News

Jurassic Quest® Has Been Acquired by L2 Capital Partners

HOUSTON, TEXAS (May 28, 2019) – Statesman Corporate Finance, LLC (“Statesman”) is pleased to announce that Jurassic Quest Holdings, LLC and its wholly-owned subsidiaries (collectively “Jurassic Quest®“, “JQ”, or the “Company”) has completed a majority recapitalization led by L2 Capital Partners, L.P. (“L2”). Statesman served as the exclusive financial advisor to JQ throughout the transaction, which closed May 1, 2019.

Jurassic Quest®, founded in 2013, is already surpassing 1 million show attendees annually and has over 1.6 million followers on Facebook. JQ is the largest dinosaur-themed traveling “edutainment” event in the United States. Operating two identical touring companies, JQ staged 90 events in 34 states in 2018. In 2019, JQ has expanded outside the US for the 1st time staging highly successful shows across Canada. JQ shows are three to four day events staged in convention halls and expo centers and feature life-sized animatronic dinosaurs exhibited in settings replicating their natural habitats and action scenes. JQ consults with  paleontologist to create accurately reflected displays spanning the Cretaceous, Triassic and Jurassic eras. JQ educates, entertains and provides families with an unparalleled experience through its interactive exhibits, guided tours, rides, and other attractions.
Founded by Dan & Leticia Arnold, JQ is based in Houston, Texas, and has approximately 100 full time employees, 80% of which travel with one of the two tours. JQ’s senior management team and all its employees will continue with the Company.

Commenting on the Transaction Dan Arnold said, “Statesman’s assistance throughout this process was invaluable. Our Company has grown so fast and is so unique we didn’t know where to start in presenting ourselves and identifying options for securing a strategic acquirer. We believe we have found the ideal partner in L2 as they exhibited the same passion for the business as Leticia and I, and bring the experience, resources and capabilities to help rapidly accelerate the Company’s growth and further innovation.”

Connor McMahan, an L2 Principal, said “The opportunity to partner with a company such as JQ is rare in that its market leadership and demonstrated value proposition are distinct amongst its peers. We have assembled an extraordinary group of board members and advisors that will help guide JQ’s very talented management team in executing on its tangible path to organic growth at home in the US and abroad.”

More information about the transaction can be found here.

About the other transaction participants

Statesman Corporate Finance, LLC is the FINRA-licensed broker dealer affiliate of Statesman Business Advisors, LLC. With offices in Houston and Austin, Texas, Statesman is a leading middle-market investment banking firm providing merger and acquisition, capital formation, valuation and other general corporate financial advisory services to middle-market companies. The Statesman team advising on this engagement was led by Managing Director Erik Konicki, Principal Walter Tomlinson, and Analyst Nathan Hurst.

Calvetti Ferguson led by Partner Chin Yu and Director Anneka Sciola, provided pre-sale Quality of Earnings support to JQ.

L2 Capital is a lower middle market private equity family office that specializes in making controlling or minority investments in business service, consumer product and manufacturing companies with enterprise values up to $75 million.

Capitala Group (“Capitala”) provided debt financing and co-invested in the transaction with L2. Capitala is a $2.7 billion asset management firm that provides capital to lower and traditional middle market businesses throughout North America.

Lindeman ESQ law firm (Solana Beach, CA) led by Partner Curt Lindeman, provided legal counsel to JQ.

Pepper Hamilton LLP law firm (Philadelphia, PA) led by Partner Bruce Fenton, provided legal counsel to L2 Capital.

Sail & Ski Center has been acquired by MarineMax, Inc. (NYSE: HZO)

AUSTIN, TEXAS (May 1, 2019) – Statesman Corporate Finance, LLC (“Statesman”) is pleased to announce that Sail & Ski Center (“Sail & Ski”) has been acquired by MarineMax, Inc. (NYSE: HZO) (“MarineMax”). Statesman served as the exclusive financial advisor to Sail & Ski throughout the transaction, which closed April 16, 2019.  

