TYPE: Acquisition Financing
STRUCTURE: Control Equity
DATE: 2017
LOCATION: Austin, TX
$5,250,000
A founder and owner-operator of a specialty electrical contractor was looking for a liquidity event as he approached 80 and had successfully operated the Company for 30 years. The president of Company was given the opportunity to buyout the business on attractive terms. The Company was well-positioned for future growth given the economic and demographic trends in the three major markets of Texas that it serves.
Congruent partnered with a family office in Austin to buy control and grow the Company. Congruent invested $5.25 million in the form of a second-lien loan and equity. Congruent was very involved helping manage the Company’s growth and ultimate exit.
TYPE: Majority Recapitalization
STRUCTURE: Control Equity
DATE: 2022
LOCATION: Oklahoma City, OK
$16,000,000
Founded in 1902, the Company was a family-owned industrial fabrication and refurbishment provider targeting the jet engine test cell market. The 4th-generation owner was looking for a succession-driven majority recapitalization, but was also committed to future growth by rolling a material portion of the sale proceeds for alignment with a sponsor who can scale the Company.
Congruent bought control and immediately began the process to professionalize the Company for scaled growth. Key initiatives include refined strategic planning, building out the management team, investment in sales and marketing, and upgraded IT systems.
TYPE: Majority Recapitalization
STRUCTURE: Control Equity
DATE: 2022
LOCATION: Waxahachie, TX
$24,000,000
Founded in 2007 and based in Waxahachie, Texas, the Company provides maintenance and repair services to major industrial plants across the United States. The Company focuses on aggregates, pulp & paper, and power industries. The founder was looking for a partner to complete a recapitalization and help execute the growth strategy.
Congruent bought control of the Company and has worked with the founder to build out the management team and invest in the platform. The Company is well positioned for future growth by continuing to service existing customers, expand the into new markets, and roll-out new product offerings.
TYPE: Majority Recapitalization
STRUCTURE: Control Equity and Mezzanine Capital
DATE: 2018
LOCATION: Cibolo, TX
$13,500,000
An international heavy equipment manufacturer was seeking to divest an orphaned subsidiary that focused solely on US Department of Defense work. The management team of this subsidiary saw value in the remaining maintenance contracts and opportunities with commercial customers and was seeking a capital partner to enable them to acquire these operations. Congruent partnered with another firm to acquire the Company alongside management investing $13,500,000 of debt and equity.
TYPE: Acquisition Financing
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2017
LOCATION: Dallas, TX
$17,000,000
The Company refines natural gas reserves for sale in the midstream market, but also separately recovers and produces helium for sale in the industrial gas market. The Company was looking to make a strategic investment in a pipeline and gathering system believed to be high in helium gas feedstock reserves. The current ownership was tapped out and the timing of transaction prevented an orderly financing process.
Congruent structured a $17,000,000 investment comprising a first lien term loan and equity investment to close the transaction in an timely fashion. The investment highly transformed the Company making it one of the largest helium manufacturers in North America.
TYPE: Growth Capital
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2021
LOCATION: Austin, TX
$5,000,000
The Company was formed in 2009 to serve as a distributor of high-performance aggregate machinery and equipment for leading global OEMs. The Company was looking to continue its growth trajectory based on infrastructure spend in Texas and the surrounding states, but needed additional capital beyond equipment financing, as well as sponsor support.
Congruent partnered with another local investment firm to provide an $5,000,000 Mezzanine investment at an attractive valuation. In addition to growth capital, Congruent provides financial and operational support to the management team.
TYPE: Growth Capital
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2014
LOCATION: Dallas, TX
$40,000,000
A family-owned, multi-generational, heavy equipment distributor was seeking to expand its reach by acquiring a large distributor in a neighboring territory, thereby creating a combined Company with broad reach and best in class products. The family, having built significant balance sheet equity over the years through retained earnings, elected to raise junior debt capital instead of contributing $40,000,000 of additional equity.
Congruent proposed a second lien term loan structure that would sit behind the senior lender’s asset-based revolver in the capital structure. While the Company is paying traditional mezzanine economics, the family avoided the dilution that would have come with an equity raise. Congruent is protected through its senior secured position and covenant protection in the credit agreement.
TYPE: Growth Capital
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2012 & 2014
LOCATION: San Antonio, TX
$14,800,000
A family-owned operator and developer of live entertainment venues was raising growth capital to fund the Company’s capital contribution for two new venues. These venues were being developed in partnerships with local municipalities which were providing a majority of the development capital. Upon completion, the Company would manage and operate these venues under long-term leases. Management are considered best-in-class operators with sterling reputations in this niche industry.
Congruent initially structured a $9,800,000 first lien term loan with warrants, providing a highly unique and customized structure that allowed for the delay in cash flows from the ramp of the new theaters.
Approximately two years after the initial raise, the Company approached Congruent to upsize the existing facility by $5,000,000 to provide financing for a third venue, under similar terms as the initial funding. Congruent saw this as an opportunity to expand its relationship with a great Company and management team, expeditiously working to a quick close.
TYPE: Acquisition Financing
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2018
LOCATION: Flower Mound, TX
$32,500,000
The Company is niche pharmacy benefit manager, specializing in servicing private clients with unique servicing requirements. The Company’s long-standing customer relationships and multi-year contracts provide significant protection from economic cycles. The Company is backed by a growth minded Sponsor with a history of successful exits.
Congruent partnered with another firm investing $32,500,000 through a first lien term loan and an equity position. This investment facilitated a sponsor backed buyout of the Company alongside management.
TYPE: Acquisition Financing
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2018
LOCATION: San Marcos, TX
$31,000,000
An aerospace and defense focused sponsor was seeking capital to effectuate the acquisition of a diversified aerospace company primarily focused on government charter operations, as a DOD CARB-approved air carrier, and on-demand air freight services. Congruent brought a great deal of value to the acquisition process through extensive experience with the Company under a prior investment.
Congruent worked with the sponsor and selected bank lender to implement a capital structure that was suitable for the Company and that provided appropriate interest alignment going-forward. Congruent ultimately structured a $31,000,000 mezzanine loan and equity co-investment. The combined capital structure maximized flexibility to quickly fund growth initiatives through upsizing of the senior bank facility, while minimizing debt service requirements immediately post-transaction.
TYPE: Acquisition Financing
STRUCTURE: Minority Equity and Mezzanine Capital
DATE: 2016
LOCATION: Seattle, WA
$10,000,000
An Oklahoma-based independent sponsor was seeking capital to effectuate the acquisition of an aerospace engineering firm focused on the development, certification and supply of certified performance improvement systems for commercial and general aviation aircraft worldwide. The independent sponsor brought significant value through their extensive aerospace experience, a solid operational track record and meaningful skin in the game in the form of cash equity invested.
Congruent structured a $10,000,000 investment comprising a second lien term loan and an equity co-investment, providing significant flexibility in order to reduce the debt service burden on the business and instead allow for future excess cash flow to be reinvested for growth. Congruent’s prior expertise across multiple aerospace transactions was value-add throughout the underwriting process.