Clients & Projects

ADVISORY SERVICES for CLIENTS & PROJECTS FINANCED

UGC looks for cash flow to repatriate its invested capital. Management must prove that the Project can provide the "return of" and a "return on" invested capital. Terms for the financing conform to the cash flow characteristics of each Project. For its security, the Fund considers profitability and collateral value of the assets.

Each Project is required to meet five minimum criteria:

  • Technical Feasibility - operating processes and technology suitable for commercial consumption;
  • Economic Viability - sales, expenses, and profits support the Project's ability to generate sufficient free-cash flow and profitability, even under adverse conditions;
  • Capable Management - experienced management with a proven track record in managing people; know-how and decision making on resource allocations, operations and ethical responsibilities;
  • Risk Identification, Allocation, and Mitigation - risk is defined as "uncertainty in regard to cost, loss, or damage." Uncertainty (lack of predictability) is the important aspect of the definition. A key factor in closing a project financing is the risk structuring process; and
  • Legal Documentation - contracts are king in project finance. Perhaps no commercial contracts are more discussed and analyzed in the financing context than those used in project finance transactions. Project finance is based on the predictability provided by the contract structure.

Pacific and Western Credit Corporation ("PWC")

Our associate, Taurus Capital, initiated and acted as underwriter for $12 million. PWC is a holding company with interests in trusts, municipal bonds and real estate mortgages. The primary business operates through its wholly owned subsidiary, Pacific & Western Trust.

Transportation Equipment
Cutlass Industries Corp. & Western Star Trucks Inc.

Bannach became Interim-President of Cutlass Industries, a public company. He negotiated the acquisition of Western Star, which assembles about 3,000 trucks per year. Mark, Lawson, Hughes Ltd. ("MLH"), an affiliate of UGC arranged financing for $26 million.

Marine Transportation Equipment
Summa Corporation

MLH was retained to do a feasibility report on using a submarine to transport crude oil under the Arctic Ocean. Gulf Pan Canadian and a German group played an important role in the design, research and development of technology on structural assemblies and components for the submarine.

Windows, Doors and Frame Fabrication
Hoff Company (Hoff)

MLH negotiated the sale to a Swiss Group and the acquisition financing of Hoff, which manufactures windows using CADD/CAM technology.

Residential, Commercial, Industrial & Institutional Electric Lighting
Lampliter Corporation
Seattle, Washington and Vancouver, BC

MLH, representing Lampliter Corporation, acted as financial advisor and assisted in the restructuring of the Company and procured financing in the amount of $26 million.

Farm Machinery and Equipment
Austrak Machinery Corporation ("Austrak")

The Company manufactured an all-purpose tractor that fit three market segments, farm tractors, skid steer loaders and loader backhoes. MLH acted as financial advisor and arranged $15 million in financing.

Equinova GmbH

The Company developed three products used on horses, namely [The Horse Friend] used by furriers for hoof-trimming, tooth-rasping and hoof cutting; a hydro pulse device for attaching horse shoes and a high-tech steel horse shoe. MLH initiated and assisted Equinova in the evaluations leading to the procurement of financing.

Nurseries, Lawn & Garden Supplies
Lacombe Nurseries ("Lacombe")

MLH provided market analysis and acted as financial advisor to Lacombe Nurseries. Lacombe grows and sells trees, shrubs, other plants, seeds, bulbs, mulches, soil conditioners, fertilizers, soil conditioners, pesticides, garden tools and other garden supplies. Lacombe was acquired by another Nursery.

Etablissement Ponthieu

One of France's largest nurseries retained MLH to evaluate the Company and procure financing for the purpose of settling an estate. We assisted in negotiations with the Banque Du Rhone, a UGC affiliate to finance $57 million Euro. MLH also assisted Mr. Ponthieu in restructuring his companies on a portfolio basis for future succession and retirement.

Truck Transportation
Triangle Transportation (USA)

MLH represented Triangle, an international Trucking company in expanding the Company's geographic base throughout the United States and Canada. During a two-year tenure MLH assisted Triangle to complete three acquisitions values at $45 million.

