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Atlanta, Charlotte, Cleveland, Philadelphia, Toronto www.auroramp.com

Atlanta, Charlotte, Cleveland, Philadelphia, Toronto www.auroramp.com . Table of Contents. Introduction to Aurora Management Partners. Practice Areas. Philosophy. Approach. Professionals. Credentials. Contact Information. A No-Nonsense Approach.

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Atlanta, Charlotte, Cleveland, Philadelphia, Toronto www.auroramp.com

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  1. Atlanta, Charlotte, Cleveland, Philadelphia, Toronto www.auroramp.com

  2. Table of Contents Introduction to Aurora Management Partners Practice Areas Philosophy Approach Professionals Credentials Contact Information

  3. A No-Nonsense Approach Aurora always sees the glass as half full. We’re trained to look at the world differently. We see opportunities where others see only problems. However, it’s our ability to rethink, react quickly and generate tangible results that truly sets us apart. Rethink.When faced with the reality of keeping a business afloat, the hardest thing to do is objectively evaluate all possible options and effectively chart a course for survival. Rethinking any business situation requires facts, clarity of purpose and a objective point of view. Aurora’s professionals bring both the objectivity and the real-world experience struggling business need to react properly and achieve the results expected from both ownership and creditors. React. To survive in today’s rapidly changing marketplace, companies must react quickly to changing market conditions, changing customer demands and changing financial expectations. Taking a wait-and-see attitude or thinking about change is no longer an option. Capitalizing on opportunities or averting disaster requires prompt ACTION. We help companies find the courage to move boldly and quickly. Results. In our business results are the only standard by which we are judged. We consistently meet and exceed the objective agreed upon at our engagement. This will always be the key to our success. The Aurora professionals take great pride in its track record and reputation for getting the job done properly, quickly and cost-effectively.

  4. Our Mission To provide a team of highly qualified professionals who possess the financial, operational and strategic skills necessary to thoroughly address the needs and expectations of corporate management, creditors, investors and boards of directors in rapidly changing business environments. Aurora provides these services in the context of business decline, business transition or rapid business growth.

  5. Our Culture Results Oriented – Aurora professionals are driven to achieve client goals and objectives. Team Focused – Aurora professionals use a team approach to problem resolution and work closely with all levels of client management to optimize the benefit of the complementary skills brought by the Aurora team. Organizationally Sensitive – Aurora professionals understand the emotions that are present in stressful business environments and appreciate the challenges facing family-owned companies as well as publicly-held corporations. Our Commitment Partnership – Aurora is committed to considering the interests of all stakeholders to maximize value. Value Driven – Aurora prides itself on supplying services and solutions where the benefits received by our clients far exceed our fees. Approach – Aurora provides its clients with clear, concise and objective analysis of the core issues and the facts surrounding them. Professionalism – Aurora professionals are committed to the highest level of integrity and business ethics. Senior Level Attention – An Aurora partner or director will lead every engagement. Our Capabilities Engagements – Aurora has the professionals and the experience to handle assignments from the simple and straight-forward to those involving multifaceted, complex, and diverse strategic, operational and financial issues in most industries. Professional Staff – The Aurora team is comprised of experienced senior professionals who possess the experience, knowledge, skills, and integrity that make the difference when addressing challenging assignments.

  6. Our Service Areas Business Consulting Services Creditor Services Investor Services Corporate Governance Advisory • Asset Sale or Acquisition • Business Plan Preparation • Business Strategy • Business Valuation • Chapter 7/11 Management • Finance Negotiation • Interim Management • CEO/CRO/COO/CFO • Litigation Support • Operational and Financial Restructuring • Operational Performance and Process Improvement • Viability Assessment • Working Capital and Cash Flow Management • Borrower Viability and Collateral Assessment • Chapter 7/11 Advisory • Debt Recovery • Forbearance and Loan Restructuring Due Diligence • Interim Management CEO/CRO/COO/CFO • Litigation Support • Forensic Accounting • Liquidation Services • Pre-Funding Due Diligence • Acquisitions • Divestitures • Exit Strategies • Equity Sourcing • Interim Management CEO/CRO/COO/CFO • Investment Assessment • Investment Due Diligence • Litigation Support • Mergers • Refinancing Sourcing • Audit Committee Advisory and Training • Board of Director Advisory in the Zone of Insolvency • Due Diligence for CEO/CFO Compliance • Sarbanes Oxley review