Sail & Ski was founded in 1969 and serves the Austin and San Antonio, Texas markets. Since the inception of Boating Industry Magazine’s ranking of the Top 100 Dealers in North America, Sail & Ski has been ranked in the top 10. Sail & Ski was recognized as the best dealer in North America in 2018 after also earning that title in 2010. The brands represented by Sail & Ski are largely consistent or complimentary with those offered by MarineMax. Sail & Ski’s operations include a robust water sports and snow sports accessory business. 

MarineMax acquired substantially all of Sail & Ski’s assets. The shareholders of Sail & Ski, who will remain as its operators, received an initial cash payment at closing and have the ability to earn additional payments, subject to achieving certain metrics in the future.

Headquartered in Clearwater, Florida, MarineMax is the nation’s largest recreational boat and yacht retailer. Focused on premium brands, MarineMax sells new and used recreational boats and related marine products and services as well as provides yacht brokerage and charter services. MarineMax currently has 67 retail locations in Alabama, Connecticut, Florida, Georgia, Maryland, Massachusetts, Minnesota, Missouri, New Jersey, New York, North Carolina, Ohio, Oklahoma, Rhode Island, South Carolina and Texas. MarineMax also operates MarineMax Vacations in Tortola, British Virgin Islands. MarineMax is a New York Stock Exchange-listed company.

More information about the transaction can be found here: 

https://investor.marinemax.com/news/press-release-details/2019/MarineMax-Expands-In-Texas/default.aspx 

About the Other Transaction Participants
Statesman Corporate Finance advised Sail & Ski in this transaction and is the FINRA licensed broker dealer affiliate of Statesman Business Advisors, LLC. With offices in Houston and Austin, Texas, Statesman is a leading middle-market investment banking firm providing merger and acquisition, capital formation, valuation, and other general corporate financial advisory services to middle-market companies. The Statesman team advising on this engagement included Principal Phillip Wilhite
Johnston Allison & Hord (Charlotte, NC) led by Partner Nick Kendall provided legal counsel to Sail & Ski.
Manny A. Alvare, III (Naples, FL) provided legal counsel for MarineMax.

Technical Response Planning Corp. has been acquired by JENSEN HUGHES

HOUSTON, TEXAS (February 12, 2019) – Statesman Corporate Finance, LLC (“Statesman”) is pleased to announce that Technical Response Planning Corporation (“TRP”) has been acquired by Jensen Hughes, a portfolio company of Gryphon Investors. Statesman served as the exclusive financial advisor to TRP throughout the transaction, which closed February 8, 2019.  

TRP provides emergency response management and business continuity planning through its proprietary cloud-based SaaS platform and software products. TRP serves a blue-chip customer base across the oil & gas, power, manufacturing and government sectors, which includes clients such as Chevron, Shell, BP, Monsanto and General Motors.

Jensen Hughes is a global leader in safety, security and risk-based engineering and consulting with offices throughout North America, Europe, Asia and the Middle East. Paul Orzeske, CEO, Jensen Hughes, commenting on the transaction with TRP said, “We continually hear from clients, especially in our most complex verticals, that implementing, and subsequently managing emergency response plans continues to be a challenge. TRP is a pioneer in this field and we are thrilled to be able to bring their expertise and capability to our clients and help support their continued growth.”

Steve Bassine, Founder and President of TRP said, “We have been extremely successful in serving our clients over the last 23 years and are now eager to join the Jensen Hughes team who can really help us make inroads into other heavily-regulated industries and geographies”. Mr. Bassine will continue to guide the growth of TRP and all TRP employees were retained by Jensen Hughes.

