William K. Doyle
Managing Partner

August 23, 2007

Dear Friends and Clients:

Greetings to all of our friends and clients. Nine months into calendar year 2007, we have had one of our best years ever. The firm has continued to flourish as a unique investment bank, which focuses on providing senior level investment banking advice and execution for our corporate clients. Kerlin has continued to enjoy success as we have brought thoughtful strategies and execution to our clients. In our twelve years, we have completed 85 significant projects for our clients.

Our assignments continue to be focused primarily on solving problems or issues relating to ownership and equity value and we have become specialists in our clients’ businesses, which represent a wide breadth of industries. Let me tell you about three of our recently completed assignments that highlight our activities.

Farmer Bros Coffee: In April, Farmer Bros Co. completed the acquisition of Coffee Bean International, a high-end specialty coffee roaster based in Portland, Oregon. Kerlin was retained in January as Farmer Bros exclusive financial advisor to assist the company to identify, evaluate and land potential acquisitions to support the Company’s strategic growth plan. The acquisition of Coffee Bean International was the first acquisition by Farmer Bros since 1969 and represents a major new direction for the company. Kerlin participated in all aspects of this transaction and importantly helped create an integration plan and is working with senior management of Farmer Bros and CBI to monitor the success of the integration plan post-acquisition. Coffee Bean International will provide Farmer Bros an immediate presence in the fast growing market for specialty coffees.

Project Green: Kerlin completed in May, one of the most complex family recapitalizations that we have ever been involved in. The family owned company (code named “Green” to maintain the company’s confidentiality) had had a running dispute between two different wings of the family shareholders about the direction of the company and specifically about the policy of cash dividends. One side of the family who also was entrusted to manage the business, wanted the company to reinvest most of the company’s cash flow into growing the business, had implemented this strategy and for the past decade had been very successful growing the company revenues, cash flow and value at an average rate of 20% per year. The other side of the family, which was not involved day to day in the business, but controlled over 40% of the stock, strongly expressed dissatisfaction at their dividends and realized return on investment. Kerlin was hired by the company with the approval of both sides of the family to perform a multipart project. The first step of the project was to carefully define all of the strategic capital markets alternatives followed by the second part of the assignment which evolved into assisting both wings of the family facilitate a resolution of a problem that had persisted for over a decade. Kerlin assisted the family participants in exploring the available capital markets alternatives including an initial public offering, a sale of the company, the possibility of selling a minority interest to institutional investors, and a tender offer that would allow certain shareholders to sell part of their holdings. Each of these alternatives and variations of each were developed and discussed within the various family groups. Ultimately, the wing of the family that desired liquidity agreed to be bought out completely for a combination of cash and notes by the company with the support of the remaining shareholders. Kerlin negotiated this agreement and then assisted the company to raise approximately $250 million of senior debt in order to complete the transaction. Both sides of the family subsequent to completion of the transaction have told us that Kerlin was the catalyst to a transaction that never could have been completed without our leadership and credibility both as an intermediary and an advisor. We are very proud of assisting in the resolution of this difficult situation.

Kerlin Capital Group, LLC
555 South Flower Street, Suite 2750, Los Angeles, CA 90071 • Telephone 213.627.3300 • Fax 213.627.2134


Clients and Friends of Kerlin
August 2007

page 2

 

McCann’s Engineering: Following several years of discussions, Kerlin helped the owner/founder come to a difficult and personal decision to sell the company to a strategic buyer. McCann’s was a fifty year old company that supplied nearly all carbonators systems used today for soft drink dispensing in restaurants and theatres. The owner/founder had some very delicate considerations in his decision to sell. He loved the business but because of his age, he knew that someday there needed to be a succession plan but also was very concerned about his customers who the company had served for years. What was designed by Kerlin was a process to identify the best successor owner who could bring not just capital to complete a transaction but also could bring skills and a culture that were appropriate to facilitating the continued growth of the business. This required a highly confidential process and for this reason, Kerlin designed a strategy to approach the very best buyer, establish a dialog at a very high level and to offer the company at a set targeted price. The party that was ultimately approached was Manitowoc Company, a public company in Wisconsin that had a major equipment supply division that was complementary to McCann’s operations. Manitowoc responded immediately as anticipated to the opportunity and they stepped up, responded to our value proposal and acquired the company on the negotiated terms. This was a very deliberate, carefully planned process and focused on strategic value and relationships. While many companies today are sold in an auction process, McCann’s determined with our investment banking advice that it could get a higher price and more transaction certainty in a targeted negotiation that involved only one prospective buyer. This transaction is an example of Kerlin responding to special needs of the client and designing a successful strategy to optimize the situation.

Other Important Assignments: Kerlin also completed several other recent transactions, two of which we can mention here. Kerlin completed in early 2006, the sale of Kings County Truck Lines, the largest milk hauler in the United States, to Ruan Transportation in a very unique roll up of five private companies each with different set of shareholders. We also completed an important sale of an 82% interest in Colliers Seeley International, the Los Angeles based commercial brokerage firm to FirstService Corporation based in Canada. This transaction was very important to the employee owners of Colliers Seeley and the transaction to date has met expectations for both the buyer and the employee owners.

Our firm has grown and evolved over the last year, which was our twelfth year of operation. Kerlin has three senior investment bankers who are acting as Managing Directors: Joe Achenbaum, Drew Webb and myself. Joe, Drew and I have worked together for many years including periods before the formation of Kerlin, and we each bring very complementary skills and experiences to both the firm and our clients. All Kerlin assignments are actively led by one or two of us. Complementing our senior bankers is an excellent professional support team that we have developed here are Kerlin. Ben Sexton, who is an experienced associate, has been an integral resource in many of Kerlin’s recent assignments. Tom Nieto, who completed two very impressive years as an analyst was promoted in May to associate. Congratulations, Tom! Additionally, we have added two new members to the Kerlin team, Carter Morris and De’bora Johnson. Carter joined the firm this year as an analyst. Previously, Carter was a researcher in the pharmaceutical industry for a law firm and is a Stanford graduate. Additionally, De’bora Johnson, who joined the Kerlin team in 2006 as the firm’s controller, manages effectively the firm’s administrative systems.

As Kerlin continues to grow and evolve, we are very optimistic about the firm’s future, as we are currently in the midst of a number of exciting projects. We have wonderful clients as well as many friends of the firm and a talented professional team. We are very proud of Kerlin’s accomplishments to date, we are confident the road ahead will bring opportunities for our clients and we expect to provide meaningful services to our clients in the years to come.

Best regards.

Sincerely,

William K. Doyle
Managing Partner