Corporate Renewal - Turnaround Management Association
Transcription
Corporate Renewal - Turnaround Management Association
The Newsletter of Corporate Renewal Volume 7, Number 5 October 2006 TURNAROUND MANAGEMENT ASSOCIATION Chicago / Midwest Chapter From Our President: Help Create Great Experiences in 2007 Chicago/Midwest What’s Inside? Upcoming Events............. 2, 4-5 VP’s Corner..............................2 Past Events......................... 7-12 Chicago Chapter CTPs..........14 “How to Obtain Financing” Article....................................15 Member News........................18 What’s the Deal?....................20 New Member Listing.............22 “Cooperative Efforts - Successful Outcomes” Article..................23 Board Member and Committee Listing....................................25 As 2006 comes to a close, we have several great events planned to celebrate Chicago/Midwest TMA reaching a milestone of more than 1,000 members served. As of publication on October 6, we had 994 members and 45 days to reach or exceed the milestone. Thanks to everyone who helped make this the largest – and we think the best – chapter in TMA over the last several years. Please mark your calendars for the following great experiences and speak to one of the committee co-chairs to learn more, too: October 26 October 27 November 2 November 9 November 17 December 8 January 12 Women’s Group Joint Networking Event with IWRIC Future Leaders & Membership Committee co-sponsorship of the University of Chicago’s Graduate School of Business Turnaround Management Club’s “Nuts & Bolts Conference” Membership Committee New and Prospective Member Reception Future Leaders Third Annual Texas Hold’em Tournament Bi-Monthly Breakfast Forum Joint Annual Holiday Party with the Association of Corporate Growth (ACG) and Risk Management Association (RMA) Bi-Monthly Breakfast Forum and Annual Chapter Awards Program “Creating great experiences for our members” was our theme for 2006. As the year comes to a close, our leadership team continues to look for ways to better serve our members and our community. Nobody does this alone. Please welcome Lisa Johnson and Norm Newman to the 2007 positions of president and president-elect, respectively. Now is the time to think about how you might contribute to these committees and help create great experiences 2007. Give one of the committee co-chairs a call and get involved. During our November and December meetings we will be celebrating our 1,000th member and looking for even more input from our members on how to improve our “value proposition” through informal conversations and a few focus groups to supplement our recent email survey. The email survey told us some good news: • Membership Application........27 • 83% agreed that TMA is recognized in the turnaround/workout community as the premier association 79% believe the TMA membership is good or very valuable! Not bad! Again, I am looking forward to seeing you at a great celebration of the 1,000th member this fall at one of the upcoming events! Bill Hass Upcoming Events October 26 Women’s Group Joint Networking Event with IWRIC October 27 University of Chicago Turnaround Management Club’s Nuts & Bolts Conference November 2 New and Prospective Member Reception Maggiano’s VP’s Corner Don’t Paint Yourself into a Corner: Get Involved Today Thoughts from Joe Fobbe, VP-Communications “Vice-President” ”Committee Co-Chair” “Board Member” “Treasurer” “President-Elect” How does one individual get involved and make a difference in the largest TMA chapter in the world? How do you navigate the massive organizational structure to NETWORK with the right people? How do you get to be identified as a rising young (or not so young) professional worthy of the abovementioned titles? Does one really need to dawn a red cape, be able to leap tall buildings (preferably in a single bound), stop a speeding Metra train (please tell me, will an El train suffice?!?!) to make it? These are important questions... indeed, critical questions one must ask as they map their TMA career. November 9 Future Leaders Texas Hold’Em Tournament University Club November 13 Senior Executive Forum* Keynote by Mr. Terry Lundgren, CEO, Federated Stores *Due to the popularity of this event, it is a members-only program. November 17 Breakfast Forum Mid-Day Club December 8 Holiday Gala Merchandise Mart One-of-A-Kind Show January 12 Breakfast Forum & Annual Chapter Awards Program Mid-Day Club For more information on any of these events, visit the chapter’s web site at www.chicago.turnaround.org or call 815-469-2935 The answer? Start TODAY. Reach out and call a co-chair, chair or officer listed on page 25 of this newsletter. The secret is that is it EASY. We are dying to hear from you. Membership Committee Success I think I echo the sentiment of the entire TMA leadership when 0! I say that I was absolutely ecstatic about the number of NEW 1,00 PEOPLE in attendance at our chapter’s September 15 kickoff breakfast meeting. We were all ecstatic about both the number of YELLOW BADGES (denoting non-members) and relatively unfamiliar faces behind the many white badges (denoting existing members). The membership committee deserves a big Chicago TMA-sized congratulations for their efforts. Your chapter is approaching 1,000 members; your chapter has achieved phenomenal growth over the past five years. Current Membership Committee CoChairs are David Bogetz, Bob Handler, Thomas Jones and Kevin Krakora. Their phone numbers are listed on page 25 of this newsletter. Give them a call. We need to keep up the momentum. Membership Committee Co-Chair David Bogetz What’s Ahead I’m excited about this column and the opportunity to inform the membership and guest readers of ways to get involved with our fantastic chapter. In subsequent issues I will continue to highlight the efforts and important work of some of our 18 committees, and at times, highlight an individual chapter leader’s background and TMA career. (Sneak peak: Next issue I’ll highlight the TMA career of PresidentElect Lisa Johnson. Stay tuned.) The Newsletter of Corporate Renewal is a publication of the Turnaround Management Thank you in advance for your attention and participation in YOUR chapter. ReAssociation, Chicago/Midwest Chapter. It is member, the paint takes too long to dry...get involved today. issued five times annually. Submissions to the Joe Fobbe newsletter should be directed to: Cheri Anderson [email protected] Mark Leipold [email protected] The Newsletter of Corporate Renewal Advertising Rates Full Page - $875 * Half Page - $500 * Quarter Page - $315 * Eighth Page - $190 For more information regarding placing an ad in this publication, please contact Chris Glatz at 815-469-2935 or [email protected] or Mark Leipold at 312-899-1651 or [email protected]. TMA • Chicago/Midwest Chapter • October 2006 • Page These days a lender has to bring more to the table than a big name and an ample balance sheet. A good lender also brings options and insight and a willingness to work together to find the right financing solution–the very qualities you find in us. Lending help beyond expectations. Business Credit Call us at 1.800.333.0242 for asset-based financing products and services from $5 million to $100 million for manufacturers, distributors, retailers and service providers. Finance Company Services Call us at 1.800.333.0242 for financing products and services from $5 million to $100 million for asset-based lenders, factors, distressed asset purchasers, real estate lenders, leasing companies, and other commercial finance companies. Systran Financial Services Call us at 1.800.824.2075 for asset-based and factoring solutions from $250,000 to $5 million for manufacturers, distributors, retailers and service providers including transportation and staffing companies. Healthcare Finance Call us at 1.800.824.2075 for revolving lines of credit and term loans of up to $100 million for healthcare providers, as well as manufacturers and distributors who serve the healthcare market. www.textronfinancial.com Networking & Shopping…It Just Doesn’t Get Any Better So, how does an organization find a venue and event that combines networking and shopping? Well, the TMA (along with the ACG and the RMA) will make it happen on Friday, December 8, when the three groups host their annual holiday networking event at the Merchandise Mart in conjunction with the One-of-a-Kind Show. Now in its fourth year, this networking reception has proven that it has something for everyone! • • • • Three outstanding professional organizations resulting in over 250 attendees to network from a variety of industries An artisan’s fair with over 700 displays of arts, clothing, fine jewelry and more – in other words, invite your spouse or significant other – great shopping for them to enjoy while you are networking! A never-ending buffet of food and drink throughout the evening And, most importantly, an opportunity to enjoy a relaxing evening with your colleagues and those close to you in downtown Chicago during the holiday month! The event also features the United States Marine Corps who will be on hand to accept donations for their Toys for Tots program. Last year hundreds of toys were collected and presented to the Marines. We anticipate the same success this year as well. President-Elect Lisa Johnson, a representative from the Marines and President Bill Hass collect Toys for Tots at last year’s Holiday Gala. So, plan to join us – Friday, December 8. Invite your spouse or significant other. The cost is only $50 for members and $25 for spouses. Make a night of it and enjoy the city! Attend the reception and make plans to take that special someone or your TMA friends for a dinner afterwards – get creative and have fun! (ILCO7ILL#ONVERT5NDERPERFORMINGOR 5NWANTED!SSETS)NTO-ORE#ASH&ASTER 7E5NDERSTANDTHE4RUE6ALUEOF!SSETSATA0OINT)N4IMEAND+NOW(OW4O&ULLY2ECOVER4HAT6ALUE 4URNAROUNDPROFESSIONALSRELYON(ILCOFOR s!PPRAISALSOFALLTYPESOFBUSINESSASSETS s!SSET$ISPOSITIONTORECOVERMAXIMUMVALUEFOR CONSUMERANDINDUSTRIALINVENTORYMACHINERY s&ACILITY#LOSINGSINCLUDINGRETAILSTORESMANUFACTURING EQUIPMENTFURNITUREANDFIXTURESINTELLECTUAL PLANTSWAREHOUSESDISTRIBUTIONCENTERSANDOFFICES PROPERTYACCOUNTSRECEIVABLEANDREALESTATE s!CQUISITIONSAND$IVESTITURESOFENTIREBUSINESSUNITS s"RIDGELOANSANDEQUITYFINANCINGFORWORKINGCAPITAL