More information about the transaction can be found here: 

https://www.jensenhughes.com/jensen-hughes-adds-pioneer-emergency-planning-software-company-for-oil-gas-industry/

About the Transaction Participants
 
Technical Response Planning (“TRP”) is based in Houston, Texas, was founded in 1995. TRP has provided the energy industry with emergency planning, training and response consulting services since its inception. TRP specializes in delivering response plans for large, complex operations via its signature cloud-based software applications, SMARTPLANTM. and SMARTRESPONSETM. TRP develops response plans for any type of emergency, such as hurricanes, oil and chemical spills, and fires. TRP also provides streamlined emergency management and exercise tracking tools in addition to consulting, regulatory compliance, and business continuity planning.
 
JENSEN HUGHES’ engineers, consultants and scientists develop and deliver innovative and cost-effective solutions to a global client base involving fire protection systems design and analysis, code consulting, emergency management services, security consulting, forensic engineering, fire research, risk-informed applications, probabilistic risk assessments, development and testing, commissioning and construction services. Jensen Hughes is a portfolio company of Gryphon Investors, a leading private equity firm focused on profitably growing and competitively enhancing middle-market companies in partnership with experienced management teams.
 
Statesman Corporate Finance advised TRP in this transaction and is the FINRA licensed broker dealer affiliate of Statesman Business Advisors, LLC. With offices in Houston and Austin, Texas, Statesman is a leading middle-market investment banking firm providing merger and acquisition, capital formation, valuation, and other general corporate financial advisory services to middle-market companies. The Statesman team advising on this engagement included Principal Walter Tomlinson and Analyst Nathan Hurst.

Haynes and Boone (Houston, TX) led by Partner George Y. Gonzalez provided legal counsel to TRP. 
Haynie & Company  (The Woodlands, TX) led by Bernard Abercrombie CPA, CFP provided accounting and tax counsel to TRP.
 
Moore & Van Allen (Charlotte, NC) led by Member Will S. Smoak, Jr. provided legal counsel to Jensen Hughes.
 

Climate Pros Has Acquired Norfoxx Refrigeration

AUSTIN, TEXAS (May 7, 2019) – Statesman Corporate Finance, LLC (“Statesman”) is pleased to announce that Norfoxx Refrigeration, Inc. (“Norfoxx”) has been acquired by Climate Pros, a portfolio company of Saw Mill Capital. Statesman served as the exclusive financial advisor to Norfoxx throughout the transaction, which closed May 1, 2019.

Norfoxx is a leading supplier of refrigeration and HVAC services, proudly serving the Dallas/Fort Worth, Austin, San Antonio, Corpus Christi and McAllen regions of Texas since 2005.

“Norfoxx Refrigeration, Inc. is supported by an outstanding group of people, led by Mike and Kali Smith. I am so excited to work with them all and help support them in our future growth in Texas” said Todd Ernest, CEO of Climate Pros. “The acquisition of Norfoxx enlarges our geographic reach and allows us to serve our customers in an increased capacity in five new regions. We are excited to welcome them to our team and honored that they chose us to help them grow the business in Texas!”

“We are thrilled to partner with Climate Pros to support our growth throughout Texas. We have come to appreciate their like-minded culture of excellence and are very optimistic about the future health and growth of our combined organization.” – Mike and Kali Smith

Tim Nelson, a partner at Saw Mill Capital, commented, “Our cold-chain customers continue to pull us into new growing regions to improve their continuity of service across their multi-regional footprint. We look forward to our continued support of Climate Pros’ growth.”

Norfoxx Refrigeration, Inc. was established in Arizona in 2005 by Michael and Kali Smith. They decided to relocate to Texas in 2007 which was the beginning of an exciting period of development for Norfoxx. Their headquarters are located in Austin, Texas with branches in Dallas/Fort Worth, San Antonio, Corpus Christi, and McAllen, Texas. Norfoxx provides service for commercial refrigeration and air-conditioning, as well as providing group-up installation, design, and planning.