Mitchell Bros. (MB) Truck Line (USA and Canada)

MLH assisted MB Truck lines in the evaluations of Westrux International Inc., Westrux Rail Services Inc. and Freeway Transport (1974) Ltd. The purpose of the evaluation was to establish the value of each company separately and as a merged group, and to quantify the value of synergies if these four companies were amalgamated. This resulted in refinancing $27 million.

Motor Vehicle Parts and Accessories
Moore's Engine Rebuilders

MLH represented Moore's in the evaluation and negotiations leading to the financing and sale of the Company. Prior to closing, the lawyers for UGC and the National Bank of Canada discovered that about 1.5 million preferred shares were issued to an unknown investor who refused to sell his shares on reasonable terms and conditions. As a result, the purchase was not completed and MLH terminated its contract with Moore's.

Ocean Transportation
Marcan Shipping (London) Limited ("Marcan")

MLH initiated and assisted Marcan in the evaluation and organizational restructuring of the Company to determine the economic viability of expanding its fleet of 4 vessels (Panamaxes) - 60,000 to 70,000 dead weight tons - to 6 Panamaxes. Marcan's principal cargos are grain, iron ore and coal. The 2 new vessels and the financing were structured so that Marcan would be listed on NASDAQ and obtain both equity and lease financing through UGC & its Partners The shareholders abandoned the project when they discovered that a FBI clearance would be a prerequisite for filing the Form 10. One of the shareholders admitted that he was an American citizen who was under investigation by the IRS for tax evasion.

Unimar S.A. (Piraeus) Greece ("Unimar")

MLH initiated and assisted Unimar in the evaluation to determine the feasibility of financing several bulk cargo ships ranging in size from 6,000 to 15,000 dead weight tons. The Company manages 250 bulk cargo vessels under a joint venture with several Russian shipping companies. MLH initiated and assisted in the economic analysis and negotiations leading to the construction of a 7 story 100,000 square high tech office building to house Unimar's office staff. UGC & Scotia Capital arranged $100 million of financing for Unimar.

Goutos Lines ("Goutos")

MLH and UGC acted as advisors to Goutos in connection with the evaluation of the Company's business to acquire 2 additional Ro-Ro Vessels to operate in the Aegean Sea. Goutos's strategy was to acquire 2 Ro-Ro Vessels from Canadian or UK sources. At the present time, Goutos operates 5 ferries in the Aegean Sea. UGC & Scotia Capital arranged $50 million of financing for Goutos.

Household Accessories
Wonowon Manufacturing Ltd. ("Wonowon")

Wonowon manufactures three lines of household products, cordholders, booster cable holders and rol-o-bin, a kitchen aid tool. MLH assisted in the preparation of the evaluation report for a private placement of $10 million.

Sun Mountain Springs Beverages, Inc. ("Sun")

Sun produces high quality bottled water products and a variety of soft drinks under the label Mr. Soft Drink. MLH assisted in the evaluation of Sun and represented them and initiated and assisted in the negotiations leading to the sale of a 60% interest and in the financing of the Company’s expansion for $9 million

Flavoring Extracts, Syrups
The Norac Group ("Norac")

NORAC developed three primary products using super-critical extraction technology. The three products are natural spice flavours (essential oils and oleoresins); natural colorants; and a natural antioxidant (Labex). Their technology (a supercritical fluid technology) is superior to traditional solvent extraction methods and NORAC is at the leading edge of commercial application. These products have been well received by the international market for their quality and competitive price.

MLH initiated and assisted Norac in the evaluation and negotiations leading to financing the manufacture and marketing of their products under a joint venture. MLH procured financing through UGC and Canada Trust. Norac withdrew from the joint venture because it felt that the joint venture partner had more experience and might encroach on their previous arrangement with McCormick Foods. Because the prospective joint venture partner was also the controlling shareholder of the Banque Du Rhone, the parties withdrew their financing commitment.

