2. Overview
PAGE
THE FIRM 3
RESTRUCTURING & FINANCIAL ADVISORY
Debtor Services 7
Lender and Creditor Services 11
SELECT ENGAGEMENTS AND PAST TRANSACTIONS 15
BIOGRAPHIES 20
CONTACT INFO 24
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3. The Firm
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4. The Firm
Over 30 consultants, both highly credentialed and seasoned, providing
strategic advisory services, independent analysis, and expert testimony.
- Certified Financial Forensics (CFF)
- Certified Public Accountants (CPA)
- Juris Doctor (JD)
- Accredited in Business Valuation (ABV)
- Certified Computer Forensics (CCF)
- Certified Valuation Analyst (CVA)
Diverse practice area scope:
- Claim Services
- Corporate Turnaround & Restructuring
- Digital Forensics
- Transaction Advisory Services
- Energy Economics
- Financial and Economic Damages
- Intellectual Property
- Valuation Services
- Capital Project Management
- Forensic Accounting
Experience to product results:
- Leadership and Depth ~ executives with years of hands-on financial and operational
experience
- Solutions and Value ~ partnering to provide credible and executable outcomes
- Speed of Action ~ focused on achieving both short and long-term objectives
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7. Debtor Services
Functional Expertise
Accumyn’s core turnaround and restructuring program
CASH FLOW CREDITOR BALANCE SHEET
GENERATION NEGOTIATIONS RESTRUCTURING
Understand business Provides trust, Deep understanding
cash flow drivers credibility and and experience in the
solutions capital markets
Rebuild and
reconfigure cash Experience in creating Experience in all
monitoring processes solutions for both tranches of the capital
secured and unsecured structure
Create financial and
creditors
internal control Experience providing
programs to conserve Bring in new capital workable solutions to
cash-flow when required both secured and
unsecured creditors
Manage short and
long-term liquidity Allows management
to focus on operations
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8. Debtor Services
Functional Expertise
Accumyn’s additional value-added capabilities
INTERIM OPERATIONAL ASSET
MANAGEMENT TURNAROUND REALIZATION
Seasoned financial and Experience in a wide Understands how to
operational executives array of industries value and analyze
w/ C-level experience business operations
Brings to the table
Can assume CRO decades of experience Provide analytical
responsibilities in corporate strategic, driven approach to
financial, and product, asset,
Have operated both in
operational planning operational divestiture
and outside of
bankruptcy Proven performer in Focused on
applying change monetizing value to
Re-establish corporate
management solutions the Company
priorities
Relationships in the
Morale boosting
market place to effect
presence
smooth transactions
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9. Debtor Services
Assisting Under Performing Companies
Strategic assessments and operational review
Management assessment
Business and financial modeling
Cash flow turnaround management and enhancement
Creditor restructuring assistance
Crisis and interim management
Distressed asset acquisition analysis
Restructuring plan design and negotiation
Collateral reviews
Exit strategy implementation and value maximization
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10. Debtor Services
Insolvency Services
Pre-bankruptcy planning
DIP financing/cash collateral budgets
Bankruptcy accounting and reporting
Collateral valuations
Liquidation analyses
Lease/contract evaluation
Retention/severance plan development
Reorganization plan development
Disclosure statement assistance
Feasibility analyses
Negotiation with parties-in- interest
Claims management
Avoidance actions
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12. Lender and Creditor Services
Functional Expertise
DEBTOR CASH FLOW TROUBLED CREDIT
OVERSIGHT PERFORMANCE ALTERNATIVES
Negotiating Understand business Assess options
forbearance / covenant cash flow drivers creditors of distressed
waivers credits
Rebuild and
Focused on protecting reconfigure cash Craft alternatives to
investments monitoring processes meet stakeholder
expectations
Experienced at Expand working
analyzing debtor’s capital base Quickly provide risk
challenges and management and
Manage short and
presenting solutions mitigation strategies
long-term liquidity
Recommend continued
Provide reliable and
funding / exit
accurate forecasts
strategies
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13. Lender and Creditor Services
Functional Expertise
RECEIVERSHIP
COURT APPOINTED FINANCIAL ADVISOR
SERVICES TO CREDITOR COMM.