Headquartered in Glendale Heights, Illinois, Climate Pros provides refrigeration maintenance, repair, remodel and installation services to grocery retailers and other cold-chain customers. Customers of the Company include Amazon, Target, Walmart, Whole Foods, Safeway, Costco, Aldi, Albertsons, Kroger, AbbVie, Pfizer, Roundy’s and others. Quickly after its founding in 2006, the Company’s differentiated value proposition transformed the Chicagoland market, and Climate Pros has since expanded to new geographic areas including Pewaukee, WI; Irwindale, Stockton, Santa Rosa and Hayward, CA; Tamarac, FL; Westland and Grand Rapids, MI and Honolulu, HI.

Based in Briarcliff Manor, New York, Saw Mill Capital is a private equity firm that acquires facility and industrial services, specialty, distribution and manufacturing businesses with enterprise values of $25 million to $200 million. Since 1997, Saw Mill Capital has been partnering with management teams to help successful businesses reach their full potential.

About the other transaction participants

Statesman Corporate Finance is the FINRA-licensed broker dealer affiliate of Statesman Business Advisors, LLC. With offices in Houston and Austin, Texas, Statesman is a leading middle-market investment banking firm providing merger and acquisition, capital formation, valuation and other general corporate financial advisory services to middle-market companies. The Statesman team advising on this engagement was led by Managing Director Larry Schumann.

The Dykema (Austin, TX ) law firm led by Partner Phillip Slinkard provided legal counsel to Norfoxx Refrigeration, Inc.

The Buyer’s legal counsel was provided by Reinhart Boerner Van Deuren s.c. (Milwaukee, WI) and led by Shareholders Nathan J. Neuberger, Robert Heinrich, Lucien A. Beaudry, Albert S. Orr, and Associate Chris M. Hruska.

Statesman Transaction Chosen as Winner of the 11th Annual International M&A Awards

HOUSTON, TEXAS (April 10, 2019) – The M&A Advisor announced the winners of the 11th Annual International Awards on Wednesday, April 10th. Statesman Corporate Finance’s (“Statesman”) advisory in the acquisition of Mexico based Corporación POK, S.A. de C.V. by Nucor Corpoation (NYSE: NUE) was named a winner for the International Materials Deal of the Year.

“It gives us great pleasure to recognize Statesman with the 2019 International Materials Deal of the Year award, a prestigious distinction for international M&A firms and professionals. We have been honoring the leading international M&A transactions, companies, and dealmakers since 2009. This year, Statesman was chosen from hundreds of participating firms to receive this award,” said Roger Aguinaldo, Founder of The M&A Advisor. “They’ve earned this accolade by standing out in a field of very impressive competitors. Truly, Statesman represents the very best of our international M&A industry.”

The awards will be presented in conjunction with the 2019 Global Corporate Growth Summit. This exclusive forum provides a unique opportunity for professionals guiding and executing corporate growth strategies to engage in open dialogue with their peers about the challenges and opportunities that companies are facing in this unprecedented era. Leading c-suite executives, technology innovators, M&A dealmakers, and corporate development, investment, and finance professionals will participate in interactive discussions on Corporate Growth in the Technological Revolution, and more. To learn more about the Global Corporate Growth Summit featuring the International M&A Advisor Awards click here.

For a complete list of International M&A Award Winners click here.

The M&A ADVISOR

The M&A Advisor was founded in 1998 to offer insights and intelligence on M&A activities. Over the past 21 years, we have established the premier global network of M&A, Turnaround, and Finance professionals. Today, we have the privilege of presenting, recognizing the achievements of, and facilitating connections between the industry’s top performers throughout the world with a comprehensive range of services. To learn more, visit www.maadvisor.com.

Weiss Technik has acquired Cincinnati Sub-Zero’s Industrial Test Chamber business from Gentherm (NASDAQ: THRM)

HOUSTON, TEXAS (February 6, 2019) – Statesman Corporate Finance, LLC (“Statesman”) is pleased to announce that Cincinnati Sub-Zero Products, LLC (“CSZ”), a wholly owned subsidiary of Gentherm Incorporated (NASDAQ: THRM) (“Gentherm”), has completed the sale of its industrial test chambers business to Weiss Technik North America, Inc., a member of the Weiss Technik (“Weiss Technik”) group of companies, a division of the Schunk Group, headquartered in Heuchelheim, Germany. Gentherm announced the company’s intent to divest its industrial test chambers business as part of its focused growth strategy in June of 2018. Statesman served as the exclusive financial advisor to Gentherm throughout the transaction, which closed February 1, 2019. 