  7. Common Restructuring Scenarios Maximum value realized through continuous improvement in all areas Financial Firm Viability Operational Strategic Financial Operational Strategic On-Going Time Our Philosophy – It’s Not Just Financial There are three major components to any change solution: Financial – Debt Refinancing, Equity Infusion, Cash Management, Financial Restructuring Operational – Improved Productivity, Asset Redeployment, Cost/Process Controls, Improved Management Strategic – Product Positioning, Market Niches, Growth, Consolidation, Exit Too often companies focus on the wrong change solution or think that employing just one of the components is all that is necessary. For example, a financial restructuring may provide temporary relief but without operational improvements and strategic changes the business usually slides back into underperformance and financial distress. Likewise, operational improvements may return the firm to profitability, but without changes in strategic direction the business will continue to experience sub-optimal profitability. The principals of Aurora’s experience in all three of these strategies provides you with a comprehensive solution that delivers long-term rehabilitation.

  8. Our Approach • Our methodology allows us to employ the appropriate strategy based on the unique needs and characteristics of each engagement • Our experience and insight enable us to uncover problems and opportunities quickly thereby eliminating costly delays and revisions and our goal is to bring immediate value to every engagement. • Each engagement is managed by a firm principal who follows an agreed upon workplan and remains actively involved in all phases of the engagement through to completion to ensure client satisfaction and a consistent agenda. • Deliverables are tailored in the appropriate medium to precisely meet the needs of the audience, whether management, creditors, investors or directors.

  9. Our Approach The Aurora Financial Management ToolAurora uses internally developed financial models that integrate the macro budgeting process with micro cash management. These models are based on the concept that a finite amount of resources are available to the company with which to fund the change process. How these resources are utilized will impact the outcome both during a short-term 13 week period cash management period and years into the future. Historical and projected balance sheets, income statements and borrowing bases are automatically updated weekly with actual figures providing immediate and transparent feedback to concerned parties. Working capital management is enhanced with detailed modeling of receipts and disbursements based on historical data. Model Components • Assumptions • Income Statement • Balance Sheet • Borrowing Base • Funds Availability • Cash Receipts • Cash Disbursements • Sales & COGS Forecast • Operating Expenses • Wages & Related Expenses

  10. Our Professionals Advanced Education – All of our professionals hold advanced degrees and/or professional certifications, are highly experienced and possess a deep knowledge of management and turnaround situations. Exceptional Leadership - Aurora principal’s have over one hundred years of combined relevant experience and have held CEO/COO/CFO or other leadership positions at numerous private and public companies. Proven Track Record – Aurora professionals have successfully completed over 200 engagements in a diverse group of industries. Experienced Negotiators – The Aurora professional is skilled at understanding and reducing key problems to manageable issues which assists in achieving acceptable resolutions whether with lenders, unsecured creditors, investors or other stakeholders. Professional Commitment – Aurora partners have significantly influenced the development of the program for designating Certified Turnaround Professionals (CTPs), currently chair committees responsible for CTP advanced education, and have aided in the development of both the Turnaround Management Association and the Association of Certified Turnaround Professionals.

  11. Our Executive Management Team Charlie Soule Chairman Emeritus Ron Turcotte CEO & Managing Partner David Baker Senior Managing Director

  12. Our Executive Management Team Charles A. Soule, CTP, Chairman Emeritus, Winter Haven, FL Charlie Soule is a well known turnaround management consultant with over 30 years of relevant experience. He is a co-founder of Aurora Management Partners (2001) after serving as partner and president of other turnaround firms around the country. He has provided high-level management and leadership for companies across many industries desiring emphasis in revitalization, downsizing and streamlining, revised corporate strategy, crisis management, workouts, turnarounds or divestitures. Particular strengths come from hands-on experiences in former corporate positions and turnaround situations. Mr. Soule is active in the Turnaround Management Association, a recognized Certified Turnaround Professional, has an M.B.A. with Distinction from Harvard University (1969) and a B.A. from Yale University (1963). Past roles have included: consultant with specific assignments to boards of directors or presidents, member of the board of directors, interim CEO or CFO, and other general management positions. Specific tasks have included: risk assessment and valuation of firm and firm’s objectives, implementation of financial controls and management, strategic re-focusing, operational and manufacturing improvements, sales and product realignment, business plan development, assisting in obtaining new financial resources, systems downsizing, and selling or divesting business units. Extensive experience and success with confirmed plans in Chapter 11 reorganizations; approval in courts in North Carolina, New Jersey, Virginia, Georgia, Tennessee, Texas, Alabama, and Florida. These situations have included financial and operational restructuring, creditor assessments, workouts, negotiations, and loan restructurings, as well as operational and organizational strategy development.