ORPORTIONSTHEREOFTHATARENOLONGERASTRATEGICFIT ACQUISITIONSEXPANSIONSANDMANAGEMENTBUYOUTS -ONETIZETHEFULLVALUEOFBUSINESSASSETS&ORMOREINFORMATIONONOURCOMPREHENSIVESERVICESCALL (),#/ !SSET6ALUATION$ISPOSITION!CQUISITIONAND&INANCING WWWHILCOTRADINGCOM 7616_5 TMA Directory Ad.indd 1 1/24/06 11:30:40 AM TMA • Chicago/Midwest Chapter • October 2006 • Page Senior Executive Forum Welcomes Terry Lundgren The Senior Executive Forum – the TMA Chicago/Midwest Chapter’s annual premier event – will be held Monday, November 13 at The Standard Club and feature as keynote speaker Terry Lundgren, CEO of Federated Stores, Inc. (the parent company of Macy’s). The Senior Executive Forum has grown to be one of the chapter’s most highly anticipated events. Boasting nearly 300 attendees, the program features a prominent CEO or high profile speaker as well as an outstanding networking reception immediately following the program. Because of the popularity of this event and room size limitations, it is a members-only event (so, if you haven’t joined the TMA or you know someone who should join – now is the time!). AN INTERNATIONAL BUSINESS ADVISORY FIRM Think Ahead For the majority of Chicagoans, the transition of Marshall Field’s to Macy’s had nothing to do with whether or not it was a good business decision; the change was emotional. Marshall Field’s Terry Lundgren was the staple of Chicago shopping and a tradition for many, many families. The chapter is excited to welcome Lundgren and Macy’s to Chicago and to hear more about the Marshall Field’s to Macy’s story. So mark your calendars for Monday, November 13! Integrated Financial , Strategic and Operational Advisory Services In today’s ever evolving business landscape, moving ahead means thinking ahead. BBK is helping companies throughout the world anticipate change, design workable solutions and implement the proactive strategies needed to reach their full potential. With our integrated financial, strategic and operational services, BBK is ready to move your company forward. www.e-bbk.com 1-800-BBK-0030 Move Forward D E T R O I T • F R A N K F U R T TMA • Chicago/Midwest Chapter • October 2006 • Page C H I C A G O • • S H A N G H A I N E W • Y O R K W A R S A W $10 Billion in Annual Transactions $30 Billion in Annual Appraisals $350 Million in Investments and Loans Twenty Offices and Satellites Worldwide Inventory ¥ Equipment ¥ Real Estate ¥ Brands For more information, please contact: Steve Sigel 617.422.6245 office 508.243.2100 cell [email protected] Dispositions, appraisals, acquisitions and capital solutions across all asset classes. Three Hour Tour Continues its Annual Success; Relatively Incident Free By Joe Fobbe, PNC Business Credit The excitement on this year’s boat cruise was the best yet. As guests, several Minnesota Viking players attended and, contrary to past behaviors in comparable settings, were relatively subdued. Also, this year’s excursion – for the first time – appropriately featured celebrity look-alikes, Dawn Wells and Tina Louis (aka Mary Ann and Ginger). Strategic planning by the leadership kept said Viking players and said celebrity look-alikes on separate levels throughout the evening. As the pictures on this page reveal, a perfect evening was enjoyed by members of the Association for Corporate Growth, TMA (of course) and Commercial Finance Association. We appreciate the participation again this year of the Midwest Chapter of the CFA who co-underwrote our first cruise four years ago. The ACG’s support is appreciated as well as they’ve been an annual sponsor of this event. Successful Growth Stories Start Here Senior Secured Financing provided by PNC Business Credit $16,500,000 Senior Secured Financing $18,000,000 Senior Secured Financing $22,000,000 Senior Secured Financing $90,000,000 Senior Secured Financing $9,000,000 Senior Secured Financing $25,000,000 Senior Secured Financing Gerald O’Dwyer, Jim Vargo, Dan Quirk Turnaround Financing provided by Steel City Capital Funding $11,500,000 $9,500,000 Bev Joel Schneider, Dave Mack, Frank & Marcia Mack PNC Business Credit and Steel City Capital Funding. Experienced lenders with the full range of first and second-lien financing solutions to get deals done. Joseph Fobbe 312-338-5688 [email protected] Jim Torkelson 312-338-5687 [email protected] Todd Robinson, Craig Kempton, Kim Metzner, David Doll Photos by Sue Fischer, Glatz Management Services Inc. ©2006 The PNC Financial Services Group, Inc. All rights reserved. PNC Business Credit is the asset-based lending arm of PNC Bank, National Association, a member of The PNC Financial Services Group, Inc. Steel City Capital Funding is a division of PNC Business Credit. TMA • Chicago/Midwest Chapter • October 2006 • Page Chicago Members “Team Up to Turnaround ALS” and “Beat this For Bill” By Chris Glatz, Glatz Management Services Inc. More than a dozen TMA Chicago/Midwest members – along with over 100 family and friends of the Bill Bloom family – gathered together at Montrose Harbor on Saturday, September 9 for the annual two mile “ALS Walk 4 Life.” ALS (also known as Lou Gehrig’s Disease) is a progressive, degenerative disease of the nervous system. TMA Members and friends teamed up to walk and raise more than $3,000. For the fourth consecutive year, the Chicago Chapter’s Community Service Committee sponsored this effort as one of its ongoing programs to give back to the community. TMA colleague and friend to many, Bill Bloom, was affected by this disease for several years. Bill lost his battle to the disease this past year but the more than 100 walkers continued the fight on that Saturday in Bill’s memory as well as for all those who continue to struggle with this disease. Photo by Chris Glatz, Glatz Management Services Inc. A special thanks goes out to all our TMA walkers and members who supported this worthwhile project. Together, with Bill’s son, Jonathan Bloom (an active TMA member), just over $3,000 was raised by our chapter members along with more than $40,000 more from Bill and Jonathan’s family and friends. There were a few clouds in the sky but the sun was shining in everyone’s hearts knowing that together a good friend was remembered and money was raised to work toward a cure for ALS in the very near future. Charities Presented with Funds Raised at Annual Golf Outing By Chris Glatz, Glatz Management Services Inc. The TMA Chicago/Midwest Chapter’s Annual Charity Golf Outing was once again a huge success. With two 18-hole courses sold out, nearly 300 attendees were able to enjoy some outstanding networking while raising money for two very worthy charities: The Make-a-Wish Foundation and Children’s Memorial Hospital. Both were the recipients of last year’s outing success; however, this year’s event surpassed last year’s, allowing the leadership team and Community Service Committee to present the two organizations a check for $12,000 each (20% more than last year!) at our September breakfast forum. The ability to support these charities with such significant dollars is a direct result of all those who attended and played. From yardstick purchases to mulligan coupons to hole contests, the generosity of the entire group is applauded. Successful events like a charity golf outing not only involve the attendees but the volunteer leaders who helped organize it too. This event involves three of our active Steering Committees: The Entertainment Committee, Sponsorship Committee and Community Service Committee. Special thanks to all the co-chairs and members of those committees for another rewarding and fun event. See you in 2007! President-Elect Lisa Johnson, Kathy Pollack of Children’s Memorial Hospital, President Bill Hass, Ann Cressy of Make-a-Wish Foundation and Community Service Committee member Gerald O’Dwyer. Photo by Linda Jacobs, Alert Consultants TMA • Chicago/Midwest Chapter • October 2006 • Page knowledge to turn the tide Huron Consulting Group is pleased to have been an integral part of the successful Chapter 11 reorganizations of: UAL Corporation – emerged from bankruptcy on February 1, 2006 Process Management, Valuation, and Chapter 11 Financial Advisory Services to the Company The Delaco Company – emerged from bankruptcy on March 14, 2006 Interim Management and Chapter 11 Financial Advisory Services to the Company Stephen Burns, Managing Director 312-880-3014 [email protected] Michael Kennelly, Managing Director 312-583-8766 [email protected] James Lukenda, Practice Leader 646-277-2207 [email protected] Daniel Wikel, Managing Director 312-880-3003 [email protected] Huron Consulting Group helps clients effectively address complex challenges that arise from litigation, disputes, investigations, regulation, financial distress, and other sources of significant conflict or change. We also help clients improve the overall efficiency and effectiveness of their operations, reduce costs, manage regulatory compliance, and maximize procurement efficiency. Huron provides services to a wide variety of both financially sound and distressed organizations, including Fortune 500 companies, medium-sized businesses, leading academic institutions, healthcare organizations, and the law firms that represent these various organizations. Miller Park Outing Full of Suspense on the Field By Michael Colloton, First Business Capital Corp. On September 18, the Milwaukee Program Committee hosted the third annual networking event at Miller Park. The Milwaukee Brewers played the division-leading St. Louis Cardinals in front of a crowd of approximately 20,000. There were more than 80 people in attendance with a good mix of members and non-members from both Illinois and Wisconsin. Networking was on most everyone’s mind but the baseball game was well worth the price of admission. The Brewers took an early lead that they had built up to 3-0 by the seventh inning. Albert Pujols then proved why he is the most feared hitter in the National League. With two outs in the top of the inning he hit a line drive, three-run blast to left field that got out of the park in a hurry. This got the many Cardinals fans in attendance back in the game and built up anticipation for an exciting finish. Nobody (well, with the exception of the Cardinal’s fans) was disappointed. With two outs in the bottom of the ninth, Tony Graffanino fouled off six straight pitches before hitting a game winning single for a 4-3 Brewer