Frozen Pizza and Juices
Alpha Dairies ("Alpha")

MLH was retained to provide economic analysis and acted as financial advisor to the minority shareholders in the evaluation and assisted in the negotiations leading to Alpha acquiring the minority shares.

Euro Ars Technica ("EAT")

MLH represented EAT of Luxembourg and advised them and their four subsidiaries in the evaluation and negotiations leading to the acquisition of real estate assets by ECI Corporation. EAT manufactures medicinal chemicals, pharmaceutical products, foodaceauticals, veterinary products, and health-food beverages. MLH and ECI were successful in restructuring the group's real estate assets into medical and retirement facilities. MLH is actively involved in providing on going management services to the EAT Group. MLH recently initiated and assisted EAT and ECI in setting up a joint venture agreement leading to the possibilities of marketing and expansion of EAT's production and sales.

ECI Corporation

MLH initiated and assisted ECI in the development of a business plan for EAT's Pharmaceuticals and Foodaceauticals businesses leading to a joint venture agreement between both companies.

Biofranco S.A.
Lisbon, Portugal

MLH, representing Biofranco, initiated and assisted in restructuring the Biofranco and negotiated with UGC for financing $50 million. Biofranco employs over 400 people in these areas, pharmaceuticals, biotechnology, dietetics, veterinary medicine, cosmetics, vitamins and herbals.

Favorita S.A.
Lisbon, Portugal

MLH, representing Favorita, initiated and assisted in the restructuring it and negotiated with financial institutions leading to UGC financing $30 million. Favorita employs over 100 people in these areas, foodaceauticals, beverages, chocolates, candies and herbal health care products.

Canadian Senior Housing ("CSH")

MLH on behalf of UGC initiated and assisted CSH in the evaluation and negotiations leading Mr. Zubatie, a Kuwait National, who was immigrating to Canada, to acquire of a 50% interest in CSH.

Foodvale Ltd.

Foodvale retained MLH to assist it in the evaluation and negotiations leading to the sale of the Company to a Chinese immigrant family for $4.5 million. Foodvale is one of Calgary's best-managed supermarkets. In addition MLH assisted in procuring part of the financing from the Royal Bank of Canada.

Allwest Stores and Associated Grocers Limited ("Allwest")

MLH represented Allwest and assisted in the evaluation and negotiations leading to the sale of Allwest to the Jimmy Patterson Group for $20 million.

Gamma Industries Ltd.

MLH was retained to evaluate Gamma for the purpose of doing a major transaction with an ASE JCP. Gamma acquired the Canadian distribution rights for perfumes, cosmetics, and other toilet preparations. The private placement financing was for $3.5 million

Wayne's Photo Inc.
Chalis, Washington

MLH, representing Seafirst Financial and Wayne's Photo, initiated and assisted in negotiations leading to an acquisition of 55 retail stores by Kits Cameras for $15 million

Kits Cameras Inc.
Vancouver, Canada

MLH acted as business and financial advisor to Kits Cameras in connection with developing its expansion strategies. MLH also assisted Kits Cameras in restructuring its organization and assisted in negotiations leading to UGC financing of $25 million.

Rudiger Charolais Ranches Ltd., (Gang Ranch)

MLH represented Rudiger Charolais and assisted in the economic analysis to find a solution to make this ranch profitable. MLH's recommendations were as follows:

  1. to continue their selective breeding program to increase weight yield in calves.
  2. To breed, raise and butcher the cattle, and sell finished "Natural Lean Beef" products to food chains, hotels, and restaurants. The "Natural Lean Beef" brand is free of growth hormones, antibiotics and preservatives.
  3. to increase the herd from 1,500 cattle to 5,000 cattle.

MLH initiated and assisted Rudiger Charolais in the negotiations leading to the sale of the ranch to Sheik Ibrahim Afandi, a Saudi businessman residing in the United States for $8.5 million.

Arakis Capital Corporation ("Arakis")

MLH initiated and assisted Arakis in the evaluation and negotiations leading to the procurement of financing of $5 million and sponsorship on NASDAQ. The residual value of the Company's proven Natural Gas reserves were in excess $86 million. Off-Take Contracts to sell the gas and financing the Gas Plants were procured.