  13. Our Executive Management Team Ron Turcotte, CEO & Managing Partner, Atlanta, GA Ron leads the firm’s hands-on, results-oriented approach to turnarounds, workouts and divestitures. As a native of Canada and prior to his immigration to the US in 1983, Mr. Turcotte was heavily involved in the deregulation of the Canadian Telecommunications Industry as a sitting member of the Canadian Radio and Telecommunications Commissions (CRTC) sub-committee, regarding terminal attachment. He was also Treasurer of the National Association of Interconnect Equipment Providers. During this period, he assisted a group of investors with the acquisition of substantially all of the assets of a Canadian Telecom company that was forced into receivership by a Canadian bank. Ron has led numerous out of court restructurings throughout the US within the retail, telecommunications, distribution, manufacturing and construction sectors. He has also applied his expertise to assist with the Chapter 11 process, as Financial Advisor or Chief Restructuring Officer, of a Tennessee based convenience store chain and petroleum products distributor; a California based electronic traffic controls manufacturing company; a Georgia based automotive parts foundry; a New York based outdoor advertising company; a Virginia based retailer of patio furniture, spas and pool chemicals; a Georgia based auto transport company and a Florida based cellular equipment manufacturer. He is presently on the Board of Directors of a Tennessee based private company that designs, manufactures, imports and distributes various automotive aftermarket products. Mr. Turcotte has spent nine years on the Board of Directors of the Southeast Chapter (Atlanta) of the Turnaround Management Association and is a Past-President of the Chapter. He also spent two years on the National Board of Directors of the TMA. He is currently an active member of the American Bankruptcy Institute, the Atlanta Venture Forum and the National Funding Association.

  14. Our Executive Management Team David Baker, CPA, Senior Managing Director, Charlotte, NC David is the Managing Director of Aurora Management Partners and has played a major role in helping the firm expand to include offices in Atlanta, Charlotte and Cleveland. He has been heavily involved with the firm’s bankruptcy practice handling cases in California, New Hampshire, Florida, Georgia, North Carolina, Virginia and Ohio. He has been engagement as Financial Advisor to the Debtor and to the Official Creditors’ Committee as well as Chief Restructuring Officer of the Company. David graduated from the University of North Carolina at Chapel Hill in 1977 with a B.S. in Accounting and subsequently earned his CPA certificate. From 1977 until 1985 he worked with national accounting firms. In 1985, he left public accounting to manage a multi-state textile manufacturer headquartered in North Carolina. Then in 1997 he began his turnaround career with an engagement at a troubled textile business. Since joining Aurora Management Partners in 2000, David has managed a wide variety of both turnaround and bankruptcy consulting engagements. He has managed workouts and divestitures across several industries including steel fabrication and stamping, tier one and tier two automotive suppliers, tool and die manufacturers, textiles, safety equipment distribution, appliance manufacturing, agriculture and food service. David also has extensive experience in China managing several assignments on the mainland, including the negotiation of a joint venture between a U.S. manufacturer and a large automotive producer. His debtor engagements include working capital management and assessments, debt reorganization, viability assessments and asset sales and acquisitions.

  15. Our Executive Management Team David Baker, CPA, Senior Managing Director, Charlotte, NC (cont.) In addition to his consulting duties, David has served as the interim CFO/COO of a $175 million integrated citrus producer and as the interim CFO of a $75 million appliance repair and parts manufacturer. He has also represented several secured creditors in debt recovery engagements. In 2005, Aurora received the Turnaround Management Association’s prestigious National Turnaround of the Year Awards for his work in the Summitville Tile bankruptcy case in Northern Ohio. He has also received several regional awards for other cases. David maintains his CPA and is a board member of the Carolina’s TMA Chapter. David resides in Hickory, NC with his wife and three children.

  16. Our Directors John Palmer Managing Director Dennis Gerrard Managing Director

  17. Our Directors Dennis M. Gerrard, Managing Director, Naples, FL Dennis brings over 20 years of senior management experience to Aurora’s clients, which includes President, CEO, COO and other executive level positions. He also brings an extensive background in turnaround and crisis management with considerable experience in restructuring businesses to operate in cash-constrained environments, reducing manufacturing overhead and SG&A, renegotiating debt and taking companies through Chapter 11 bankruptcy proceedings. His diverse category experience includes consumer products, garments and textiles, automotive, paper and packaging, telecommunications, plastics and distribution and logistics. Plus, he has successfully led the sale of eight different companies throughout his career, including Section 363 and Article 9 transactions.  Prior to joining Aurora, Dennis was a Turnaround Consultant with CRG Partners for six years and before that with Horizon Advisors for two years where he served as interim CEO of two companies, developed and implemented profit improvement and reorganization plans, recruited and installed permanent management, acted as Financial Advisor to the debtor in Chapter 11 foreclosure proceedings and developed a profit improvement plan for a manufacturer of telecom equipment.  His most recent assignment was as interim CEO of a $100 million, multi-division apparel company where he assumed control of the company after a failed sale and then developed and implemented a revised strategy which ultimately yielded over 3X the prior valuation.  Mr. Gerrard has also been interim CEO of a $100 million multi-plant plastics producer, financial advisor to a $100 million garment manufacturer, court-appointed President and COO of a leading storage products manufacturer, Interim CEO of a decorative packaging company and Interim CEO of a packaging products manufacturer. Dennis received his Bachelor's degree from St. Mary's College, Moraga, California.