victory. Many thanks go out to all those in attendance. We look forward to seeing you at next year’s game when the division leading Brewers will play one of their lesser opponents! TMA Women’s Group Takes a Walk in the Park By Patricia Wu, Great American Group The TMA Women’s Group hosted a Millennium Park presentation and tour on August 24. The evening began with tapas and margaritas at the University Club, where members and guests enjoyed a slideshow presentation by Ed Uhlir, FAIA, Design Director of Millennium Park. Uhlir was intimately involved in creating each element of the park from concept to completion. He also serves as Executive Director of Millennium Park, Inc. (non-for-profit organization). Uhlir’s witty story-telling of his experiences – with all layers involved with the Millennium Park saga, from the million dollar benefactors to the eccentric, world-famous artists, to Mayor Daley and the press – was both entertaining and informative. Following the presentation, the group followed Ulhir across the street to the park where he continued the presentation from the Crown Fountain (Chicago faces blowing water), through the Lurie Garden, and ending at Cloud Gate, fondly known as “The Bean.” The event was so successful that there were non-members praising the value of TMA and becoming members themselves. Goes to show you how effective a walk in the park really is! Thank you to the Women’s Group committee chairs and Chris Glatz and Sue Fischer for planning such a wonderful summer event. For more information on the Women’s Group, please contact committee chairs Gail Heldke, Kim Metzner, or Patty Wu. Schedules Pose Challenges, but Two Ride On By Chris Glatz, Management Services Inc. While competing with a plethora of TMA activities, various business pursuits and a change in the original date, the Second Annual TMA Motorcycle Ride finally occurred on September 15 with a crowd of two. Conflicts played no part in the minds of David Onion of Chicago Capital Holdings and prospective TMA member Mark Homuth of IntraLinks Inc. The two kept the tradition going by riding throughout scenic northern Illinois, stopping for lunch at a popular spot on the Fox Lake and finishing the day at The Broken Oar where, along with some other bikers, they enjoyed some cold beverages and admired some vintage bikes. All in all, it was a beautiful day with blues skies and temperatures in the upper 70s. And while the group was small this year, a high level of interest is anticipated to keep this TMA Chicago tradition continuing from year to year! Mark Homuth and David Onion TMA • Chicago/Midwest Chapter • October 2006 • Page 10 There’s a better way to raise money. Puritan Finance Corporation is ready with over 48 years experience in providing asset-based loans. Having a client who is unable to meet conventional lending requirements can break a relationship. But the hammer doesn’t have to fall. The solution is Puritan Finance Corporation. • Receivables/Inventory Financing • Equipment Financing • Monitoring and Auditing of Loans •Real Estate Equity Financing We work side by side with you and your clients to provide them with the working capital they need. Allow Puritan to be a part of your solution. Bank participations welcome. Contact us at 312-372-8833. Puritan Finance Corporation 55 West Monroe Street Suite 3590 Chicago, Illinois 60603 www.puritanfinance.com Member: Commercial Finance Association TMA • Chicago/Midwest Chapter • October 2006 • Page 11 The Better Way to Raise Money Since 1958 Leadership Was the Topic at September Breakfast Forum By Chad Peterson, Kellogg School of Management The September Breakfast Forum on September 15 at the Mid-Day Club welcomed author and consultant Harry Nolan to Chicago. As the author of the book Airline Without A Pilot – Lessons in Leadership, Nolan provided the group with a candid discussion on leadership and the real life issues he has observed in a number of companies. He spent years researching Delta Airlines, and drew on several examples from his research to demonstrate the importance of strong leadership in the success or failure of a company. More than 150 attendees enjoyed the stories and anecdotes conveyed by Nolan from his years of experience as a consultant and advisor to several well known companies. The first 100 TMA members that registered for the event received a free copy of Nolan’s book which has remained in the top 1% of all books sold on www.amazon.com for nine consecutive months. Ed Marks, Mike Sarrito, Rhonda Cash Pat Roa-Perez, Bob Handler Harry Nolan CTP Body of Knowledge Review – Summer Series Reflections By Kevin A. Krakora, Mesirow Financial Consulting With turnaround professionals looking for ways to distinguish themselves from their peers, and potential clients looking for differentiation among professionals on a short list, the Certified Turnaround Professional (CTP) credential is becoming more and more critical. To help prepare candidates for CTP certification, the ACTP offers the Body of Knowledge (BOK) courses. The BOK courses are a series of review classes corresponding to the three sections of the CTP exam: Accounting & Finance, Law and Management. The courses are constructed to review the BOK material that will be covered in the CTP exams. While the BOK courses are ideal for turnaround professionals preparing to take the CTP exams, they are also beneficial for other professionals in the turnaround industry. For instance, bankruptcy attorneys may want to participate in the accounting and finance course to learn more about valuation methodologies and financial concepts regularly used in turnaround situations. Likewise, the workout officer or asset based lender can use the law course as a way to learn more about the legal issues faced in bankruptcies and out of court restructurings. The 6.5 credits toward continuing professional education are an added bonus for participating in a BOK class. Taught by a business school professor and a U.S. Bankruptcy Judge, the courses provide an overview of the key concepts and materials as well as an in-depth review of their practical applications in real world turnaround situations. The courses also encourage lively debate and discussion among participating practitioners who share experiences, techniques and war stories. Although committing to the BOK courses and the CTP exams for three Fridays and Saturdays during the summer can be difficult (and quite a sacrifice when the sun is out), the rewards of continuing education and, for some, attaining the CTP designation are well worth the time and effort and a satisfying recognition of the years of hard work in the turnaround and corporate renewal industry. This past summer, the three BOK courses were offered on three Fridays followed by the exams on Saturday. Prior to the classes, participants received binders of relevant texts and reading materials to help prepare for the exams. In addition, the binders contain sample questions designed to help in studying for the exams. Keep your eyes out for the next round of BOK courses to be offered next summer. Special thanks to Gardner, Carton & Douglas for hosting the BOK classes and to Skadden Arps for hosting the CTP exams. TMA • Chicago/Midwest Chapter • October 2006 • Page 12 !SSIGNMENTSFORTHE"ENEFIT OF#REDITORSANALTERNATIVETO#HAPTER 'ETITDONE2IGHT 0LEASE#ONTACT (OWARD+ORENTHALATORHKORENTHAL LAKEPOINTEPARTNERSCOM 2ANDALL0ATTERSONATORRWPATTERSON LAKEPOINTEPARTNERSCOM #HICAGO WWWLAKEPOINTEPARTNERSCOM 0ERFORMANCE%NHANCEMENT\6IABILITY!NALYSIS\&INANCIAL!DVISORY\4URNAROUND2ESTRUCTURING\)NTERIM-ANAGEMENT Turning Challenges into Today’s Opportunities and Tomorrow’s Successes Foresite Realty Partners’ expertise is assisting lenders, creditors, servicers, borrowers and owners create and maintain value through the workout, turnaround, receivership, management, leasing, disposition, redevelopment and recapitalization of commercial real estate assets. Our services include: • Properties in Transition Services • Asset Management • Advisory Services • Property Management • Commercial Brokerage • Redevelopment Agent • Receivership Services • CMBS Pool - Acquisition Due Diligence, Underwriting and Physical Inspections • Broker Opinions of Value (BOV’s) • Disposition Agent of REO/Mortgages • Refinancing Services For more information on our services, please contact: Donald Shapiro, President/CEO [email protected] 847.939.6020 Jamie Hadac, Vice President [email protected] 847.939.6023 6400 Shafer Court Suite 175 Rosemont, Illinois 60018 847.939.6010 Main 847.939.6029 Fax www.foresiterealty.com The More You Know... Did you know that if you pass the Certified Turnaround Professional (CTP) exam, you receive a free membership to the Turnaround Management Association (TMA)? As if the benefits of joining the high ranks of current CTP members were not enough, as a member of the TMA you have the opportunity to network with other industry professionals and participate in conferences and programs that further educate you on the current happenings in the turnaround community. For more information, please contact Nicole Gibby at (312) 578-6900. Another Benefit for CTPs Attention all new Certified Turnaround Professionals! Pass the CTP exam and get your certificate framed. That’s right, the Chicago/Midwest TMA Chapter wants you to proudly display your new accomplishment, and to accomplish that, you will need a nice, new frame for your office wall. If you’ve recently passed the CTP exam, please contact Chris Glatz at (815) 469-2935 or [email protected] for details. The Chicago/Midwest Chapter proudly recognizes thef ollowing organizations and their Certified Turnaround Professionals (CTPs) AEG Partners LLC Lawrence Adelman Cerberus Capital Management Matthew Niemann High Ridge Partners Frank Wojtowicz Alert Consultants, Inc. James Rubenstein Chatered Management Company William Avellone Huron Consulting Group Paul Rundell AlixPartners LLC Ronald Bienias John Dischner Michael Feder Alvarez & Marsal Inc. Brian Whittman Atlas Partners LLC Biff Ruttenberg BBK Ltd. Peter Pappas Robert Webb Buccino & Associates Inc. Harry Novak Burnham Venture Management Ran Anderson Condor Financial Group Inc. Gilman King Conway, MacKenzie & Dunleavy Frank Mack Joshua Siano Jeffrey Zappone Copperfield Chimney Supply Inc. Michael Barry Cosi Inc. William Forrest David C Finkbiner & Co SC David Finkbiner