Savanna Resources Limited ("Savanna")

MLH was retained by the Company to prepare a valuation report on two projects, Turner Albright and the Grass Valley Land acquisition. MLH introduced the Outoukumpu extraction process for the Turner Albright project. Investors abandoned the project when testing failed to show sufficient proven reserves to justify economic mining. MLH procured financing for them Grass Valley acquisition from medical and military pension funds and the CIBC in Calgary. Savanna refused to close the deal because it perceived soft market conditions for housing and recreation.

Canadian Institute of Formation Evaluation Ltd. (CIFE)

MLH was retained to assist CIFE in the evaluation and negotiations leading the refinancing the Company's indebtedness and shareholder buyout for $5 million. The Company provides computer processing and data preparation of seismic results for the oil industry. The service consists of complete processing and preparation of reports from data supplied by geologists, or specialized engineering or production information. CIFE makes data processing equipment available on an hourly, or timesharing basis. MLH was successful in arranging financing with the Royal Bank of Canada.

Geophysical Micro Computer Applications (International) Ltd. (GMAC)

MLH was retained by the major shareholder to assist in the evaluation and negotiations leading to the sale of the Company. GMCA markets proprietary software for geophysical analysis, formation and stratagraphic modeling and production improvement modeling.

Mortgage Trading International Inc. (MTII)

MLH was retained to assist MTII in the evaluation of its software technology and business strategies for the purpose of doing a major transaction with an ASE JCP company. MTII developed and designed computer software enabling mortgage investors to buy and sell mortgages through an electronic trading bulletin board. This trading would provide investors with greater liquidity and investment opportunities in mortgages. On the average Canadian financial institutions hold mortgage portfolios of about $262 billion and do annual trades of about $12 billion. The major transaction was not finalized because the parties could not agree on an acquisition price.

Excavating Work
SouthAlta Construction Ltd

The owner retained MLH to assist SouthAlta in the evaluation and negotiations leading to a sale of the Company to the Dill Robertson Family for $5 million. SouthAlta is primarily engaged in excavation work, including digging foundations and trenches for pipelines, power lines, sewer and water lines, and laying telecommunication wire. MLH sold the company to the Dill Robertson family and obtained financing from the Royal Bank of Canada.

Real Estate Development
Laguna Park Joint Venture
Sacramento, California

MLH represented a minority shareholder and assisted Techaus in the evaluation and negotiations leading to set up a real estate joint venture between several parties. The purpose of the joint venture was to acquire 20 acres of land and to build residential housing units using Techaus' wall systems technology on the developed property. MLH was successful in procuring the financing from UGC for $5.5 million and completion of the project.

Rohnert Park Golf and Country Club (RPGCC)
Rohnert Park, California

MLH represented General Mortgage Corporation, ("GMC"). MLH initiated this transaction and acted as financial advisor to the parties in connection with its financing. RPGCC was a joint venture between several developers and the Rohnert family. The purpose of the joint venture was to build an eighteen-hole golf course and to build 1,000 residential housing units. The financing requirement was concluded for $55 million ($25 million from UGC and $30 million from B of A Bank.

Country Club Development
Rohnert Park, California

MLH initiated and assisted Banach Industrial Corporation in the evaluation and negotiations with General Mortgage Corporation and the Bank of America leading to the development and financing of 500 single and attached residential housing units.

Franciscan Condominiums Project
Canoga Park, California

MLH initiated this transaction and acted as financial advisor to Kaiser Aetna, General Mortgage Corporation and Bannach Industrial Corporation, the parties in connection with the development and financing for $20 million for developing and building 366 condominium units.

Novato Regional Shopping Centre
Novato, California

MLH, representing the Hicks family, initiated this transaction and assisted in discussions leading to the development of 1,100,000 sq ft regional shopping center and its subsequent sale to the Bauxbaum Family and several financial institutions for $120 million.