  18. Our Directors John L. Palmer, Managing Director, Philadelphia, PA John brings extensive management experience to Aurora with over twenty-three years serving in both senior executive and turnaround management roles for a wide variety of middle-market companies involved in retail, manufacturing, electronics, printing, healthcare, biotechnology, services and high-tech. Prior to joining Aurora, Mr. Palmer was with NachmanHaysBrownstein for 8 years where he led NHB’s turnaround teams on more than forty assignments across a diverse group of mid-market companies. Recent engagements include serving as Montgomery Wards’ Plan Administrator in charge of the largest retail liquidation in US history, as the Chief Administrative Officer of Verso Technologies, Inc. and as the Chief Administrative Officer of Norstan Apparel Shops, Inc. d/b/a Fashion Cents. He has also served as the Chief Restructuring Officer of Craft Machine Works, Inc., and as an advisor to a New York-based nursing home chain and a specialty lumber distributor. In addition, he has served in many executive management positions and brings extensive bankruptcy experience to Aurora that includes a preference investigation for a creditors committee, serving as the restructuring consultant for The Museum Company, both before and after its Chapter 11 filings, and serving as the Chief Restructuring officer during a dotcom liquidation.

  19. Our Directors John L. Palmer, Managing Director, Philadelphia, PA (cont.) Upon completion of his Ph.D., Dr. Palmer began his career as a member of the faculty of Harvard Medical School and the Massachusetts General Hospital Diabetes Unit, where he authored the first of his twelve U.S. patents. He moved to the biotechnology industry in the early 80s, where he commercialized one of the industry’s first recombinant products at Repligen Corporation. Dr. Palmer then founded Enzymatics, Inc., where he raised three rounds of venture capital funding and led the company through an IPO. Enzymatics developed and commercialized the first FDA-approved quantitative saliva diagnostic. During this time he had 18 scientific papers published in peer-reviewed journals. Dr. Palmer has a BA in Chemistry from the University of California at San Diego and a Ph.D. in Biochemistry from Brandeis University. He is a Certified Turnaround Professional and a member of the Turnaround Management Association, the Association for Corporate Growth and the American Bankruptcy Institute. John and his wife Madhuri Malkani, have three sons, Jacob 19, Kavi 9 and Shaan 6 and he enjoys spending time with his family, woodworking and rooting for the Eagles.

  20. Our Directors Jim Ebbert Director Chip AuWerter Managing Director

  21. Our Directors Jay P. “Chip” AuWerter, CTP, Managing Director, Cleveland, OH Chip joined Aurora Management Partners in 2007 as a Director to manage our Cleveland office and serve Aurora’s growing client base in the Great Lakes Region. Prior to joining Aurora, Mr. AuWerter was with Glass & Associates in New York and most recently with The Pearce Group in Cleveland where he was Managing Partner with responsibilities for a variety of operational turnarounds and restructurings. Chip is a respected turnaround professional and a Cleveland native, and he’ll give Aurora an even stronger presence in this market area as well as the ability to effectively serve our growing list of middle market clients in the healthcare, automotive and other manufacturing industries. Chip is an impact player and brings proven leadership skills to Aurora’s clients. Mr. AuWerter has held a variety of management positions with various companies, including CEO, COO, CFO and CRO and has conducted business/operational assessments for over 25 companies. In addition, he brings the added experience to Aurora’s clients from his work with Booz, Allen & Hamilton where he was a Management Consultant and with Ford Motor Company where he was a Product Line Manager and Senior Product Planning Analyst. Chip is also a CTP (Certified Turnaround Professional) and an active member of the Ohio Chapter of the Turnaround Management Association.