FTI Palladium Partners Michael Buenzow Capital Flow Corp. Russ Jensen Gandhi Consulting Kiran Gandhi Capstone Advisory Group Jeffrey Hyland Heartland Capital Timothy Czmiel Teamwork Technologies Inc. William Hass Kaufman Hall Anu Singh Morris-Anderson & Associates Daniel Dooley Robert Haldi Larry Hennessy Michael Jakolat Robert Morris William Van Der Weele Robert Wanat KDC & Associates Patric Donahue Promotory Point Partners Jeff Vogelsang Keystone Consulting Group Brian Stewart White Oak Group Murray Lessinger Dave Mack ReesePartners Sandy Reese Kutchins, Robbins Diamond Ltd. Allen Kutchins Shepherd Partners Inc. Tony Natale Lake Pointe Partners David Allen Randall Wright Patterson Mesirow Financial Consulting Thomas Allison Melissa Knoll Moglia Advisors Alan Samsky Morris-Anderson & Associates David Bagley Bernadette Barron TMA • Chicago/Midwest Chapter • October 2006 • Page 14 The Enterprise Group Inc. Dennis Kraska Vector Consulting LLC Michael Baratta Wynnchurch Capital Ltd Duncan Bourne Samuel Williams How to Obtain Bridge Financing for Your Turnaround Client Through a Distressed Loan Sale by Stephen G. Bernardo, Chief Operating Officer, Hilco Financial, LLC Editor’s Note: In conjunction with the 2005 TMA International Conference held in Chicago, the Chicago/Midwest Chapter produced a special insert in the October 17 Crain’s Chicago Business. As a result of an overwhelming response from our membership, an overflow of articiles was received. This newsletter features two articles intended for the insert. Borrower-initiated discounted loan sales are being used increasingly as a bridge-financing tool by companies in turnaround. In this form of financing, a distressed debt buyer acts as a third-party conduit to acquire the borrower’s loan from the bank’s workout department at less than par value. The debt buyer then steps into the shoes of the bank and, thereafter, enters into a restructure or forbearance agreement previously negotiated with the borrower. The borrower gets some measure of breathing room and flexibility, the bank exits the troubled loan and the debt buyer makes an investment consistent with its charter. The sale of distressed bank loans was borne out of the need by the Federal Deposit Insurance Corporation (FDIC) and Resolution Trust Corporation (RTC) to liquidate a massive quantity of failed bank and thrift assets in the late 1980s and early 1990s. As the secondary market of distressed debt buyers developed, the private sector followed suit as healthy banks began divesting their portfolios of troubled commercial loans. Today, many of the nation’s largest banking institutions regularly pool their sub-performing and non-performing loans and auction these assets to a fairly broad investor universe. The process is either managed in-house, through the bank’s loan sale group, or through distressed loan brokers. This is essentially the supply-side of the distressed bank loan market – transactions driven by a financial institution’s desire to dispose of distressed assets as a portfolio management tool. Individual companies using debt buyers as a bridge drive the demand-side of the market. This form of specialty financing is growing in popularity. In fact, the sale of a single loan relationship by a bank to a debt buyer – a “one-off” transaction –105084 is more7.5x5 likelyBW to be initiated by a proactive borrower or its restructuring professionals than it is the bank or note holder. 9/26/06 11:43 AM Page 1 Continued on page 16 105084 7.5x5 Wells Fargo Business Credit BW Harness Your Strengths At Wells Fargo Business Credit we focus on our clients' strengths in order to provide innovative, flexible financing solutions.We combine extensive experience,national resources and local presence to understand the history and needs of companies in transition. Call today to find out how a customized financing package can help you harness your strengths and execute your business plan. Asset Based Lending Michael O’Malley (312) 845-4457 Kimberly Jablonski (312) 845-9762 Factoring Gail Heldke (312) 845-4455 © 2006 Wells Fargo Business Credit. Equal Opportunity Lender. TMA • Chicago/Midwest Chapter • October 2006 • Page 15 TMA Chicago-Midwest - April 2006.ai 4/3/2006 6:25:01 PM Continued from page 15 DOING A DEAL IN CANADA? How demand evolves The scenario plays out over and over. A company’s performance deteriorates resulting in operating losses and increased leverage. The bank downgrades the credit and eventually transfers handling responsibility to its workout professionals – also known as the “special” or “managed” assets group. Invariably, the bank will demand better pricing for the increased risk as re-pricing opportunities arise. Even with enhanced pricing the bank is not happy. That is because “criticized” or “classified” loans represent a major drag on bank earnings. Beyond “specific” reserves that may be required for individual credits, banks are also required to set aside general reserves equal to a certain percentage of the aggregate dollar amount of each risk rating category. The percentages increase dramatically at the lower end of the rating scale, such as with the regulatory classification of “substandard”. Beyond the reserve impact of workout loans, banks carefully weigh other costs associated with holding adversely rated credits. These include staffing, legal and valuation expenses. Moreover, banks consider the potential negative impact that chasing bad loans can have upon a bank’s reputation in the local community. C M Y CM MY CY CMY K BLAKES RESTRUCTURING & INSOLVENCY GROUP Blakes has one of the highest regarded restructuring & insolvency practices in Canada. Blakes has been recognized as a leader in this area by a number of the most highly regarded international trade publications including PLC Which Lawyer? Yearbook 2006, Chambers Global: The World's Leading Lawyers for Business 2006 and Law Business Research’s The International Who's Who of Business Lawyers 2006. Blakes Restructuring & Insolvency Group has experience in every step of the cross-border restructuring process from lifeline financing, to distressed acquisitions, to the successful rescue of a viable business. We are the only Canadian law firm with an office in Chicago, where we practice exclusively Canadian law. In Canada, the U.S. and abroad, Blakes means business. To find out more about our restructuring & insolvency practice, contact Linc Rogers at 312.739.3613 or visit us at www.blakes.com. CANADIAN LAWYERS M O N T R É A L O T TAWA T O R O N T O C A L G A R Y VA N C O U V E R N E W Y O R K C H I C A G O L O N D O N B E I J I N G PRACTICE RESTRICTED TO CANADIAN LAW - BLAKE, CASSELS & GRAYDON (U.S.) LLP Banks dealing with loans in workout typically assign one of two exposure strategies: (1) “maintain” or (2) “exit”. A “maintain” strategy signifies the bank hasn’t given up on the relationship – leaving the possibility of a turnaround and eventual return of the loan to the appropriate unit. Alternatively, the more urgent “exit” strategy signals that the credit presents an undue risk to the bank, and the borrower is asked to refinance. Not coincidentally, the point in time at which the bank gives the nudge may be the least opportune time for the borrower to refinance with another lender. Enter the distressed debt buyer to provide an effective form of bridge financing. How the sale works Directly, or through its financial advisors, a company seeking replacement financing approaches a distressed debt buyer about the opportunity. The debt buyer will first need to determine whether the company’s bank would be open to the concept of accepting a discounted payoff of its debt. If the answer is a steadfast “no”, there is little reason for the debt buyer to proceed. However, given enough weaknesses in the credit, the answer to this question will usually be “yes”. The debt buyer will then sign a confidentiality agreement with the borrower and perform limited due diligence to mainly understand cash flow and collateral values. The primary objective is to reach an agreement on the terms of a debt restructure or forbearance – contingent upon the debt buyer acquiring the note from the bank. Once the debt buyer better understands the company and what type of restructure is feasible (or pre-agreed upon), a preliminary, non-binding offer (or “indicative bid”) is made to the bank. The bid amount is not disclosed to the company – and is maintained confidentially between the debt buyer and bank. TMA • Chicago/Midwest Chapter • October 2006 • Page 16 If the bank accepts the offer, the debt buyer will sign a confidentiality agreement with the bank and conduct its due diligence – primarily to establish a comfort level with the existing loan documentation. As noted above, an indicative bid is not truly binding on the debt buyer. Were the debt buyer to discover information in the bank’s files which materially differs from that reasonably relied upon by the debt buyer (e.g. the bank’s lien is a second, not a first), that could be sufficient reason to withdraw the bid. However, absent an egregious situation, most indicative bids are honored. Debt buyers are extremely protective of their reputations with banks. In a discounted loan sale, the cornerstone document is the loan sale agreement. Typically, the only warranties given by the bank involve the bank being the rightful owner of the note and the outstanding balance of such note. The bank will also be required to disclose any pending or threatened litigation with the borrower. The promissory note is endorsed to the debt buyer like any other negotiable instrument. Mortgages and other collateral documents are assigned to the debt buyer. Why the concept works for borrowers It is useful to understand that the core competence of a debt buyer is dealing with poorly- performing companies and undercollateralized loans. This is the fundamental premise upon which a debt buyer will acquire a troubled loan. The fact that a borrower’s current cash flow is insufficient to cover reasonable debt service, or LTV is over 100%, is not critical. These factors simply affect bid price. The loan may even be in payment default. Ideally, the debt buyer and borrower will execute a term sheet – subject to successful acquisition of the debt at a price acceptable to the debt buyer in its sole discretion. The economic terms of the deal the