Comaco, Inc.

Our attorney suggested we retain Jopling, Inc. to help with the sale of our company after negotiations with a prospective buyer became difficult. Our situation was complicated because the buyer was in the process of buying our sole supplier and partner, our sales were concentrated with one customer, we believed our earnings were about to grow rapidly, we had another business which was of no interest to the buyer that had to be extracted from the deal and we’d just hired a new controller. Jopling did three things for us. First, they valued the business and were able to support and advance their valuation argument to the buyer in detailed terms that the buyer could understand and had a hard time refuting. Second, they forced us to view our company and the transaction’s structure from the buyer’s perspective. Third, Mark led the negotiations, allowing me to stay out of the fray and better preserve my relationship with my soon-to-be boss. Also, Mark was especially good at helping me keep my emotions under control in difficult circumstances. As our earnout period draws to a close, it appears that the price received will be over twice what the buyer was discussing before we retained Jopling. I have nothing but respect and good feelings for the Jopling team and recommend the firm highly.

Ross Harrison
Former Comaco Owner/Manager
President, Builders Edge Division,
Tapco International Corporation, Pittsburgh, Pennsylvania

Comaco, Inc., which through its affiliate, Builders Edge, Inc., markets injection molded window shutters and other outdoor decorative accessories to the retail home improvement market, was sold to an affiliate of Tapco International Corporation, which is controlled by Fremont Group, the buyout arm of Bechtel.

RedZone Robotics, Inc.

Your judicious weighting of various factors that were specific to our business helped us to focus on key drivers of enterprise value. For our senior managers who aren’t schooled in financial matters, this gave them benchmarks with which they could evaluate future strategies. In addition to meeting a specific need (the valuation of our common stock at a point in time), your valuation laid out a series of metrics that our people understand and can use. The process of your valuation, as documented in your conclusions, was as valuable as the result itself.

Something which I believe sets you apart from the other valuation firms that I have had experience with is your sensitive handling of a difficult and contentious stockholder who was exiting the business. You approached the assignment with no particular bias and welcomed all parties’ input into the process. Your professional approach in meetings with this individual added great validity to the entire process and final result. This approach allowed us to conclude a successful buyout of his shares at terms which were mutually agreeable.

Thomas E. Patton, VP-Finance and Administration
RedZone Robotics, Inc., Pittsburgh, Pennsylvania

RedZone designs, manufactures and markets robotic equipment used in hazardous environments. Jopling valued the company’s stock for general corporate purposes.

ITS

We were originally referred to Jopling, Inc., to obtain an appraisal for our new ESOP. Through this work, Mark and Ray developed an in-depth knowledge of our company and our industry, and we gained important input on our company’s real value. During our acquisition by ADC Telecommunications, their expertise, keen insight and negotiating skills proved to be valuable assets to our merger team.

Bob Unetich, President
ITS Corporation, McMurray, Pennsylvania

ITS is a high-growth manufacturer of transmitters for wireless communication and broadcast television. Jopling first valued ITS for ESOP purposes and subsequently advised on the company’s sale to ADC Telecommunications for $34 million in stock.

Ryan-Walsh

Jopling demonstrated 100% commitment to obtaining the best deal for us. They did a good job in what was a complicated deal structure.

David Wagstaff III, President
Vectura Group, Inc., New Orleans, Louisiana

We’ve had unfavorable experiences with investment bankers in the past and were concerned when we learned an investment banker would be representing Vectura. However, we quickly came to respect Jopling, Inc. They demonstrated a detailed understanding of Ryan-Walsh from both a business and financial perspective. They used a straightforward, practical approach in quickly and fairly resolving deal issues. Their efforts definitely helped get this deal done.

Charlie Sadoski, Senior Vice President-Finance
Stevedoring Services of America, Seattle, Washington

Without you and Ray it [closing of the transaction] would not have happened.

John L. McCarron, President and CEO
Ryan-Walsh, Inc., Mobile, Alabama

A deal like this places a real burden on the CFO of the company being sold. The best thing our parent did was engage Jopling to help.

James M. Lyons, Chief Financial Officer
Ryan-Walsh, Inc., Mobile, Alabama

Vectura sold Ryan-Walsh, a major stevedore along the Gulf and South Atlantic coasts, to SSA, the dominant stevedore on the West Coast. Vectura and SSA had already begun discussions when Jopling was retained to assist. Vectura’s major shareholder is Citicorp Venture Capital.