  22. Our Directors Jim Ebbert, CTP, Director, Rockland, ME Jim joined Aurora Management Partners in 2008 to manage and grow our client base in the Northeast market. Mr. Ebbert joined Aurora from the McShane Group and prior to that he was with Allomet Partners. He is a seasoned turnaround professional and a New England native who will be able to quickly help Aurora expand its account base in the Northeast while effectively supporting Aurora’s growing national client base. Jim is a CTP with proven leadership skills and has been a turnaround professional for the past 18 years helping a variety of companies develop and implement operational and financial restructuring plans. His experience includes viability analyses, business plan assessments, cash-flow modeling and forecasting, out-of-court vendor management and restructuring, forbearance agreement negotiations, AR management and organizational restructuring. Plus, he has extensive bankruptcy experience and has served as court-appointed receiver for several companies as well as managing the orderly liquidations of both company divisions and entire companies. Mr. Ebbert graduated magna cum laude from Bucknell University with a Bachelor of Science degree and holds his MBA, with distinction, from the Johnson Graduate School of Business at Cornell University. He is a past director of the Association of Turnaround Professionals and active in both the Portland, Maine and Boston TMAs.

  23. Our Directors David Houseman Director Patty Missal Director

  24. Our Directors Patricia Missal, CPA, Director, Cleveland, OH Ms. Missal brings over twenty years of professional experience to Aurora’s clients, specializing in interim management, financial advisory services, and restructuring services. Plus, her experience spans a wide range of industries, including construction, manufacturing, healthcare, energy, distribution and software. Prior to joining Aurora, Ms. Missal was a principal at Bridge Associates LLC for two years where her engagements included conducting due diligence on a potential acquisition for a large private equity fund, being a member of the restructuring team and interim Chief Operating Officer for a consumer products company and handling a court sanctioned auction for an acute care hospital. Prior to that she served as a Principal for Newmarket Partners, LLC., where she provided services as Chief Restructuring Officer, worked as advisor on several sale engagements (both in and out of bankruptcy settings), and performed forensic accounting and investigation services. She has also worked for four years as CFO with Yen Enterprises, Inc., a $40 million family of companies specializing in steel components and manufacturing where she was primarily responsible for overseeing day-to-day financial matters and bank relations and negotiations. She also developed and implemented a turnaround plan with vendors and lenders, allowing production of goods and company operations to continue for a period of nearly three years. Ms. Missal is a member of the American Institute of Certified Public Accountants, the Ohio Society of Certified Public Accountants, and International Women’s Insolvency and Restructuring Confederation. She received her Bachelor of Science in Accounting from Ashland University and a Masters of Business Administration from Cleveland State University.

  25. Our Directors David E. Houseman, CPA, Director, Chattanooga, TN Dave Houseman has been a turnaround consultant for various periods since 1987 with his own firm, Houseman & Associates, Inc. prior to joining Aurora in 2001. Dave has held executive positions since 1991 including Chief Executive Officer of a publicly traded apparel company and several Chief Financial Officer and Chief Operating Officer roles. He also has extensive financial experience serving as Vice President of Finance, Controller and senior auditor for many different organizations. Dave has recently advised the CEOs of metal working, consumer products, transportation and consumer packaging companies on general business problem management and analysis of business growth or sale opportunities. He has held CPA certification in three states, an office with the Financial Executive Institute and been appointed to several boards of directors. Mr. Houseman received his B.S. in Commerce from the University of Virginia-McIntire School of Commerce.

  26. Our Directors Andy Barbee Director

  27. Our Directors William A. (Andy) Barbee, CPA/ABV, CIRA, Director, Charlotte, NC Mr. Barbee has more than 18 years experience advising companies and managing engagements that involve bankruptcy, divestitures, acquisitions, business valuation, and fraud investigation. In addition, he has extensive hands-on experience working with debtors and creditors in bankruptcy matters that includes everything from viability analysis, divestiture of assets and closing facilities and operations to business valuation, insolvency and preferential/fraudulent conveyances. Andy’s brings a diversity of business expertise to Aurora’s clients because he has served clients in a wide variety of industries that includes textile, machinery and equipment, automotive parts and steel manufacturers, distribution, insurance, construction, real estate, technology and automotive, heavy equipment and hardware retailers. As a member of the Financial Advisory Services practice of Coopers & Lybrand for five years he helped a $100 million textile manufacturer through the bankruptcy process, including selling off a foreign subsidiary, closing one plant and determining which business lines to exit. In addition, Andy has been controller of a $40 million manufacturer where he assisted in obtaining new financing and implemented a new information system that reduced financial statement preparation time from 90 to seven days and was interim CFO for a $100 million multi-location automobile dealer in bankruptcy where he closed two unprofitable locations and sold a used car location and a franchised new car location for $2.6 mm more than their collateral value. Most recently, Andy has worked in the Economic Advisory Services (EAS) practice of Grant Thornton. The EAS practice assists clients in bankruptcy, business valuation, fraud investigations, and litigation support. When he was hired, the group had one person and less than $100,000 in revenues. Over his six years with the firm, Andy was integral to growing the EAS practice to over $6 million in revenues and 25 professionals. Andy is a director and past president of the Turnaround Management Association, Carolinas Chapter; director and finance committee chair for the Children’s Law Center; and treasurer of the FBI Citizens Academy Alumni Association.