debt buyer reaches with the borrower naturally play a large role in what is offered to the bank for its debt. However, the debt buyer will also factor-in the possibility that the borrower could backtrack on the terms of a restructure, or otherwise default on the deal soon after the debt is acquired. Were this to happen, the debt buyer would be faced with a set of circumstances similar to that which the bank had faced. Herein lay the reasons why this concept works. First is the debt buyer’s lower cost basis than the bank. The difference between the amount the borrower will pay the debt buyer on a restructured note (the “legal debt”) and the amount paid by the debt buyer for the loan (the “basis”) is referred to as “built in” yield. Second is the debt buyer’s much greater flexibility regarding arrangements that can be made with the company. This could also include some level of debt forgiveness. Almost anything that makes economic sense is possible, which is not always the case in a regulated banking environment. When you find yourself in turbulent waters, consider a different course. Getzler Henrich’s Lean System streamlines your operation to navigate out of crisis. When costs are rising and margins are dwindling, the time has come to try a different approach. Getzler Henrich has 40 years of experience navigating companies through crises and turnaround situations. Over that time, we have honed the Getzler Henrich Lean SystemSM – an accelerated approach that cuts cycle times, improves cash flow and increases productivity – creating bottomline impact within weeks. So don’t rely on conventional techniques when the situation calls for drastic measures. Engage the company with a portfolio of successful turnarounds - Getzler Henrich. www.getzlerhenrich.com Why the concept works for banks The major advantages to the bank in selling a distressed relationship to a debt buyer are that it is fast, certain and final. Continued in page 21 TMA • Chicago/Midwest Chapter • October 2006 • Page 17 800.225.1025 Real Challenges. Real Solutions. Chicago Chapter Member News Bill Hass and Shep Pryor presented their recent book, “Building Value through Strategy, Risk Assessment, & Renewal” to the University of Chicago’s Graduate School of Business on Tuesday, September 12, 2006. Aaron L. Hammer, Esq. of Freeborn & Peters LLP was recently featured with other industry experts as a panelist in Financier Worldwide’s roundtable on trends in the U.S. bankruptcy market. Navin Nagrani, Hilco Real Estate, was recently appointed as Director of Strategy for the Young Real Estate Professionals group. Bob Heinz, Midwest region manager of Norfolk Business Capital Corp, is pleased to announce that Christopher Gribble has joined their new Indianapolis office as vice president of new business development. William S. Hackney, co-chair of the Chicago/Midwest TMA’s Future Leaders’ Committee and an attorney with Much Shelist Freed Denenberg Ament & Rubenstein, P.C., is running for the Illinois State Senate seat for the 6th Legislative District. The 6th Legislative District encompasses substantial portions of northern Chicago, including the neighborhoods of Lakeview, Lincoln Park, Wrigleyville, and Roscoe Village and parts of the Gold Coast, Old Town, Bucktown, Uptown and Lincoln Square. More information is available at www.hackneyforsenate.com. The general election is Tuesday, November 7, 2006. Barbara L. Yong, a partner at Golan & Christie LLP practicing bankruptcy and commercial litigation, was recently elected president-elect of the Illinois Federation of Business and Professional Women. Barbara will be installed as President of BPW/IL next April. Jerome Lipman of Frost Ruttenberg & Rothblatt P.C. was recently appointed to the 2007 National Association of Certified Valuation Analysts annual conference planning committee’s forensic accounting subcommittee. He has spoken twice this year on a divorce accounting update for two chapters of the Illinois CPA Society as well as being reappointed to the ISCPA consulting services executive committee. Colin Cross, Dan Dooly and Frank Mack were interviewed by DowJones Newswire for its August 29th edition, titled “Turnaround Firms Seek Hedge-Fund, Private-Equity Clients.” “Perfecting the Art of International Management and Investment” was the name of the article authored by Ireland Stewart in the July 2006 edition of “USA Today Magazine.” Praveen Gupta of Accelper Consulting is offering a new business innovation course at Illinois Institute of Technology in the Fall 2006 semester using his recently completed book, “Business Innovation in the 21st Century.” Kevin Cleary of Fort Dearborn Partners Inc. is happy to announce Kevin O’Brien has joined the firm as a senior manager. O’Brien has over 26 years of financial, accounting, operational, CFO and crisis management experience. Problems Solved Reliable Asset-Based Financing At First Business Capital Corp., we fuel expansion and turnaround opportunities with innovative, asset-based lending solutions. And because we do it with the same unmatched personal service, flexibility and integrity you’ve come to expect from the First Business family of companies, you know we can be trusted to keep our promises. That’s why small- to mid-market companies turn to First Business Capital Corp. to find the capital they need, borrowing $500,000 to $5,000,000 and more. We expertly help highly leveraged companies in transition make the most out of what they’ve got. Visit fbcapital.com, or call: Cleveland Detroit Madison Milwaukee Minneapolis Joe Cillian Dick Wood Pete Lowney Mike Colloton John Hoagberg 216-573-3792 248-236-0713 608-232-5987 262-792-7180 952-892-8422 Chuck Batson, President & CEO 608-232-5980 • Turnaround Financing • Acquisitions • Debt Restructuring • Debtor-in-Possession & Confirmation Financing • Rapid or Seasonal Growth 401 CHARMANY DRIVE MADISON , WI 53719 FBCAPITAL . COM TMA • Chicago/Midwest Chapter • October 2006 • Page 18 Harold D. Israel, counsel in the Business Reorganization and Creditors’ Rights Department of Kaye Scholer, coauthored an article in the September 2006 edition of the Journal of Corporate Renewal titled “Too Close for Comfort? Trying to Save Family Business Can Be Risky Business.” This article analyzes the equitable subordination and debt recharacterization risks for family members selling, or investing in, a troubled family business. On October 16th, Dan Wikel, managing director at Huron Consulting Group, spoke at the Association of Financial Professionals Annual Conference in Las Vegas, NV. Dan participated on the panel “Understanding Your Credit Agreements and How to Live with Them - Compliance Matters & Recent Trends,” along with Linda Myers of Kirkland & Ellis and the treasurer of United Airlines. Ross Ettin, vice president of Great American Group, Healthcare Services, was featured on the cover of the September 2006 issue of the Medical Dealer. The feature included a discussion with Ettin and Harvey M. Yellen, Great American Group CEO, regarding the challenges healthcare organizations face today and what can be expected for the future. Morris-Anderson & Associates Principal and TMA Chicago/ Midwest 2005 President Dan Dooley spoke on September 14 at the Jacksonville, FL, TMA luncheon on the topic of selling distressed businesses. Jamie L. Hadac, who joined Foresite Realty Partners LLC (“Foresite”) in early 2006, has been promoted to vice president. Prior to joining Foresite, Jamie was employed for eight years as an asset manager with Prudential Real Estate Investors. Jamie is also a new member of the TMA Chicago/Midwest Chapter. Foresite is a leading third-party provider of asset management services including “properties in transition,” receivership and advisory services. Jack B. Fishman, Esq. recently spoke at the Florida Bar Business Section retreat on “Wind Downs, Preferences and Other Matters Affected by BAPCPA.” Jack is the executive managing director of Bankruptcy Advisory Services (f/k/a Novare, Inc.), an EPIQ Systems company. Bob Jordan of InterimCEO announces that their portfolio company, Innerworkings Inc., went public in August (Nasdaq: INWK) and was profiled in the Wall Street Journal the day after the opening, highlighting a 16% rise in the stock price from the offering. Innerworkings saves corporations money on their printing costs. Lake Pointe Partners LLC Managing Partner Randall Patterson was quoted in the September 7 issue of The Secured Debt Report. Speaking on the topic of the American Remanufacturers’ Association and the second lien spread, Patterson said that the case had caused spreads to widen recently. He commented on the widening yields on second liens, saying that any economic downturn could cause liquidity to dry up, taking investor compensation with it. “It’s the fool theory. Everyone thinks someone will always be there to take them out of their position. At some point in time, there will be no one to take them out.” DLA Piper is proud to sponsor the Turnaround Management Association’s Chicago/Midwest Chapter DLA Piper’s national bankruptcy and restructuring team has in-depth experience in all aspects of bankruptcy and restructuring proceedings. We represent lenders, debtors, creditors’ committees, and other major constituents in many of the largest bankruptcy cases pending in the country. For more information: Mark A. Berkoff 312.368.7090 [email protected] DLA Piper US LLP John T. Cusack 312.368.4049 [email protected] 203 N. LaSalle Street, Suite 1900 Chicago, Illinois 60601-1263 www.dlapiper.com www.dlapiper.com TMA • Chicago/Midwest Chapter • October 2006 • Page 19 What’s the Deal? Doing Business in Chicagoland and the Midwest rejects, increasing sales and reducing overhead. The company has exceeded its forecast submitted to the bank for each of the first seven months. David C. Finkbiner & Company S.C. recently completed the turnaround of a privately held Wisconsin machining company experiencing losses of 15% on sales with a negative net worth equal to 46% of assets. The company and all jobs were saved, ownership remained intact, and 91% of the unsecured debt were paid in full. During the past year, the company achieved an 11.1% operating profit. Don Shapiro, president/CEO of Foresite Realty Partners LLC, has recently been elected to be the court appointed receiver for St. Clair Arms Apartments, a 108-unit apartment