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Markovitz Enterprises

Mark Jopling is a professional and absolutely trustworthy. I wasn’t sure I even needed an investment banker, but he proved his worth on a recent transaction and I’d use him again.

Jim Markovitz, Chief Executive Officer
Markovitz Enterprises, Inc., Pittsburgh, Pennsylvania

Mr. Markovitz purchased that portion of Quality Rolls, Inc., which he didn’t already own, as well as all of Flowline Corporation and Badger Industries, Inc. Markovitz Enterprises manufactures forged steel rolls for rolling mills, stainless steel and aluminum fittings and flanges used in process industries and bellows expansion joints.

Superior Forge & Steel

Having used Jopling once before, it was an easy decision to use them again. Because of our relationship and Mark’s understanding of my business and personal situation, his firm was able to identify objectives and develop a beneficial structure I don’t think we would have thought of otherwise.

James C. Markovitz, President
Superior Forge & Steel Corporation, Lima, Ohio

Mr. Markovitz formed Superior Forge & Steel Corporation to purchase certain of the real and personal property of the Teledyne Ohio Steel Plant in Lima, Ohio. Superior casts, forges and machines steel rolls for rolling mills. The transaction was structured, at Jopling’s suggestion, to achieve certain estate planning objectives.

Elliott Company

Mark, Ray and Dave gave a presentation to our senior management group entitled `Creating Shareholder Wealth Through Acquisitions’ that was widely praised as the best such presentation any of us had ever attended. They know the subject and are good speakers. We’ve used them in several situations and plan to use them again in the future.

Dennis Orwig, Vice President
Elliott Company, Jeannette, Pennsylvania

Elliott manufactures large industrial turbines.

Quality Components

Our selection of Mark to guide us through the purchase process was the best decision we made. He had confidence in us and our ability to do the deal when no one else did. We were charged what seemed initially to be an outrageous fee, but the value received was many times the fee and I doubt we would have closed the deal otherwise.

Lane Azzato, Chief Executive Officer
Quality Components, Inc., St. Marys, Pennsylvania

Mr. Azzato and two of his fellow managers purchased Quality Components, an electronic components manufacturer.

Mark did an outstanding job for the managers of Quality Components, which was not an easy transaction because of uneven past performance, low asset value compared to purchase price and environmental concerns. But Mark negotiated a realistic price and favorable terms from the sellers and convinced us to provide the managers with far better terms than is typical in this kind of management buyout situation.

Jeff Leck, Partner
Florida Capital Partners, Tampa, Florida

Florida Capital Partners and affiliates provided the financing necessary to close management’s purchase of Quality Components.

SECO/Warwick

Mark Jopling sold us SECO/Warwick and when we were ready to resell the business a few years later, he was the only one we considered retaining to help us. Obviously, I had a very different vantage point with respect to his performance in these two transactions and I can say without reservation that Mark acted competently and as a gentleman in both instances. I’d do another deal with him if the opportunity arose.

Jonathan Smith, Retired Executive VP
Sunbeam Corporation, Chicago, Illinois

Mr. Smith led the group that purchased SECO/Warwick, Meadville, Pennsylvania, and then later resold it to members of its operating management. SECO/Warwick manufactures industrial furnaces.

Clients’ Counsel

I am always happy to see Jopling involved in one of my client’s transactions because I know the client will get the best and most objective financial advice possible. The firm’s sense of value, understanding of the emotional elements in a deal and negotiating skill are excellent.

Ed Harmon, Partner
Thorp, Reed & Armstrong, Pittsburgh, Pennsylvania

Mr. Harmon has worked on several transactions with Jopling.

All-Pak

Selling a company one founded is intensely more of an emotional experience than one could remotely envision. Valuing the company properly to secure an acceptable price while placing restrictions on who might best retain the current employees in place requires patience on the part of the financial advisor as well as the seller. Mark Jopling is gracious under trying circumstances while retaining a businesslike posture. He’s no pushover, but he doesn’t rub people the wrong way. I recommend him heartily.

B. Kenneth Simon, Retired Owner and President
All-Pak, Inc., Pittsburgh, Pennsylvania

Mr. Simon sold All-Pak, a distributor of packaging products, to a group of the company’s managers.

Successful professionals must demonstrate competence, integrity, diligence and common sense. During the course of most commercial transactions, all of these elements are severely tested. Jopling has made the grade.

Charles W. Watson
Watson & Mundorff, Connellsville, Pennsylvania

Mr. Watson represented the buyers in the All-Pak transaction.

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