  28. Our Consultants Lynn Huras Senior Consultant Richard Kennedy Senior Consultant

  29. Our Consultants Richard Kennedy, Senior Consultant, CTP, Charlotte, NC Richard is a senior consultant with Aurora Management Partners in Charlotte, NC and brings more than Twelve years of consulting experience to Aurora’s clients. He has assisted companies with a wide range of operational, financial and strategic issues including out of court restructurings, bankruptcies, liquidations, viability and insolvency analyses, acquisitions and divestitures. Richard has been engaged by many family-owned businesses, equity and venture capital investors, and both traditional and non-traditional lending institutions. He draws on engagement experience across many industries including: light and heavy manufacturing, distribution, construction, agriculture, beverage, oil and gas, utilities and automotive. Prior to joining Aurora, Richard was a member of the Corporate Strategy Consulting Practice with PricewaterhouseCoopers in Chicago where he focused on developing short and long-term strategies based on the ideal combination of improved profitability and value accretive growth. He assisted in creating and implementing process improvements, analyzing and reducing excessive cost centers, and performing asset portfolio analysis to identify value destroying areas of the client’s business. This also involved numerous valuation and scenario analyses as well as the implementation of performance management systems that aligned appropriate key performance indicators with sophisticated business models. Richard graduated from Wake Forest University with a B.S. in Business Administration concentrating in Finance and obtained an M.B.A. from the University of Georgia with a concentration in Corporate Finance and Entrepreneurship. He is a Certified Turnaround Professional, and serves on the Board of Directors of the Carolinas Chapter of the Turnaround Management Association. He resides in Charlotte with his wife and two children.

  30. Our Consultants Lynn Huras, Senior Consultant, Toronto, Canada Lynn has spent the last 20 years in both executive positions and hands-on management roles for a diverse group of public and private companies. While her roots are in financial management and financial operations, she also has extensive experience in strategic planning and business and product development bringing new products and services to market. Lynn has a unique ability to quickly analyze a business, determine needs, conceptualize solutions and implement a broad-based plan of action. In addition, she is highly proficient at streamlining business processes, systems and procedures and managing the restructuring of individual departments or entire organizations. Ms. Huras is a current member of the Turnaround Management Association, Toronto Chapter and has been with Aurora since 2004.

  31. Our Consultants John Leiti Consultant Steve Smerjac Consultant

  32. Our Consultants Steve Smerjac, Consultant, Atlanta, GA Steve joined Aurora Management Partners as a finance and operations consultant. Steve’s specialty is working with turnaround management situations that require detailed analysis and the implementation of fiscal, operational and risk management strategies. Applying over 14 years of experience in business operations, financial analysis, portfolio management and due diligence, Steve works closely with Aurora’s clients to identify their unique goals and develop solutions that will effectively improve client profits and bottom-line productivity. He has acted as an interim CFO for two clients, enabling them to successfully navigate a critical change management period. He has productively restructured operational processes for numerous clients working in the manufacturing sector and provided warehouse and delivery accounting structures to maximize clients’ operations and revenue gains. Steve helps our clients gain a competitive edge through comprehensive analysis, development and implementation of productive solutions and a genuine dedication to helping Aurora clients achieve their specific business, financial and operational goals.

  33. Our Consultants John Leiti, Consultant, Atlanta, GA John has been involved primarily in corporate finance, strategic planning, financial and operational restructuring, and bankruptcy litigation for over 17 years. He has been a lead advisor in operational reorganizations, financial restructurings, mergers and acquisitions, turnarounds, loan workouts and Chapter 11 bankruptcy proceedings. John has also served in a variety of roles with businesses and their counsel ranging from financial advisor to serving as on-site turnaround manager or in interim management positions. In addition to his experience as a service provider, he has also acted as Chief Financial Officer and Chief Restructuring Officer. His experience crosses a spectrum of industries including manufacturing, distribution, telecommunications and financial services with extensive experience in the healthcare industry. Mr. Leiti holds a Bachelor of Science Degree in Accounting and Business Administration. He is a member of the Turnaround Management Association and Association of Insolvency and Restructuring Advisors.