building containing 15,000 square feet of ground floor retail in Dayton, OH. Foresite is a leading third-party provider of asset management services including “properties in transition,” receivership and advisory services. Kevin W. Cleary, managing director of Fort Dearborn Advisors LLC, is please to announce the sale of National Fruit Product Company Inc. (NFPC) to NFP Holdings LLC. NFPC is a nearly 100 year old regional processor of branded apple sauce, apple juice, apple vinegar and other fruit products with approximately $100 million in revenue. Most products are sold under the flagship White House brand which enjoys wide recognition in its geographic market and leading market share in key product categories. The company sells product primarily to leading retailers such as Food Lion, Winn Dixie, Publix and Wal-Mart with stores located in the southeastern U.S. Suzanne Koenig of SAK Management Services LLC leased two continuing care retirement centers in conjunction with Wakefield Capital LLC, out of Chevy Chase MD. Each facility offers several levels of care for seniors so they can age in a place where their medical needs continue to change as they continue to age. Walnut Grove Village LLC is in Morris, IL, and has 97 skilled beds, 24 shelter beds or assisted living, and 30 Independent Cottages. Coventry Living Center LLC has 122 skilled beds, eight shelter or assisted living beds and 68 Cottages for seniors to live independently. Both of these facilities can be added to SAK Management’s portfolio of facilities that will be restructured to operate more efficiently and effectively. A. Epstein and Sons International Inc. (“Epstein”) will renovate and expand a manufacturing and distribution facility for ACCO Brands Corp. in Booneville, MS. The $55 million design-build project includes major renovations to improve productivity and three new buildings totaling 570,000 square feet. Epstein earlier provided facility assessment and masterplanning services to ACCO. Focus Management Group, under the guidance of managing directors Ken Naglewski and Jim Hopwood, acted as financial and restructuring advisor to Sylvest Farms Inc. in its bankruptcy filing and subsequent sale of its assets to Koch Foods Inc. under section 363 of the bankruptcy code. DIP financing was arranged with Wachovia Bank. A team of Focus Management Group professionals, led by managing director Samuel Williams, recently facilitated a chapter 11 reorganization of Plymouth Rubber Company and its subsidiary, Brite-Line Technologies. The debtors emerged from bankruptcy on August 31, with exit financing provided by Chrysalis Capital Partners and Wells Fargo Business Credit. Bibby Financial Services has expanded its U.S. business with the establishment of a dedicated division focused solely on the funding of trucking receivables, Bibby Transportation Finance, based in Nashville, TN. Uniquely, this new business complements its sister division, Bibby Distribution Services, which is the largest family-owned logistics company in the UK. Great American Group is conducting store-closing sales for 11 Copeland Sports locations in California, Utah, Nevada and Oregon. Copeland is a sporting goods retailer with a unique seven shops-in-one format, including golf, women’s, outdoor, fitness, cycle, athletics and a board shop. TMA Members: Submit your “What’s the Deal?” information to Chris Glatz at [email protected]. Only one transaction per company, per issue, please. Mesirow Financial Consulting (“MFC”) was retained by Carter Grandle, a high-end patio furniture manufacturer, to assist in its financial and operational restructuring which ultimately led to a successful debt refinancing of $18.7 million. Through its refinancing efforts, MFC facilitated a new debt structure which provided the company an additional $4 million in liquidity at closing. This refinancing was successfully completed out of court. For Sale Electronic Assembly Manufacturer Keystone Consulting Group LLC recently led the turnaround of an Ontario-based automotive supplier with major initiatives including increasing productivity, reducing $4.5MM Sales Strong EBITDA Call 847-501-5000 Alert Consultants TMA • Chicago/Midwest Chapter • October 2006 • Page 20 Continued from page 17 To a workout officer, it’s not uncommon to hear a borrower say “if I could raise X amount through a refinancing, would the bank accept a discounted payoff?” The problem with this picture is that the borrower’s offer is so conditional such that it doesn’t justify a truly thoughtful response. Consider the analogy of someone that walks on a car lot and says to the salesperson “I’m not ready to buy a car today, but if I were, what’s your best price?” Few workout officers care to squander precious time and effort – and risk their credibility with senior management – to seek approval for a “maybe” scenario. This is particularly true when the request involves debt forgiveness. In contrast, the alternative scenario involves the bank being contacted by a reputable debt buyer that has performed enough due diligence with the company to tender the bank an indicative bid. In a loan sale, a third party with whom the bank is dealing with directly is funding the bank’s exit. This affords the bank a measure of control– which is not the case in a scenario where the debtor attempts to refinance with an entirely new loan transaction. The discounted loan sale approach also eliminates the significant time and cost associated with documenting a new loan documentation. Rather, the debt buyer simply leverages the existing loan documentation, so long as it is not materially deficient. After the note is acquired, amendments to the existing documentation will likely be needed, but this is a world away from having to re-document the entire loan transaction. For a company already cash strapped, avoiding the costs associated with a new loan transaction is important to preserving value. Since a debt buyer will likely only want to be an 18 to 36 month bridge, the company will eventually need to find a home with a permanent lender, but these costs are deferred at a critical time for the company. Banks – and particularly those operating in smaller communities – don’t like to set precedent when it comes to discounting debt in bilateral transactions with their borrowers. However, banks typically will be more agreeable to selling the discounted note to a third party. The money is all the same color, but there’s a certain psychology that works against discounting the note directly with the borrower. To this point, a common provision in the loan sale agreement between a bank and debt buyer will prohibit both parties from disclosing the price at which the note was sold, thereby protecting the mutual interests of the bank and debt buyer. Discounted Loan Sales…a Win! Win! Win! The discounted loan sale concept creates value for all parties. It provides the borrower much-needed time and flexibility until a permanent financing source can be procured. The bank exits a troubled loan quickly and quietly. Moreover, since the borrower brought the debt buyer into the transaction, there’s no element of surprise when the loan is sold. The discounted loan sale provides the debt buyer with the opportunity for an attractive return on its investment. For all the foregoing reasons, borrower-initiated discounted loan sales are growing in popularity. They can be an important and useful tool for turnaround professionals where a client needs bridge financing and it must be obtained quickly. About the Author Stephen G. Bernardo is Chief Operating Officer of Hilco Financial, LLC. Based in Canton, MA, Hilco Financial purchases distressed bank debt from $1 to $10 million. Mr. Bernardo is a seasoned financial services professional with more than 19 years of experience in loan workout, asset-based lending and distressed loan acquisition and management. !33%4"!3%$2%/2'!.):!4)/.3,)15)$!4)/.3 #!3(&,/72%3425#452).'3 ).4%2.!4)/.!,7/2+/543 $%"4/22%02%3%.4!4)/.3 %15)49!.$#2%$)4/23#/--)44%%3 ()'(9)%,$).6%34-%.4!.!,93)3 $%"442!$).' "!.+2504#9,)4)'!4)/. &/2!$$)4)/.!,).&/2-!4)/.#/.4!#4 !,!.03/,/70RINCIPAL ALANSOLOW GOLDBERGKOHNCOM 2/.!,$"!2,)!.40RINCIPAL RONALDBARLIANT GOLDBERGKOHNCOM !.$2%72#!2$/.)#+0RINCIPAL ANDREWCARDONICK GOLDBERGKOHNCOM 2!.$!,,,+,%).0RINCIPAL RANDALLKLEIN GOLDBERGKOHNCOM '%2!,$&-5.)4:0RINCIPAL GERALDMUNITZ GOLDBERGKOHNCOM TMA • Chicago/Midwest Chapter • October 2006 • Page 21 New Members Are the Strengeth of our Organization We would like to welcome the following new members to the TMA. We are just moments away from our 1,000th member - to join, please see the membership application on page 27. Brett Anderson, Huron Consulting Group Margaret Anderson, Lord Bissell & Brook LLP Paul Andrews, Scouler Andrews LLC Sean Bisceglia Kevin Block, Williams & Williams Robert Brogan, Alvarez & Marsal Business Consulting LLC Jarrod Butcher, Yantek Consulting Group Inc. Rhonda Cash, RGL Forensic Accountants & Consultants Edward Cervac, Hilco Appraisal Services LLC Maggie Coleman, The Staubach Company Aaron Deer, Fort Dearborn Partners Inc. Eric Dunn, PSC Group Arnold Getz, Berget Trading Inc. Paula Giovacchini, Akina Corporation Christopher Gribble, North Fork Business Credit James Hanlon, Howrey LLP Robert Hinson, Platinum Funding Group Jason Hoefler, Bank of America Business Capital John Hopkins, adapt2grow William Hubbard II, Hubbard Business Counsel Scott Kohler, Silverman Consulting Timothy Masek, TMB Industries LLC Keith Mason, Crestmark Bank James McCambridge, The Dear LLC Matthew McClintock, Freeborn & Peters LLP John McKinney, University of Chicago Jeff Mengel, Plante & Moran Jake Miller, Oak Point Partners Brenda Miller, AlixPartners Kathleen Montague, Mesirow Financial Consulting LLC Tiffany Natale, Keystone Consulting Group Craig Newman, Medical Capital Group Sven Nylen, Freeborn & Peters LLP John O’Brien, Airoom Holdings Corp. Michael Oleshansky, Industrial Opportunity Partners Jeffrey Ottens, Huron Consulting Group Jason Paru, Mesirow Financial Consulting LLC Chris Pirrera, FTI Consulting Inc. Jeffrey Potter, Mesirow Financial Consulting LLC Scott Radwan, UniSource Services Inc. Terrance Radwan, UniSource Services Inc. Gaspare Ruggierello, DeRico and Associates PC Daniel Sennett, Strategic Solutions Inc. Susan Silver, Millennim Properties R/E Inc. Susan Smith, Performance Consulting