Experienced in serving Assess situation Skilled in safeguarding
in an interim- surrounding debtor third-party interests
management capacity Challenge and validate Ability to oversee
o CRO debtor company interests of all
strategies and participating stake-
o CEO
projections holders
o CFO
Provide practical risk Can turn short-term
Experienced with both
management and crises into long term
Chapter and 7 and 11
mitigation advice viable recovery plans
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14. Lender and Creditor Services
Functional Expertise
EXPERT TESTIMONY ASSET DUE DILIGENCE
WITNESS RECOVERY ASSESSMENT
Can provide testimony Can navigate thru Experienced in making
for reliability of competing, rights, operational, financial,
information to interests and claims and HR assessments
achievability of for funding projects
Effect cooperative
forecasts solutions, maximizing Determine market
Possess financial and value for the firm’s positioning, execution
technical expertise to clients capabilities, business
understand the unique plan attainability and
Experienced in loan
complexities of various success of cash flow
recovery, asset and
situations enterprise sales, and Focused on earnings
liquidations quality and debt
service capabilities
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16. Past Engagements
Principal Bankruptcy & Restructuring Experience
Southland Corporation Seitel, Inc. Principal Financial Group
(Retained as Financial Advisor) (Financial Advisor to Secured Lenders) (Retained as Financial Advisor)
Represented a large-cap company Represented the senior lending group for a Represented agent bank in performing due
(worldwide operator of 7-Eleven stores) in $300mm public company in their efforts to diligence related to its $500mm senior
its Chapter 11 restructuring efforts. restructure debt and continued representation revolving credit facility.
throughout the Chapter 11 process.
Work included the development of a Work included review of various classes of
turnaround plan, which called for the sale of Work performed on behalf of the lenders assets, including an in-depth analysis of the
significant divisions of the company, included asset due diligence related to the valuation of residual interests resulting from
focusing operations on the core business DIP financing facility, assessment of the Company's securitization activity.
unit. operational turnaround strategy, development
Developed a successful restructuring plan
of recapitalization plan, and on-going
Efforts resulted in significant enhancement that resulted in full payment to the senior
monitoring of operating results.
to shareholder value. lenders under 15 months.
Wick n Sticks & Wallpapers to Go
Al Copeland Enterprises Memorex Telex
(Retained as Financial Advisor)
(Advisor to Unsecured Creditors Committee) (Retained as Financial Advisor)
Restructuring Advisor to unsecured Restructuring Advisor to a pioneer and leader Retained as Financial Advisor to prepare
creditors committee of public restaurant in high performance audio. turnaround plan and confirmation plan of
chain. large public franchisor.
Implemented broad cost reduction initiatives
The company completed a Chapter 11 generating millions in cost savings. Secured Plan was confirmed and reconstituted
restructuring that provided the company incremental financing, and negotiated a pre- company emerged from Bankruptcy in less
with the time to develop and begin the arranged bankruptcy restructuring. than one year.
execution of a turnaround plan, and obtain
Allowed the company to emerge from
the additional liquidity required to finance
bankruptcy in approximately six months with
the road to recovery.
a right sized cost structure, significantly
reduced leverage, while enabling the
company the flexibility to pursue new growth
opportunities.
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17. Past Engagements
Principal Bankruptcy & Restructuring Experience (cont.)
Long Term Credit Bank of Japan
Schwinn Corporation Advent Communciations
(Retained as Financial Advisor)
(Retained as Restructuring Advisor) (Retained as Turnaround Manager)
Restructuring Advisor for manufacturing Worked with the senior management team for Represented the senior lending group of a
division of a global company. this consulting and software group which regional supermarket chain.
operated in multiple markets in the Southern
Completed a fast track restructuring in less Work included an in-depth review of the
United States.
than 15 months. company's operations and, based on
Assisted the company with the establishment forecasted operations, assisted the lenders
Successfully implemented over $9 million in
of liquidity forecasting tools and budgeting in negotiations with the company and
operational EBITDA improvement initiatives,
processes, significantly enhancing the quality bondholders on a complex wind-down
while shedding non-core assets.
and accuracy of the budgeting and recovery.
forecasting process
Generated over $75 million in proceeds.
Assets were liquidated with lenders and
bondholders receiving full recovery.
National Commercial Grower
Electro-Mechanical Industries
CompuData
(Retained as Financial Advisor)
(Retained as Financial Advisor)
(Retained as Financial Advisor)
Represented a mid-cap company in Evaluated the solvency of EMI at its counsel’s Retained as Financial Advisor to a top three
restructuring efforts. Assisted the company request in light of the bankruptcy plan of national commercial grower of specialty
in the development of a business reorganization and certain contingent plants.
restructuring plan and in negotiating a new liabilities.
Facilitated the workout of a $20 million
credit facility which was supported by the
Provided report regarding solvency. senior credit facility and the workout of $5
Company’s plan.
million in trade payables.
