

Customers of Global Guardian includes individuals, families, and companies that are active in the energy, technology, law, financial services, entertainment and media, manufacturing, retail, consumer products, non-profits, and education sectors.

“The team at Global Guardian is providing truly mission-critical services to its customers and is gaining share in the market based on the company’s relentless dedication to providing a highly reliable, full-service model,” said Chris Jones, the managing partner of ACP. “We’re eager to build upon this strong foundation by leveraging ACP’s operating and growth resources, including the evaluation of add-on acquisitions early in our partnership.”

ACP invests from $20 million to $60 million in North American-based companies that have from $3 million to $15 million of EBITDA and enterprise values of up to $150 million. Sectors of interest include software and tech-enabled services, professional business services, industrial services, specialty manufacturing and specialty distribution. ACP has offices in Dallas and Cleveland.

In November 2022, ACP closed its third fund, Align Capital Partners Fund III LP, above target with $620 million of capital commitments. With the closing of ACP III, the firm has raised approximately $1.4 billion since its founding in 2016.

In addition to Mr. Jones, the Global Guardian transaction team included Senior Operating Partner Dave Tiley, Vice President James Moss, and Senior Associate Sarah Whitney.

© 2023 Private Equity Professional | August 17, 2023