Group Bob Stegmann, Tatum LLC Lowell Wallace, Marketing Valuation Partners LLC Thomas Weidenmiller, Weidenmiller Company TMA • Chicago/Midwest Chapter • October 2006 • Page 22 Cooperative Efforts Lead to Successful Outcomes by Brent Kugman, Kugman Associates, Inc. The common goal for the client and business advisor relationship is a successful outcome to very often complicated business dilemmas. There are several parties, other than the client (company), who also want success, and those are the lenders, investors, suppliers, employees, and the list goes on. A key component to success is cooperation among all the parties involved, particularly since these parties may have diverging interests. Without true cooperation that balances the parties’ interests, the process to success can fragment and a less than desirable outcome can occur. The past 23 years of providing professional services to clients have given us insight into what is involved in the cooperative efforts that have led to successful business outcomes. The following will describe these aspects, yet it is by no means complete. Given a specific situation the list can run deep but the following will certainly provoke thought and get you headed in the right direction. Call us when you or your clients need a lawyer in Indiana. Product Rationalization and Capital Representing numerous clients in various industries over the years, we have found that clients essentially have a good grasp of many aspects of their business, except for one, capitalization. The proper level of capital (for these purposes we will define capital as equity, sub-debt and senior debt) is essential for achieving desired operating results and goals. Often we review what appears to be a reasonable operating plan without proper consideration given to the actual levels of capital required to achieve the client’s operating goals. For instance, adding new products or product lines to existing product families can be challenging. If you are manufacturing, then you must consider as part of the equation, R&D, aspects related to testing, performance and quality control of the new product, including market acceptance. Timing of these activities alone can create a liquidity drain on existing resources. The actual time frames calculated in the appropriately constructed financial model gives management a more precise understanding of capital required in a given situation. However, the operating assumptions driving the financial results must be realistic to be useful. The first product concept meeting to placing the product on the distributor’s shelf and the subsequent collection of accounts receivable is required in this instance to provide management with a realistic idea of timing and the magnitude of the task at hand. In this example, it is assumed that strategic benefit will be achieved from new product roll out. Consideration must be given to the opportunity cost of management’s time and ability to successfully “role out” new product versus maintaining existing product and inventory levels thereby penetrating the market with already proven product lines. The idea of adhering to the core competencies and measuring the result of putting the same incremental efforts into other more familiar areas should be reviewed in any new product role out. Another difficult decision regarding product rationalization has to do with sticking to the core competencies that made the company great in the first place. Capital drains occur when customer relationships are no longer economical to maintain and when factors such as foreign competition, introduction of Sommer Barnard is a full service business law firm of 100 attorneys, including 12 in our Business Workouts and Bankruptcy Practice Group. World Headquarters: Indianapolis, Indiana Jerald I. Ancel Ɣ Michael P. O’Neil One Indiana Square, Suite 3500, Indianapolis, IN 46204 Telephone: (317) 713-3500 Facsimile: (317) 713-3699 Toll-free: 800-487-4001 www.sommerbarnard.com Continued on page 25 TMA • Chicago/Midwest Chapter • October 2006 • Page 23 Distressed ad bw 5_06 5/22/06 9:45 PM Page 1 Distressed Advisory Services The professionals at Stout Risius Ross have significant experience advising clients in distressed situations. SRR’s expertise spans a broad spectrum of engagements including: • • • • • • • §363 Sales Financings (Debt, Equity, DIP) Out-of-Court Restructurings Debtor Representation Creditor Representation Other Special Interest Representation Crisis Management • • • • • • • Supply Chain Risk ManagementSM Financial Due Diligence Operational Due Diligence Litigation Advisory Expert Testimony Fairness Opinions Business and Asset Valuations Please contact: Timothy F. Cummins at 312.752.3305 or [email protected] Richard J. Flynn at 312.752.3324 or [email protected] Robert A. Lack at 312.752.3351 or [email protected] www.srr.com Investment banking services provided through Stout Risius Ross Advisors, LLC, member NASD. All other services provided through Stout Risius Ross, Inc. TMA • Chicago/Midwest Chapter • October 2006 • Page 24 Turnaround Management Association Chicago/Midwest 2006 Board of Directors and Steering Committees Continued from page 23 new alloys and materials into a particular industry, technological obsolescence come into play. These factors can create havoc at any given time. Make versus buy decisions can reshape an entire organization and management must be proactive in understanding these changes in their industry and react to them accordingly. Liquidity and profitability are key indicators for success. True economic growth should never be confused with expansion nor is achieving the next mental benchmark – be it $100 million in annual revenues, $500 million or a billion – the proper direction for a stable financial future. Instead, smaller scale with real growth and Net Income is generally the goal. Maintaining a strategic plan/ initiative is important however; it must be supported by a solid operating plan with proper capitalization being one of the key goals and measures. Focusing on the appropriate key business indicators that drive a business must also be considered and measured regularly for success. Management and Execution Strategy About one month ago, a friend of mine who is a practicing transaction attorney representing investment firms, financial institutions and other companies was in a meeting with me and a mutual client for the majority of the day. At the end of the meeting, he commented to me on how many times the term “Execution Strategy” was used and he asked me why. Directly, I expressed my concern for the client and the fact that their management and execution plan was flawed. I then attempted to make certain the client understood that the plan would only work if the moon, stars and sun were in perfect alignment. In other words, the likelihood of each component of their plan falling into place was slim. One problem included internal company concerns pertaining to management in four locations accomplishing tasks required of them with little supervision. Other problems involved whether the supply chain would be able to feed this process in a JIT (Just in Time), or in this case, just in the nick of time basis. There were many other concerns, the totality of which comprised of two major concerns – management strategy and execution risk. Management did not clearly understand the constraints being placed on them to meet the timing of these tasks, nor did they identify a strategic solution to the fact that much Officers Committee Chairs President-Elect Lisa N. Johnson Wells Fargo Business Credit Inc. 708-386-0899 [email protected] Mitchell B. Rasky LaSalle Business Credit 312-904-8858 [email protected] President William J. Hass Teamwork Technologies Inc. 847-564-5575 [email protected] Vice President-Programs Norman B. Newman Much Shelist 312-521-2492 [email protected] Vice President-Communications Joseph J. Fobbe PNC Business Credit 312-338-5688 [email protected] Vice President-Community Service Thomas E. Pabst Great American Group 847-444-1400 [email protected] Secretary Gail D. Heldke Wells Fargo Business Credit Inc. 312-846-4455 [email protected] Treasurer Carl Lane Deloitte Financial Advisory Services LLP 312-486-3069 [email protected] Administrator Christine M. Glatz Glatz Management Services Inc. 815-469-2935 [email protected] Awards David E. Mack White Oak Group 847-441-1867 [email protected] Ken Yager Morris-Anderson & Associates Ltd. 312-254-0897 [email protected] Breakfast Programs Thomas E. Pabst Great American Group 847-444-1400 [email protected] Chad Peterson Kellogg School of Management 312-795-0453 [email protected] Harold D. Israel Kaye Scholer LLC 312-583-2333 [email protected] Communications Cheri Anderson Lake Pointe Partners 312-857-0000 [email protected] Mark Leipold Gould & Ratner 312-899-1651 [email protected] Joseph J. Fobbe PNC Business Credit 312-338-5688 [email protected] Ex-Officio Past President Daniel F. Dooley Morris-Anderson & Associates Ltd. 847-768-4408 [email protected] Community Service Jim Vargo HDUSA 708-649-7505 [email protected] Directors Jonathan Bloom Hilco Receivables 847-418-2716 [email protected] Robert A. Morris Morris-Anderson & Associates Ltd. 312-437-4747 [email protected] Sid Lambersky Morris-Anderson & Associates Ltd. 312-437-4747 [email protected] Al DeGuzman PNC Business Credit 312-338-5640 [email protected] Thomas E. Jones Concord Financial Advisors 312-663-6684 x 224 [email protected] CTP Relations Randall Wright Patterson Lake Pointe Partners 312-857-0001 [email protected] Chad Peterson Kellogg School of Management 312-795-0453 [email protected] Bernadette M. Barron Morris-Anderson & Associates Ltd. 312-855-0040 [email protected] Kimberly A. Metzner The Collateral Resource Group LLC 847-681-8850 [email protected] Duncan S. Bourne Wynnchurch Capital 847-604-6104 [email protected] Mark K. Gertzof Merrill Lynch Capital 312-499-3338 [email protected] Continuining Education Anu R. Singh Kaufman Hall 847-441-8780 [email protected] Harold D. Israel Kaye Scholer LLC 312-583-2333 [email protected] Kelly T. Frank Auction Servcies Group 312-223-8324 [email protected] Kevin A. Krakora Mesirow Financial Consulting LLC 312-595-8511 [email protected] Frank Mack Conway, MacKenzie & Dunleavy 312-220-0100 [email protected] Ray Anderson Burnham Venture Management 630-835-4298 [email