Willow Creek Project
Santa Rosa and Rohnert Park
California

MLH, represented the Hicks family and Bannach Industrial Corporation, initiated and assisted in the evaluation and negotiations leading to the acquisition of 100 acres of land. MLH also acted as financial advisor on the project in connection with its financing of the development of over 300 residential housing units. The value of the project was in excess of $32 million

Moor Hall Hotel
Canwell Golf & Country Club,
Birmingham, England

MLH initiated and assisted Moor Hall and Canwell in the economic analysis of its business strategies. MLH assisted the Group in changing its business strategies to focus on a medical center and a retirement style of residential development. MLH was successful in negotiating the refinancing of the project with the Westminster Bank and UGC. The project was abandoned because the Westminster Bank, Moor Hall and Canwell were unable to conclude the formal agreement.

Medical Services in outpatient Facilities
ECI Corporation

MLH was retained by ECI to assist it in the preparation of its business plan to develop and manage an outpatient diagnostic and therapeutic medical facility that provides innovative approaches and high standard of outpatient health services in:

  • Primary Medical Care
  • Advanced Medical Care
  • Technology Transfer
  • Health Care Management

These health services will be provided by a collaborative team of physicians, nurses, and other professionals supported by a wide spectrum of research from Canada and the United States. ECI sold the project to a Portuguese Medical Group for $25 million

Hotels
Solway Hotels
Vancouver, British Columbia

MLH, representing Soloway Hotels and the Soloway family, initiated and assisted in the restructuring and refinancing of the Soloway chain of hotels for $25 million.

In addition MLH (USA) and its US affiliate Interquest concluded over 50 assignments in the area of mergers acquisitions, corporate finance, economic analysis, financial viability reports in the following areas of business, namely in food and kindred products; furniture and fixtures; lumber and wood products; machinery and computer products; paper and allied products; printing, publishing and allied industries; rubber and miscellaneous plastic products; transportation equipment; chemicals and allied products; building materials and hardware; department stores and general merchandise and the hospitality industry and recreation

Flavor Tree Foods
A Snack Food Manufacturer

The undersigned representing Flavor Tree Foods initiated and assisted in negotiations resulting in their acquisition by Thomas J. Lipton, Inc.

Dow Corning Corporation

The undersigned representing Dow Corning Corporation initiated and assisted in negotiations resulting in the acquisition of Conforma Laboratories, Inc., A Contact Lens Manufacturer.

Doumak, Inc.
A Confection Manufacturer

The undersigned representing Doumak, Inc. initiated and assisted in negotiations resulting in their acquisition by Beatrice Foods Company.

Dow Corning Corporation

The undersigned representing Dow Corning Corporation acted as financial advisor and assisted in negotiations resulting in the acquisition of Wright Mfg. Company, An Orthopaedic Equipment Manufacturer.

Tillie Lewis Foods, Inc.
A wholly owned subsidiary of Ogden Corporation

The undersigned representing Tillie Lewis Foods, Inc. initiated and assisted Tillie Lewis in the evaluations resulting in the acquisition of Progresso Quality Foods, a Specialty Foods Manufacturing Division of Imasco, Ltd.

Dow Corning Corporation

The undersigned representing Dow Corning initiated and assisted in negotiations resulting in the acquisition of Calcon Laboratories Inc., A Contact Lens Manufacturer.

Marsan Mfg. Company, Inc.
A Medical Products Manufacturer

The undersigned representing Marsan Manufacturing Company carried out negotiations resulting in their acquisition by Diamond Shamrock Corporation.

EG&G, Inc.

The undersigned initiated and assisted in negotiations resulting in the acquisition of Continental Laboratories, Inc. and Continental Laboratories Ltd., Geological Well Logging Services Companies.

EG&G, Inc.

The undersigned initiated and assisted in the negotiations resulting in the acquisition of Mount Sopris Instrument Company, A Well Logging Instruments Manufacturer.

Heath Tecna Corporation

The undersigned initiated and assisted Heath Tecna in the financial and market evaluations leading to the acquisition of Viking Industries Inc., An Electrical Connector Manufacturer.

