
Source Capital, Ltd. began providing financial advisory
services to RAM in 1990, and over a decade had assisted RAM Industries,
Inc. on matters ranging from shareholder tax planning, to evaluating
growth and acquisition strategies, negotiating terms and conditions
of financing agreements, and evaluating long-term exit strategies.
By 2003, RAM Industries, Inc. had become a $60 million
revenue base, highly specialized designer and manufacturer of high-horsepower,
industrial electric motors, control devices and related products.
The Company was a Tier 1 supplier to the industrial refrigeration
and commercial air conditioning industry. Its principal OEM customer
was York International. Mr. Walton wanted to focus on exit options.
He, once again, selected Source Capital, Ltd. as his financial advisor
and investment banker. Source helped Mr. Walton consider (and test)
whether a sale of the Company to a strategic buyer or financial
buyout fund would be a good option. During this time, the U. S.
corporate tax law changed and the tax rate on dividend income was
reduced to equal the tax rate on long term capital gains; both at
15%. Source saw an opportunity to use the low tax rates to complete
a reorganization of the corporation into a limited liability company.
By doing so, the future tax limitation for closely held corporations
related to partial redemptions of shares owned by controlling shareholders
would be eliminated. This would enable Mr. Walton to, in essence,
act as a private equity capital investor who would back a management
team to fund the leveraged buyout of a business. By taking this
approach, Mr. Walton would realize a higher after tax return, would
receive fair market value for his business, and would receive the
type of downstream returns that typically are received by the capital
provider. The Management Team was able to acquire the business,
on terms no less favorable than would have been available in the
open market, and they had a knowledgeable capital provider backing
them. Win, win!
Financing the transaction was a challenge. None of
the debt or equity capital providers contacted by Source had ever
funded this type of transaction. Not surprisingly because during
the past sixty years the tax laws would not have accommodated this
type of transaction. However, with years of capital markets contacts
and experience, Source was able to secure the financing commitments
necessary to close. When creative business wealth transfer advice
and financing assistance are needed, you can rely on Source.
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| This announcement appears as
a matter of record only. January 2004 |
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