CAPITAL PROCUREMENT

Buyout Funding

Many times, it has proved important and prudent for a management team organizing a management buyout (MBO) to use an outside advisor to lead such a transaction. Leverage buyouts (LBOs) are no exceptions. Transaction stakeholders and participating banks will prefer, and often request, that management focus on running the business and be brought into the process on key decision milestones only. National Capital is particularly well-versed in the structuring and capital sourcing activities preceding the successful completion of MBOs and LBOs. National Capital has the professional expertise to efficiently lead negotiating efforts and to represent the interests of the management team or financial sponsor intent on successfully completing a buyout within demanding time constraints.

Syndication

The capitalization requirements of fast-growing businesses often require syndication. If anything, the scope and structure of the contemplated capital expansion may lead willing investors and bank participants to consider diversifying their risks through shared commitments. Such considerations may play independently, or be interconnected between equity investors and commercial banks. National Capital has the in-house expertise and a long-standing relationship with the financial community to orchestrate and complete successfully equity and debt syndications.

Structured Finance

The engagement, commitment and successful completion of "arranged" financing through the pooling of capital addressing the needs of structured finance, project or participant finance, as well as grass-root joint ventures require knowledge and expertise. The complexity of such projects will often require the need to involve three or more participants from different financial markets, and the possible commitments of equipment, distribution, specialty finance companies, and service suppliers as strategic investors. National Capital is very well versed in the complexities of such transactions where its team of professionals has worked on such diverse projects as alcohol fuel plants and satellite financing.

ESOP Financing

A Leveraged ESOP (Employee Stock Ownership Plan) is an alternative method for selling all or a portion of a Company's interest. Leveraged ESOPs afford selling shareholders a tax advantaged structure whereby capital gains tax on the sale is either deferred or in certain cases never owed. In a tax qualified (section 1042) ESOP both interest and principal borrowed by the Company on behalf of the employees for the purchase of the employee ownership, are fully tax deductible by the Company. Other benefits include the ability to sell a minority or majority interest in the Company, while maintaining management control of operations. In addition, ESOP's offer potential estate planning benefits and tend to enhance management stability and employee retention and performance. National Capital's role in a Leveraged ESOP involves the coordination of the transaction team and coordinating and securing the requisite financing.