protected] Entertainment Suzanne Koenig SAK Management Servcies LLC 773-202-0000 [email protected] Continued on page 26 TMA • Chicago/Midwest Chapter • October 2006 • Page 25 Jeffrey S. Hyland Capstone Advisory Group 312-674-9674 [email protected] Jason Leuvoy Presidential Financial Corporation of the Midwest 312-222-9655 [email protected] Financial Mark K. Gertzof Merrill Lynch Capital 312-499-3338 [email protected] Parliamentarian Chrisopher J. Horvay Gould & Ratner 312-899-1624 [email protected] Pro Bono David D. Onion Chicago Capital Holdings LLC 630-455-1002 [email protected] James M. Rubenstein Alert Consultants Inc. 847-501-5000 [email protected] Raymond M. Neihengen White Oak Group 847-441-2973 [email protected] Harry R. Novak Buccino & Associates Inc. 312-629-1200 [email protected] Carl Lane Deloitte Financial Advisory Services LLP 312-486-3069 [email protected] Public Relations Drew Cardonick Goldberg Kohn 312-201-3921 [email protected] Future Leaders Barry W. Dubin Kellogg School of Management 312-420-1505 [email protected] Michael Ban Capital TempFunds 773-388-8382 [email protected] Jason Edelson Transcap Trade Finance LLC 847-753-9600 [email protected] Sid Lambersky Morris-Anderson & Associates Ltd. 312-254-0880 [email protected] Bill Hackney Much Shelist 312-521-2000 [email protected] Special Programs Robert A. Morris Morris-Anderson & Associates Ltd. 847-945-0767 [email protected] Inter-Chapter Paul E. Krantz GMAC Commercial Finance 312-775-7062 [email protected] Norman B. Newman Much Shelist 312-521-2492 [email protected] Howard J. Mullin Morris-Anderson & Associates Ltd. 847-475-0673 [email protected] Frank Melazzo Getzler Henrich & Associates 312-474-6177 [email protected] William Reimnitz Riviera Finance 630-627-8750 [email protected] Sponsorship Thomas F. Thompson PNC Business Credit 321-338-5650 [email protected] Membership David Bogetz Burnham Capital Partners LLC 312-261-6936 [email protected] Thomas E. Jones Concord Financial Advisors 312-663-6684 x 224 [email protected] Kevin A. Krakora Mesirow Financial Consulting LLC 312-595-8511 [email protected] Teresa B. Gerlach North Fork Business Capital Corp. 630-684-7202 [email protected] Bob Handler Commercial Recovery Associates LLC 312-428-4858 [email protected] Web Site Kelly T. Frank Auction Services Group 312-223-8324 [email protected] Thomas E. Jones Concord Financial Advisors 312-663-6684 x 224 [email protected] Michael L. Kayman 630-531-6050 [email protected] Milwaukee Programs Philip L. Ostroski Associated Commercial Finance 414-283-2367 [email protected] Women’s Group Patricia M. Wu Great American Group 847-444-1400 [email protected] Michael R. Colloton First Business Capital Corp. 262-792-7180 [email protected] Kimberly A. Metzner The Collateral Resource Group LLC 847-681-8850 [email protected] Daniel G. Quirk AccuVal Associates Inc. 847-876-1454 [email protected] Gail D. Heldke Wells Fargo Busienss Credit Inc. 312-845-4455 [email protected] Bob Ollhoff M&I Bank 262-767-5680 [email protected] Continued from page 25 larger and sophisticated competitors, with more time available to execute on similar plans, were already in the marketplace. These companies had more resources and perhaps more sophisticated controls in place, including better accountability for their people and processes. Plus, these competitors have the wisdom that comes with experience to understand the complexities contained in the processes and to execute a strategy that clearly works. Thank goodness for sophisticated modeling techniques and communication skills, for we were then able to model the results with substantive operating assumptions to support the weaker financial assumptions. By the way, these financial assumptions did appear sound, until, items such as purchasing, logistics, expediting were considered. Taking into account items such as meeting the deadlines required products dense in weight to be air freighted in from Hong Kong to the United States. Once in the States, the product needed to reach the various plant locations, and these were significant issues for my client. The client looked at my team and me and acknowledged that we made the right decision. They now had adequate information available to them to decide what activities were involved with the process, and the true cost of those activities. One other factor also considered was maintaining proper service levels to the already existing customer base, and the consequence this new business may have on the existing customers, which were hard to obtain in the first place. The additional strain placed on the long-term relationship and the potential affect on the associated service levels for those existing customer relationships could damage the overall stability of the company. The client had concerns regarding the level of accountability involved with this project and realized further enhancements and reporting would be required to contemplate a future project of this scale. The management team thought the opportunity placed before them would indeed enrich the shareholders and employees; but upon further analysis and reflection decided the lack of infrastructure in certain departments and time constraints placed on them made this opportunity a threat to the company’s financial and operating stability, instead of the fantastic opportunity it was once thought to be. Achieving Cooperation and the Successful Outcome We have maintained a fairly high level of information during this narrative, however it is intended to provoke deeper thought regarding what is required for cooperation and in turn a successful outcome. The elusive high level of success is what every business owner, investor, lender, vendor and any other party associated with the situation desires. A summary of some of the important ingredients mentioned in this article, and there are more subject to the circumstances, are as follows: • • • • • GOULD & RATNER IS PROUD TO BE A GOLD PROGRAM SPONSOR OF THE TURNAROUND MANAGEMENT ASSOCIATION CHICAGO/MIDWEST CHAPTER A t t o r n e ys c o u n s e l i n g d e b t o rs a n d c r e d it o rs in b a n k r u p t c y , w o r k o u ts , r e s t r u c t u r i n g s , a n d o ve r a l l f i n a n c ia l s t r a t e g ie s . CHRISTOPHER J. HORVAY 312.899.1624 [email protected] MARK E. LEIPOLD 312.899.1651 [email protected] 2 2 2 N ORTH L AS ALLE S TREET • S UITE 8 0 0 C HICAGO, I LLINOIS 60 60 1 www.gouldratner.com Product rationalization for existing and new products Capital plan demonstrating capital requirements, operating assumptions for ongoing operations as well as contemplated projects Strong management capable of understanding internal and external market factors Execution strategy with a reasonable execution risk level associated with the strategy Good communication with all parties in interest internal and external to the company Brent Kugman is President and CEO of Kugman Associates, Inc. a professional service firm specializing in corporate advisory services and capital markets advisory services. The firm serves clients in North America, Canada, Mexico and Europe. Brent can be contacted at [email protected] or visit www.kugman.com. TMA • Chicago/Midwest Chapter • October 2006 • Page 26 TMA Membership Application Name: Independent results Title: Firm: Address: City: State: ZIP: Phone: Fax: Our only interest is your best interest. Lincoln International’s independence ensures that clients receive the very best advice while avoiding any conflict of interest. So even if negotiations take twists and turns, you can be certain our advice will always be on the straight and narrow. Email: Web site: Referred by: Membership Category (please circle): Annual Member $275 Academic/Gov $115 Student $ 65 We help our clients: • Execute a quick and effective sale • Obtain new debt or equity capital • Design and negotiate a restructuring plan • Determine a company’s cash flow requirements Mid-year Year-end (7/1-8/31)* (9/1-11/30)** $150 $375 $115 $150 $ 65 $ 85 *New members only; does not include Directory listing **Year-end dues expire on 12/31/07 Memberships are on an individual basis only and are nontransferable. Membership includes a listing in the 2006-07 Directory of Members and Services. Our expertise in turnaround situations includes: • Chapter 11 advisory • Distressed mergers and acquisitions • Capital structure analysis and capital raising • Restructuring of existing debt and equity • Fairness opinions • Litigation support • Expert witness testimony Method of Payment (please circle): Visa American Express For results and guidance you can rely on, contact Patrick Goy, Managing Director, or Robert Horak, Senior Vice President, at 312-580-8339,or visit www.lincolninternational.com MasterCard Check Acct #: Exp. Date: Signature: Preferred Chapter: Chicago/Midwest Turnaround Management Association 100 South Wacker Drive, Suite 850 Chicago IL 60606 Results you can rely on T H E O n Ly T R u Ly I n T E R n a T I O n a L , I n T E G R a T E D , InDEPEnDEnT MID-MaRkET M&a aDVISOR CHICAGO FRANKFURT 26063_TMA_Buyouts_HALFPG.indd 1 LOS ANGELES NEW YORK Phone: 312-578-6900 Fax: 312-578-8336 Email: [email protected] www.turnaround.org PARIS TMA • Chicago/Midwest Chapter • October 2006 • Page 27 9/13/06 2:45:46 PM The Chicago/Midwest Chapter of the TMA thanks the following 2006 Platinum and Gold Sponsors: Platinum Sponsors Gold Sponsors AccuVal Associates Inc. Atlas Partners LLC Back Bay Capital Funding LLC BBK Bridge Associates LLC Buccino & Associates Inc. Chase Business Credit Chicago Capital Holdings LLC Deloitte Financial Advisory Services LLP Fort Dearborn Partners Inc. Gardner Carton & Douglas LLP Getzl Henrich & Associates LLC Goldberg, Kohn, Bell, Black, Rosenbloom & Moritz Ltd. Gould & Ratner Impact Group Inc. Lincoln Partners LLC Mesirow Financial Consulting LLC Schwartz Cooper Greenberger & Krauss Chtd. Stout Risius Ross Inc. Textron Financial White Oak Group Presorted First Class U.S. Postage PAID Permit 102 Northfield IL Welcome Association of Insolvency and Restructuring Advisors Chicago Chapter members. You have been included in this complimentary issue of The Newsletter of Corporate Renewal because of our shared interests. We hope you enjoy it. Please note our event schedule on page two and join us at any of our upcoming meetings. We look forward to seeing you.
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