  34. Our Consultants Jason Shulick Analyst Shane Sparks Consultant

  35. Our Consultants Shane Sparks, Consultant, Chattanooga, TN Shane is a pro-active and results-oriented individual with broad experience in financial management, financial analysis and operations. He most recently completed an assignment overseeing financial management and operations for a medium-sized automotive aftermarket manufacturing company with extensive operations in China. He also fulfilled the CFO duties for a real estate company as well as asset management of a financial capital company. In addition, Shane has extensive experience in the franchised food service industry and has served as Finance Manager/Controller for an Atlanta-based restaurant group with over 4,000 employees and multiple food service concepts. This experience is currently being utilized in a Florida Bankruptcy of a chain of TGI Fridays Restaurants where Shane is responsible for over 23 monthly operating reports and cash flow reports. Shane has a Bachelors degree in Political Science with a minor in Finance from Georgia Southern University.

  36. Our Consultants Jason Shulick, Analyst, Atlanta, GA Jason has a diverse financial background with extensive experience in financial assessment and analysis and strategic business planning. His primary focus on behalf of Aurora’s clients is providing detailed operational and financial analysis and planning support to clients requiring turnaround management services. Prior to joining Aurora Jason had his own consulting firm providing strategic business, financial, and tax planning services to companies in a variety of industries. He has also worked for a division of Cox Enterprises called Manheim, which is the world’s largest auto-auction company where he was the corporate liaison for all their international auctions and their North American non-auction businesses such as Dent Wizard and Manheim Automotive Financial Services. These businesses generated over a half billion dollars in annual revenue and his responsibilities included the monthly review and analysis of each business units’ financials, strategic planning and new business development initiatives. Mr. Shulick has also worked for PricewaterhouseCoopers, LLP and Ernst & Young, LLP where he handled a variety of consulting projects for clients such as International Paper, Blockbuster, Vanguard, and Halliburton. Jason is a registered CPA in the state of Texas and is a member of the Atlanta Turnaround Management Association. He holds a Masters of Professional Accountancy degree from The University of Texas at Austin and a B.S. from Clemson.

  37. Our Resources Affiliate Networks – Aurora maintains a strong relationship with other professional organizations to augment our professional needs in specific area’s of expertise. These include the following: • Financing Sources • Asset-based Lending • Banking Facilities • Mezzanine Capital • DIP Financing • Acquisition Sourcing • Business Valuation • Industry Specialists • Liquidation • Appraisals • Auctions • Equity Investors • Working Capital • Growth Capital • Angel Investors • Human Resources • Outplacement • Erisa • Management Recruitment • Attorneys • Merger & Acquisitions • Corporate • Bankruptcy

  38. Our Credentials - Industry Experience Industry experience may be important but not compelling when seeking to engage outside professionals to provide assistance in times of change. Today’s business challenges crossover industry lines. Applying the insights and knowledge developed in other industries can prove to be a significant advantage. Most industries are constantly changing so specific industry knowledge becomes out-of-date quickly. In some cases too much industry experience can put blinders on someone so that they may miss certain critical nuances that are of great importance to that particular client. The experience that is really required is the ability to analyze a client’s situation from the top down and from the bottom up, and to then develop practical solutions quickly and accurately. The Aurora team uses its broad business experience along with its specific industry expertise to isolate the key performance drivers and the relevant strategic and financial issues at each client. The solution that addresses that unique situation flows from this analysis an may often involve thinking outside the box. Following on the next page is a partial listing of the industries in which we have worked and the types of companies we have helped survive a myriad of business struggles.

  39. Our Credentials - Industry Experience • Manufacturing • Aerospace and Defense • Automotive • Parts • Trucks • Chemical & Fertilizer • Doll And Toys • Electronics • Injection Molding • Leather Tanning • Marine Products • Office Equipment • Paint • Pump • Specialty Products • Plastics • Precision Metal • Signage Products • Scrap Recycling Plants • Steel & Steel Scrap • Textile • Wire Rope and Cable • Telecommunications • Cable Installation • Key Telephone Systems • Network Infrastructure • National Call Center • PABX Systems • Satellite Communications • Service • Agriculture and Farming • Citrus growing • Cotton Processing • Dairy farming • Onion Growers • Construction-Residential and Commercial • Defense Contracting • Education • Forestry • Food Processing • Food and Juice • Soft Drink Bottling • Hotel/Motel Chains • Insurance Restoration • Mining/Earthmoving • Pest Control • Printing • Trucking • Retail • Convenience Stores • Cinemas • Department Stores • Restaurants • Fast Food • Full Service • Resorts • Specialty Retail • Distribution • Automotive Parts • Fuel and Lubricants • Construction • Doors and Windows • Heavy Equipment • HVAC • Lumber & Building Material • Golf Course Supplies • Office Equipment • Plastic Sheet Goods • Signage Systems • Truck • Distribution/Leasing • LTL Hauling • HealthCare • Home Health • Hospitals • Medical Supply • Distribution • Manufacturing • Medical Research • Skilled Nursing and Assisted living • Surgery and Imaging Centers