Led the Company in maneuvering through
Arranged for new senior lender to be
the bankruptcy process and provided critical
brought in upon workout of previous facility.
testimony and affidavits in support of
various motions in the bankruptcy court.
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18. Past Engagements
Principal Bankruptcy & Restructuring Experience (cont.)
Private Retail REIT
Auto Part Distribution Co. Biotechnology Company
(Retained as Financial Advisor)
(Retained as Financial Advisor) (Retained as Financial Advisor)
Retained as Financial Advisor for a regional Retained by unsecured creditors of a publicly Retained by a national private REIT to
auto after market part distribution company. traded bio-technology company. manage liquidation of distressed joint-
venture acreage in Texas and California.
Facilitated workout of $6 million over Structured and implemented out of court
advance on a $13 million asset based credit creditor $6 million settlement plan to facilitate Provided analysis of 250 retail property
facility. Restructured operations, negotiated the company’s merger with a private acquirer. portfolio and provided risk management
unsecured creditor workout and arranged recommendations.
for new purchase order financing.
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19. Past Engagements
Principal Financial Advisory Transactions
Laser Power, Inc. The Writer Company Networks Electronics, Inc.
(Retained as Financial Advisor) (Retained as Financial Advisor) (Retained as Financial Advisor)
Retained as financial advisor to publicly Retained to assist in the sale of a publicly Appointed by probate court to sell deceased
traded laser-optic dome manufacturer. traded regional home builder. founder’s publicly traded shares held in
trust.
Implemented shareholder defense process Conducted auction, structured transaction,
(poison pill), conducted auction to sell the and provided fairness opinion to Board of Conducted sale process, structured
company. Directors on $55 million sale to a national transaction, and provided fairness opinion
competitor. on the $13 million sale of the company to a
Transaction concluded with a $36 million
UK based industrial conglomerate.
cash/equity sale to a public competitor.
Provided fairness opinion to the Board of
Directors.
PDS Gaming, Inc.
(Retained as Financial Advisor)
Retained by publicly traded gaming
equipment provider on its exchange of
$11.4 million in Senior Subordinated Notes.
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21. Restructuring & Advisory Team
David N. Eliff, CPA T: 713.430.6895
E: deliff@accumyn.com
Mr. Eliff, a Managing Director, has 25 years of professional and executive management experience, including seven years as the CFO
of publicly traded firms. As a management advisory consultant, Mr. Eliff has been engaged by numerous firms as interim CFO or in a
lead financial advisory role and has led the development and implementation of numerous turnaround and restructuring plans.
Mr. Eliff has advised a wide consortium of companies in many industries. He has had leadership roles in small and medium sized
companies and led equity and creditor teams on many large capitalization bankruptcies and out-of-court workouts. He is skilled in cash
forecasting, cash management and liquidity monitoring, and has designed turnaround and refinancing plans for large, medium and small
capitalization companies. He has advised on issues such as business disposals or acquisitions, factory closures, business planning, crisis
stabilization/cash flow management, operational & financial restructuring and re-financing. Additionally, he has assisted in developing
exit strategies for unprofitable business units. Moreover, Mr. Eliff has acted as an advisor to a number of boards in diverse sectors
including oil and gas, beverage, engineering, and financial services and aided in the development of plans to facilitate ongoing creditor
support, financial and operational restructuring.
Mr. Eliff’s in-depth experience in investment banking, general management, strategy consulting, securities analysis, and turnaround
management has enabled him to develop or customize business restructuring programs that create sustainable value. He has provided
assistance to companies either in distress themselves or affected by insolvent entities, and addressed the comprehensive scope of
restructuring from front-end assessment to effective decision-making support, and transaction solutions. His past engagements have
enabled him to recognize opportunities for creating value through restructuring, including changes in technology or manufacturing,
heightened marketplace competition, regulatory requirements, taxes, shifts in interest rates, or shifts in business practice, efficiency and
performance.
Previously Mr. Eliff has held management positions at LECG, LLC and in the restructuring group at PriceWaterhouse, and he has
served as the CFO for a publicly-traded software firm and an energy services firm. He earned his B.B.A. degree in accounting from
Texas Tech University and is a Certified Public Accountant*, a candidate to become certified as a Certified Financial Analyst, and a
member of the American Institute of Certified Public Accountants and Turnaround Management Association.
