INVESTMENT BANKING ADVISORS - CLOSED TRANSACTIONS



Black Knight Partners, LP,
through its newly formed subsidiary
Longhorn SCSF, G.P.,
has acquired the assets
and assumed certain liabilities of


Hickman Longhorn Investors, LLC
$78,400,000 Leveraged Buy-Out

The undersigned represented the shareholders, acting as financial advisor in sourcing the investor, structuring and negotiating the transaction as the representative of SCS/Frigette.






Has acquired the assets and
assumed certain liabilities of


The Infinity Partners



$30,000,000 Acquisition


The Undersigned represented the Seller and it's Financial
Advisor in securing, negotiating and closing the transaction




Celerity Omega, Inc.
sponsored by



Celerity Partners, a private equity fund,
has merged with



$30,300,000

Leveraged Recapitalization

The undersigned arranged the transaction
and represented the shareholders of
Imperial Technology as financial advisor.











































Pergan GmbH

through its newly formed subsidiary Pergan Marshall, L.L.C. has acquired the assets of the Organic Peroxides Division from

CEM:NYSE

PERGAN Nordamerika GmbH, i.G.
Asset Acquisition

The undersigned represented the shareholders of Pergan GmbH, acting as financial advisor in structuring and
negotiating the transaction.




Pergan GmbH

through its newly formed subsidiary Pergan Marshall, L.L.C. has garnered working capital financing for its newly acquired U.S. Organic Peroxides Division through


PERGAN Nordamerika GmbH, i.G.
$4,000,000
Revolving Working Capital Line of Credit

The undersigned represented the shareholders of Pergan GmbH, acting as financial advisor in sourcing
and structuring the financing.










USC Solutions, Inc.,
through its newly formed subsidiary
Nature's Formula Laboratories, Inc.,
has acquired the assets
and assumed certain liabilities of 






$5,800,000 Acquisition

The undersigned represented the shareholders,
acting as financial advisor in sourcing the investor,
structuring and negotiating the transaction.






&



Equity Commitment to fund acquisitions of
community newspapers and printers in the western U.S.



$20,000,000 Forward
Equity Commitment



The undersigned initiated the transaction, acted as an
advisor to and negotiated the transaction as the
representative of Magicstone Media.






Southwest Securities, Inc.
(NYSE: SWS)

Has acquired 100% of the capital stock
of



$9,850,000 Acquisition

August 2002

The undersigned represented the shareholders of
O'Connor & Company Securities, Inc., acting as the
company's financial advisor in structuring and negotiating the transaction





through its newly formed subsidiary FOH Holdings Acquisition Corp, LLC has acquired the capital stock of
FOH, Inc. and all Subsidiaries
Comprising the Frederick's of Hollywood franchise

from
KNIGHTSBRIDGE CAPITAL, INC.

The undersigned represented the members of Wilshire Capital, LLC acting as financial advisor in structuring and negotiating the transaction in preparation for its pre-packaged U.S.C. Title II Chapter II filing and managing the process.




CBSI, Inc.



NASDAQ: CBSi

is acquiring a 30% minority interest w/ future options
to acquire all of the outstanding common shares of






Automated Data Sciences, Inc.

$10,000,000 Staged Acquisition

The undersigned represented the shareholders, acting as financial advisor in sourcing the investor, structuring and negotiating the transaction







has formed

Wagner-Beckum, LLC

to acquire the assets and certain liabilities of

Owner Finance Relocations, Inc.



through a restructuring of OFR, Inc. to include the forgiveness
of certain liabilites utilizing a debt-to-equity swap
into WB, LLC

The undersigned arranged the transaction and represented the family office trustee & one of its beneficiaries, as financial advisor.





CoolBrands International, Inc. (TO: COBa)



has acquired the assets, trademarks, and business of
and assumed certain liabilities
of




$8,470,000 Acquisition

June 2002

The undersigned represented the shareholders of
Fruit-A-Freeze, Inc., acting as the company's
financial advisor in structuring and negotiating
the transaction






A Private investment Group

has committed a mezzanine unsecured revolving line of credit
for the financing of lot acquisitions and new home construction

for


Oakley homes, Inc.


$5,000,000 Unsecured Commitment

August 2003

The undersigned represented the shareholders & investment group, acting as financial advisors in arranging, structuring and negotiating the transaction





a subsidiary of



Has negotiated the buy-back of a minority
interest w/ future options to acquire the remainder
of all of its outstanding common shares

from


A Private Limited Partnership

The undersigned represented the shareholders,
serving as financial advisor in structuring
and negotiating the transaction







through its newly formed subsidiary

AAC, INC.

Has acquired 100% of the outstanding common stock of

of



(NASDAQ: APFN)

$7,350,000 Private Recapitalization

October 2003

The undersigned represented Approved Financial Corp.'s board of directors, issuing the fairness opinion to the company's shareholders





YouGotCash, LLC



Has entered into a joint venture
and financing commitment with



Wallis State Bank

to provide on-line money transfers from the
U.S. the Asian sub-continent and Latin America



The undersigned initiated the transaction, acted as an
advisor to, and negotiated the transaction as the
representative of YouGotCash, LLC.





First chair Technologies, Inc.


First Chair Technologies, Inc.

has offered

11.25% Subordinated Convertible Debentures


$2,000,000 Private Placement


The undersigned represented the shareholders, acting as financial advisor in structuring and negotiating the transaction





Mortgage Corporation

has acquired certain assets, trademarks,
franchise and licensing rights
of


Turner Financial Services, Inc.

to form



The undersigned represented the shareholders of
Turner Financial Services, Inc., acting as financial
advisor in structuring and negotiating the transaction






Care Quest Acquisition Holdings Corp.

sponsored by



Ancor Holdings, LLP, a private buy-out group,
has acquired the assets and assumed certain liabilities of




Care Quest, Inc.
A Home Health Care
Services Provider


arranged the transaction and represented
the shareholders of Preston Marnar, Inc.,
Carequest, Inc.'s parent company, as financial advisor.






CMG Mortgage, Inc.

Has formed a newly approved de novo bank
holding company,

C.M.G. BanCorp, Inc.,

to act as it's Parent Company and bank acquisition vehicle

The undersigned represented the shareholders of CMG Mortgage, Inc. acting as financial advisor in structuring
and negotiating the transaction and acquiring
regulatory approval.





























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