  40. Our Credentials Consulting and Financial Advisory Engagement Summaries Financial and Operational Consulting and Restructuring Viability Analysis and Restructuring Assessment and Workout Plan $60 Million Integrated Communications Company $40 Million Fully Integrated Citrus Operation $175 Million Food Service Distributor Developed system to assess applicability and value of various restructuring and operational improvements that were determined by the company’s management team. Provided detail projections for operations and financing to take into account seasonality of cash flows and need to restructure debt service to match projected seasonal fluctuations. Provided detail report to Board and lenders. Stabilized business first by evaluating business lines and implementing successful cash management program. Identified five core business lines and shed seven non-core businesses. Reduced headcount by two-thirds while maintaining output. Renegotiated loans reduce current debt service while maintaining collateral security. Successfully renegotiated long-term debt. Created strategic plan focusing on key components. Provided the Board of Directors with a complete assessment of operations, management, financial performance, and strategic positioning. Prepared detailed financial and operating projections with several scenarios as alternatives. Recommended complete restructuring and consolidation of operations, divestiture of non-core assets, and restructuring of remaining debt. Recommendations were accepted and acted upon.

  41. Our Credentials Interim Management Engagement Summaries Workout and Interim Management Financial Advisory &Interim Management Financial Advisory, Operations Improvements and Interim CFO $24 Million Casual Dining Restaurant Chain $150 Million Integrated Agriculture and Food Service Company $75 Million Appliance Parts Manufacturer & Distributor Improved operating profitability by $3 million within 6 months. Focused on weekly operations, better hiring and training of employees, and employee incentive programs. Evaluated all locations and closed unprofitable and non-core operations. Assisted with successful Chapter 11 process, lender negotiations, valuations, and sale of profitable ongoing business, thereby doubling the return of capital to creditors from that which had originally been anticipated. At the beginning of this engagement the company was losing approximately $22 million per year. Through turnaround work as interim CFO and as an advisor to management, the company was on track to generate $4 million in operating profit and meet all debt service requirements. Managed the company into Chapter 11 process to satisfy senior lender requirements. Assumed control of working capital management as acting CFO to stabilize cash flows and re-establish relationships with secured lender as well as trade creditors. Developed and installed plan to generate $2.4 million in free cash flow within six months. Provided Board with enough time to negotiate sale of company as a continuing operation.

  42. Our Credentials Select Additional Engagements $200 Million Oilfield Services Company – Contracted for interim management as CFO. Developed financial reporting and cash management systems enabling the company to grow from $20 million to $200 million. Orchestrated several divisional startups. Instrumental in selling the company to a group of investors for $214 million. $110 Million Safety Equipment Distributor – Prepared assessment and evaluation of multi-state warehousing operation. Restructured financial and operational reporting system. Orchestrated consolidation of operations and subsequent closing of 12 branches with no degradation in customer service. Implementation of plan resulted in a return to profitability and positive cash flow. $110 Million HVAC Distribution & Service Company – Provided turnaround consulting and management succession planning and implementation which led to a successfully reorganized company within 18 months. Accomplished outside the bankruptcy process. $55 Million Steel Processing Company – Provided interim management during a going-concern liquidation of a steel processing plant. Efforts resulted in a 200% increase over the original projected recovery by the secured parties. $ 25 Million Pressure-Vessel Manufacturing Company – Provided assessment and interim management for an international company involved in boilers and pressure vessels. This led to a reorganization of the company and optimization of financial performance The business was sold under Section 363 of the Bankruptcy Code. $24 Million Mail Order and Agricultural Producer – Contracted to advise a sole proprietorship in Chapter 11. Prepared financial and operational projections, developed strategic planning model, effected change within the organization to achieve positive cash flows, negotiated with secured lenders and obtained D-I-P crop loan. The business was successfully reorganized and emerged from Chapter 11.

  43. Our Contact Information Website: www.auroramp.com Headquarters: Ron Turcotte, Managing Partner email: rturcotte@auroramp.com 4485 Tench Road Suite 340 Atlanta, GA 30024 Tel: 770-904-5209 Fax: 770-904-5226 Offices in Charlotte, Cleveland, Philadelphia & Toronto

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