Manufacturer/Fabricator of Metal Structures,

 Products and Buildings

(Northern New York, Champlain and Adirondacks Region)

                          CASH FLOW: $ 2.5 Million EBITDO

THE BUSINESS:

The Company provides manufacturing, engineering and installation of a broad range of metal structural parts for industrial, residential and commercial applications. The largest in its region, it has consistent sales growth and superior profitability, with superior human and production assets. It builds specialty fixtures and provides installation on site, as well as offering full “package” buildings, for a region-wide area that includes neighboring states. Its Service Centers offers its products for a wide variety of smaller individual construction or repair needs.

WHY BUY? 

ü      Leading regional presence for 25 years – no competitor can likely challenge its stature or performance resources. There are significant barriers to entry.

ü      First line management will remain and is accustomed to working to a budget, maintaining profit focus and a heavy delegation of authority.

ü      The “go to” firm for price, service, on-time / on-budget, with “no issues” results.

ü      Active 1500+ customer base. 90+% repeat business w/o customer concentration.

ü      Latest technology and machines permit greater throughput, closer tolerance work, reduced scrap and labor savings, and AISC Certification bespeaks quality.

ü      Consistent sales growth to $ 25 Million in FY 2009, with future increases likely as infrastructure stimulus and economy strengthens.

ü      Highly profitable –EBITDA should exceed $ 3 Million--, with realized average 9 % profit margin pre tax over last 4 years, well above industry norm.

ü      “In-house” licensed engineering staff permits design and production efficiencies.

ü      Non-union staff of 100 in two modern state-of-the-art fully equipped locations is experienced, with strong technical and practical expertise.

ü      Upstate NY region abounds in lifestyle enhancing assets – recreation, education, culture, health care and variety – to offer civilized living and fun activity.

ü      Perfect acquisition for a private investment group, a strategic acquirer or an entrepreneur looking for a significant, profitable “platform” company

HISTORY:

Founded in 1985, the Company has invested in modern facilities with all necessary components for prosperity and growth. The addition of a new production facility 90 miles away in 1999 expanded market penetration and permits optimizing workload, handling specialty jobs and balancing production. Capital investment and staff strengthening has been consistent and enlightened. The owner leases real estate and vehicles on a flexible, long-term, market established triple-net basis.

FACILITIES: 

The principal plant is on 28 leased acres near the Interstate in a thriving prosperous “lifestyle” city. It has 39,000 sq. ft. of fabrication space with canopied and enclosed shops. There is a full compliment of computer supported machines. A 11,000 sq. ft. office houses engineering, detail design, sales and administration, and there is a new vehicle support building of 6,400 sq. ft for its 43 modern, leased rolling stock and delivery equipment. A Service Center handles making and selling its products for a wide variety of smaller volume or repair needs. A companion leased facility in a second rural city location on a 2.2 acre site is modern and fully equipped, with full shop facilities (28,000 sq. ft., approximately half fully enclosed), general and production offices and Service Center of 5,000 sq. ft. in all.  Each site has quality, practical aspects and location for its needs- and expansion potential.

FINANCIAL:

The Company has had commendable growth .. from $ 17.4 MM in 2006 to $ 26.5 MM in 2008 before softening back to $ 24.9 MM in the FY 9/30 year of 2009.  EBITDO cash generation has been strong, after adding back owner’s take out, certain non-recurring owner’s discretionary items and the like, In this case, EBITDO (Earnings before Interest, Taxes, Depreciation and Owners take-out ) has been normalized by charging a substitute CEO at a strong salary and burdening the calculation for a normal rate of capital expenditures. EBITDO rose from $ 1.3 MM in 2006, topped out at $ 3.5 MM in 2008 and was $ 2.25 in 2009. After a transition year of 2010, the Company anticipates that sales will return in 2011 to above  $20. MM, and that EBITDO, considering opportunities that are known, will be above $1.25 MM. The price can include substantial working capital from receivables less payables and a small asset based finance obligation.  Inventory is at the $ 1.25 MM level, and there is equipment etc. valued above $2.5MM.   Leased real estate and the leased vehicle fleet valued at $ 4.7 MM and the rent is included in the financial results and projections.

                                                               Recast and Pro-Forma Income Statement Highlights

                                                                      Fiscal Years End September 30, ($000's)