After a very productive nearly seven-year run during which revenue and EBITDA more than tripled, the QualSpec Group ("QualSpec") has been sold by Clearview Capital Fund II, LP ("Fund II") to Team, Inc. (NYSE: TISI) for $255 million cash plus the potential for an additional payment of up to $10 million based on the achievement of certain financial targets for the 2015 calendar year.
What caught my eye was the fact that during the seven-year time frame that Clearview participated in the ownership of the company, revenue AND earnings both tripled. This tells us two things: Clearview and company management were very effective in growing the business and, most likely, a number of “add-ons” were acquired throughout the years to expand this holding.
I did a little research and found out that both assumptions were true. In October of 2008 Clearview made an initial investment in a company called All Tech Inspection, Inc., which provided inspection services through trained and certified personnel. This company provided the “platform” that Clearview would grow into The QualSpec Group. According to the information released at the time found on Cap IQ:
Clearview Capital, LLC, through its fund Clearview Capital Fund II, LP, along with the management of All Tech acquired All Tech Inspection on October 29, 2008. The current management of All Tech would maintain a substantial equity stake in All Tech and would also retain day-to-day management control and have operational autonomy.
This is what is typically termed a “partial sale” or recap. Under this deal structure, ownership is retained post sale and is provided capital, marketing, and sales knowhow; managerial guidance; and in some cases personnel to help the business reach new heights. All Tech became the platform company that additional acquisitions would be bolted on to. In fact, during the subsequent seven years two additional acquisitions were made which lead to the forming of The QualSpec Group. According to Cap IQ:
October 2009 - Clearview Capital Fund II, L.P., managed by Clearview Capital, LLC, along with the management acquired Iesco, Inc., in a management buyout and recapitalization transaction on October 8, 2009. The financial terms of the transaction were not disclosed. Brian Shannon will continue as President and Chief Executive Officer of IESCO as will all current management and employees.
April 2011 - IESCO, Inc., in conjunction with management of TC Inspection, Inc., and Hawk Rope Access Services, Inc., acquired TC Inspection, Inc., and Hawk Rope Access Services, Inc., on April 1, 2011.
IESCO of Torrance, CA, is the largest independent provider of inspection and non-destructive testing services to the energy sector in California. TC Hawk represents one of the largest independent providers of inspection and non-destructive testing services to the energy sector in Northern California. You can see that these additional acquisitions funded by Clearview were extremely synergistic with the platform company and were merged together to create a leading player in the inspection/testing industry.
According to Paul Caliento, partner of Clearview Capital:
"QualSpec's management, led by CEO Declan Rushe and CFO Clarke Coccari, did a tremendous job building the company over the past several years. The sale of the company to Team is really the best of all worlds since it represents another successful exit for us while joining the company and its talented management team with the perfect strategic partner."
The reason I am highlighting this transaction is that it is a classic example of how equity firms that focus on the lower middle-market tend to operate. They look for solid companies in fragmented industries that have opportunity to grow but need capital and marketing/sales/financial muscle to help them get there. Far too often business owners ignore equity firms when considering their exit strategies. The scenario outlined in this article is a clear case where existing owners and leaders at the equity firm combine to create something new and exciting.
What is really interesting is that this is not an isolated scenario for Clearview. In fact, according thepress release, Clearview Capital's other holdings include:
Look at that list! Odds are good that each of these platforms is actively looking for synergistic add-ons to supplement their operations. As you can tell from the QualSpec transaction, Clearview is successful in creating tremendous value not only for their investors but also for existing ownership and management of their holdings.
Private equity firms invest in a good portion of our clients. We have been very successful throughout the years in helping our clients that fit with the partial sale scenario achieve their financial dreams. Here are a couple of examples:
Naturally, not every business (nor every business owner) is an ideal fit for a partial sale. A good number of entrepreneurs come to us and say, Look, I am burned out, tired, and just ready to move on. In those cases, an outright sale is a better scenario. However, what we see time and time again is that as owners go through our process, their desired goals often change as they begin to understand the benefits of selling a majority of the company now, retaining a portion, and staying on board for a few years. When that happens, we shift gears and focus on buyers/investors like Clearview.
To learn more about equity firms like Clearview, I suggest attending a Generational Equity M&A seminar. Not only will you gain a renewed appreciation of the various types of owners now active, but you will also be able to meet with our team one-on-one and discuss your specific needs. To learn more, visit our website, provide us with your contact information and we will be in touch.
Carl Doerksen is the Director of Corporate Development at Generational Equity.
© 2015 Generational Equity, LLC. All Rights Reserved.