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*Accumyn is not a CPA firm. Corporate Restructuring & Financial Advisory
22. Restructuring & Advisory Team
Scott A. Bayley, CPA/ABV, CFE, CVA T: 713.417.4620
E: sbayley@accumyn.com
Mr. Bayley, a Managing Director, is the founder of Accumyn. He has served public and private businesses, governmental entities, and
law firms with auditing, accounting, financial, and economic consulting services for over twenty years. A primary focus of his practice
is analysis of damages, fraud and forensic accounting examinations, preparation of expert reports and expert testimony regarding
accounting disputes, financial and economic claims, and valuation analysis.
His dispute consulting experience includes assisting in matters such as breach of contract, lost profits, intellectual property infringement
(patent, copyright, trademark, and trade dress infringement), misappropriation of trade secrets, antitrust/anti-competitive analysis,
business interference/interruption, shareholder and partner disputes, lender liability, wrongful termination and employment disputes,
fraud and misrepresentation, funds tracing, and forensic accounting investigations.
Mr. Bayley has provided expert testimony in matters involving financial disclosures, generally accepted accounting principles,
securities fraud, shareholder disputes, broker/dealer actions, breach of fiduciary duty, failed mergers/acquisitions, intellectual property
disputes, professional malpractice, directors and officers claims, insurance fraud, and valuation of securities and derivatives.
Most recently, Mr. Bayley was a Managing Director for the expert services firm LECG in Houston. Previous positions include Partner-
in-Charge of financial advisory services at BDO Seidman, Managing Director with responsibilities for litigation consulting, forensic
accounting and valuation at KPMG, Senior Manager in dispute analysis and corporate recovery services at Price Waterhouse, and
Manager in audit and business advisory services for Arthur Andersen.
Mr. Bayley holds a BBA degree in Accounting from The University of Texas at Austin. He is a Certified Public Accountant (CPA)*
and Accredited in Business Valuation by the American Institute of CPAs (ABV). He is also a Certified Fraud Examiner (CFE) and a
Certified Valuation Analyst (CFE). Professional affiliations and memberships include the American Institute of Certified Public
Accountants, the Texas Society of Certified Public Accountants, the Association of Certified Fraud Examiners, the National
Association of Certified Valuation Analysts, and the Licensing Executive Society.
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*Accumyn is not a CPA firm. Corporate Restructuring & Financial Advisory
23. Restructuring & Advisory Team
Cyrus P. Commissariat, MBA T: 713.385.9101
E: ccommissariat@accumyn.com
Mr. Commissariat, specializes in the development and execution of operational and financial strategies for the firm’s corporate
turnaround and bankruptcy restructuring clients. Over the course of his career, Mr. Commissariat has served in a senior capacity as
turnaround and restructuring advisor, CFO, and investment banker and has executed over $500 million in corporate finance advisory
engagements including secured and unsecured debt restructurings, asset dispositions, mergers and acquisitions, fairness opinions, stock
repurchases, shareholder rights plans, and placements of debt and equity with both public and private companies.
Mr. Commissariat specializes in working with client management teams on turnaround and restructuring plans including implementing
cash stabilization and recovery strategies, determining product and service line contribution, and communicates with both secured and
unsecured creditors on stabilization and recovery plans. He has served as advisor and as interim executive on numerous assignments
across a wide array of industries including natural resources, restaurant, retail, gaming, real estate, aerospace and defense, home
building, software, semi-conductor, and media and entertainment. He is experienced in successfully negotiating and managing creditor
and equity shareholder groups in distressed situations – including primary lenders, trade payables, landlords, and investors.
As CFO of a $100 million multi-state hospitality focused company, he led the implementation of a strategic restructuring and
turnaround plan advising on issues such as business disposals and acquisitions, operating unit business planning and budgeting, crisis
stabilization and cash flow management, and operational and financial restructuring. As a turnaround and restructuring advisor, Mr.
Commissariat has restructured operations to enhance profitability and cash flow, facilitated the workout of senior credit facilities,
restructured unsecured trade payables, served as advisor on the sale of non-core business units, renegotiated leases, and sourced new
sources of capital.
Previously, Mr. Commissariat was with a west coast based boutique turnaround and restructuring firm, and prior to that served as an
investment banker with both The Seidler Companies, Inc. and Roth Capital Partners. He received his Bachelors of Science in
Accounting from the University of Southern California’s Leventhal School of Accounting and obtained his MBA in Finance and
Accounting from Rice University. He is a member of the Turnaround Management Association.
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25. Contact Information
David N. Eliff Cyrus P. Commissariat
Managing Director Director
T: 713.430.6895 T: 713.385.9101
E: deliff@accumyn.com E: ccommissariat@accumyn.com
4635 Southwest Freeway
Suite 425
Houston, Texas 77027
Fax: 713.621.4321
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