CSZ and Weiss Technik are two of the world’s leading manufacturers of industrial test chambers. CSZ’s extensive standard product portfolio blends exceptionally well with Weiss Technik’s custom-made capabilities to provide solutions for all customer needs across all budget levels.  Together, CSZ and Weiss Technik will be the premier worldwide source for technically advanced products in the industrial test chambers industry. The combined companies will hold the leading market share in both Europe and North America.
 
“We welcome CSZ products to the Weiss Technik family. CSZ’s 78-year history and established market reputation in the environmental chamber market made this a clear choice to further expand our presence in the US market and offer our customers additional products to meet their testing requirements,” said Robert Levert, CEO of Weiss Technik North America
 
“This acquisition supports our growth initiatives and will bring further product enhancements and innovation to support our customers with testing solutions designed to meet and exceed their expectations,” said Marc Wolfrum, VP and GM of CSZ. 
 
Weiss Technik will retain CSZ as a product brand and will continue selling CSZ environmental test chambers with the same level of performance, reliability, and field service support that customers have come to expect.  Driven by multi-national expertise, Weiss Technik will support the two product brands with production facilities in Grand Rapids, MI and Cincinnati, OH. All CSZ employees will be retained. 
 
More information on this transaction can be found here: 
 
About the Transaction Participants
 
Cincinnati Sub-Zero Products, LLC, founded in 1940, is a leading designer and manufacturer of environmental chambers and temperature-controlled products. Additionally, CSZ also offers testing services. Chambers are used to simulate a diverse range of environmental conditions such as extreme cold and hot temperatures combined with humidity, altitude, or vibration. Chambers can also test a variety of climatic conditions such as rain, wind, dust, and sun exposure. The testing chambers are used multiple end markets on a global basis including the pharmaceutical, automotive, telecommunications, and defense industries.
 
Weiss Technik North America, Inc., based in Grand Rapids, MI, is an industry leader in the design, manufacture, and modification of environmental test chambers. The company is a member of the Weiss Technik group of companies, a division of the Schunk Group headquartered in Heuchelheim, Germany. The Schunk Group is an international technology group employing approximately 8,200 people in 29 countries. Schunk Group offers a broad spectrum of products and services in the fields of carbon technology and ceramics, environment simulation and air conditioning technology, sintered metal, and ultrasonic welding.
 
Gentherm Incorporated (NASDAQ:THRM) is a global developer and marketer of innovative thermal management technologies for a broad range of heating, cooling, and temperature control applications. Gentherm has over 13,000 employees in facilities in the United States, Germany, Canada, China, Hungary, Japan, Korea, Macedonia, Malta, Mexico, United Kingdom, Ukraine, and Vietnam.
Statesman Corporate Finance advised Gentherm and CSZ in this transaction and is the FINRA licensed broker dealer affiliate of Statesman Business Advisors, LLC. With offices in Houston and Austin, Texas, Statesman is a leading middle-market investment banking firm providing merger and acquisition, capital formation, valuation, and other general corporate financial advisory services to middle-market companies. The Statesman team advising on this engagement included Principal Will Jaco and Vice President Jessica Seff.

Honigman, LLP (Detroit, MI) and Varnum, LLP (Ann Arbor, MI) collectively provided legal counsel to Gentherm. Steptoe & Johnson, LLP (Washington, DC) represented Weiss Technik on transactional legal matters.
 
Plante Moran, PLLC, (Cincinnati, OH) provided sell side due diligence services to Gentherm and CSZ, and Eide Bailly, LLP (Minneapolis, MN) provided buy-side due diligence for Weiss Technik.