I wanted to write you a quick letter to express our appreciation and our delight on the outcome of helping us through the process of our recent sale. We are very happy with the end result, and are very happy to be able to move forward with all of our future growth plans.Terry D. Wickman, President, Keytroller
Bruce and I wanted to take this opportunity to thank Generational Equity for assigning Musa Jagne to our transaction. In Bruce’s words, “Musa did one hell of a job for us!”Karen S. Williams, CFO, BW Manufacturing
We thank you Eric and Generational Equity making our dream come true.Larry Moore, Owner, A Company Portable Restrooms
I would like to thank you and your firm, Generational Equity, for being our valued advisors in our journey.Bil MacLeslie, CEO, ipHouse
We will highly recommend Generational Equity and Musa Jagne to any business owner about to embark on the same process.Karen S. Williams, CFO, BW Manufacturing
I must say that I have never worked with a more driven, competent and focused individual as Don Ho.Jay Dinnison, Owner of Sharpe Mixers
Dear Chris and Andre, I just wanted to say thanks for all your help. Even though this process was not an easy one, it was comforting to know that I had a capable team standing beside me. You made me feel like we were almost your only client or at least the most important one. Thanks again, and I will recommend your service in the future.Shenille Engelhart, Owner – CLS Technology
Michael worked tirelessly, He followed every lead meticulously and urgently to make sure nothing was missed.Robert Evans, President and CEO of Mealtracker Dietary Software
We were happy to see the interest in our company and what we cherished has not just a valuable company but an important company to the communities we served in.Larry Moore, Owner, A Company Portable Restrooms
Generational Equity’s assistance was invaluable in compiling and marketing our business.Bil MacLeslie, CEO, ipHouse
I couldn’t have asked for a better team than Michael and Deborah. We couldn’t have done it without them.Robert Evans, President and CEO of Mealtracker Dietary Software
Greetings Mike. Thank you for the captivating and compelling presentation you made at the Phoenix presentation last week. Over many years in business yours was the most informative and well-presented presentation, on any subject, that I have ever attended! Your energy and enthusiasm combined with your concise and captivating support of your positions with easily understood examples and data was compelling.Pete L.
The process was much more involved than I expected and your help, experience and advice was a big factor in making the negotiations go as smoothly as possible.Terry D. Wickman, President, Keytroller
Thank you again for all your guidance and support. Any company will achieve what they intend, if they have you on their team!Rick Nowak, President/CEO, Kurz Electric Solutions, Inc.
We knew it would be a difficult task to have someone really understand our business and our market, prior to researching a possible buyer, so it was imperative that we found someone of your caliber, with definite proven experience in this area.Rick Nowak, President/CEO, Kurz Electric Solutions, Inc.
I am pleased that I was able to work with Andrew Byrd throughout this experience. From the first meeting we had in Minneapolis I felt that I was in good hands. His knowledge and expertise is second to none. He guided the process consistently throughout. I feel lucky that I was pared with Andrew and could not be happier that I chose Generational Equity to handle this major life event. Thank you Andrew and GenEq for everything!Eric Erlandson, Owner, Action Fastenings, Inc.
Generational Equity educated and informed us – so that we could be on the upside of a good decision (to sell).Bil MacLeslie, CEO, ipHouse
T.D., thank you so much! You are a great leader! I love how you are using your gifts and talents to better others. You are clearly a GREAT COACH! This 3 day session undoubtedly changed the future of our business, and very well may have been the sole catalyst to save my company, my health and my marriage! A genuine “thank you” from the bottom of my heart.Bryan D. Horn, Owner, Over Under Clothing
The help you provided us during each step of this process made us feel very comfortable and confident we were selecting the right approach to transition our Company.Andy Graham, Vice President, Modern Heating & Plumbing
Tom Staszak is one of the most professional people I have dealt with in my last forty years of business. You’ve got a great group of people and you have built a truly professional organization.Michael J Polarek, President, Paragon Packaging
We are very happy with the end result, and are very happy to be able to move forward with all of our future growth plans.Rick Nowak, President/CEO, Kurz Electric Solutions, Inc.
I need to say an immense thank you to Don Ho for his stellar work ethic, attention to detail, and tireless effort. Also thank you to the whole crew at GE! Without you, Don could not do such a phenomenal job. We were shooting for closing and funding before the end of 2020, due to the uncertainty of the political landscape and taxes. I am happy to report we closed last week and will be funding tomorrow.Dr. Caty J. Catron PhD, RN, VA-BC – Owner, Vic The Picc, LLC
Your wisdom and experience were invaluable to me during this once-in-a-lifetime transaction.Ralph Noblin, President of Noblin & Associates
I quickly recognized that Don was working for Sharpe Mixers above all else, and held our interests above others.Jay Dinnison, Owner of Sharpe Mixers
Thanks again Phil and feel free to have a future client call me if they would like a referral. You are a true professional!Andy Graham, Vice President, Modern Heating & Plumbing
We are extremely pleased with the way Generational Equity handled the sale of our company. Your associates, Tom and Chris, did an outstanding job of getting us (me) through the process.Michael J Polarek, President, Paragon Packaging
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