John Labatt Limited

The undersigned acted as financial advisor to John Labatt Limited in connection with the transaction of Mannings, Inc. A Subsidiary of John Labatt Limited, by A Private Investment Company.

R.J. Hansen Associates, Inc.
A Computer Software Consulting Company

The undersigned represented R.J. Hansen Associates, Inc. in connection with their acquisition by Alexander Grant & Company

The Clorox Company

The undersigned representing The Clorox Company initiated and assisted in negotiations leading to the transaction of their business, Cream of Rice, by Nabisco Brands, Inc.

L.J. Minor Company
A Specialty Foods Manufacturer

The undersigned acted as financial advisor to L.J. Minor Company in connection with their acquisition by a Private Investment Company.

Ziff Corporation

The undersigned representing Ziff Corporation initiated and assisted in discussions leading to the completion of the acquisition of National Artcrafts, Inc., A Specialty Thermography Company by a Private Investment Company.

A Private Investment Company
organized by Management

The undersigned initiated and assisted in setting up an investment company [capitalized at $15 million] for the Management of Ziff Corporation and acted as financial advisor.

ArChem Company
A Specialty Chemical Company

The undersigned initiated and acted as financial advisor to each of the parties in the acquisition of ArChem Company by a Private Investment Company

Chef Francisco, Inc.
A wholly owned subsidiary of John Labatt Limited

The undersigned initiated and assisted Chef Francisco in the evaluation and negotiations resulting their acquisition of Delicious Foods Company, A Specialty Frozen Foods Manufacturer

T.J. Gundlach
A Mining Machinery Manufacturer
A Division of Rexnord, Inc.

The undersigned assisted Rexnord in the evaluations leading to the acquisition of T.J. Gundlach by A Private Investment Company, organized by Management.

The Donut Factory
A Bakery Products Manufacturing
A Subsidiary of Eddy Corporation

The undersigned, representing Eddy Corporation initiated and assisted in discussions leading to the completion of their acquisition by Burney Foods, Inc.

Rexnord Inc.

The undersigned representing Rexnord Inc. initiated and assisted in discussions leading to the completion of the acquisition of Electronic Modules Corporation, A Process Control Systems Manufacturer.

Setco, Inc.
A wholly owned subsidiary of McCormick & Co., Inc.

The undersigned initiated and assisted Setco in the evaluations leading to the acquisition of Poly-Vue Plastics Corporation, A Blow Molded Container Manufacturer.

Chef Francisco, Inc.
A wholly owned subsidiary of John Labatt Limited

The undersigned, representing Chef Francisco, initiated and assisted in the evaluation and negotiations leading to the acquisition of Dakota Bake-N-Serv, Inc., A Specialty Frozen Foods Manufacturer.

Chefmaster, Inc.
A Specialty Color and Flavor Business of the Seven-Up Company

The undersigned, representing the Seven-Up Company, initiated and assisted in negotiations leading to their acquisition by Byrnes & Kiefer Company.

U.S. Mills, Inc.
A Consumer Foods Manufacturer

The undersigned initiated and assisted U.S. Mills in the evaluation and negotiations leading to their acquisition by Erewhon, Inc.

Allied Vegetable Oils, Inc.
A wholly owned subsidiary of Allied Mills Limited (Australia
A Processor of Vegetable Oils

The undersigned, representing Allied Vegetable Oils, initiated and assisted in negotiations leading to their acquisition by PVO Foods Inc.

National Artcrafts, Inc.
A Specialty Thermography Company
A subsidiary of Ziff Corporation

The undersigned, representing Ziff Corporation, initiated and assisted in discussions leading to the completion of their acquisition by A Private Investment Company.

A Private Investment Company
Organized by Management

ArChem Company
A Specialty Chemical Company

The undersigned initiated and acted as financial advisor to the parties in connection with the acquisition of ArChem Company.

Tillie Lewis Foods, Inc.
A wholly owned subsidiary of Ogden Corporation

The undersigned initiated and assisted Tillie Lewis in the evaluations leading to the acquisition of Ramirez & Feraud Chili Co., Inc., A Specialty Foods Manufacturer.

Wilton Enterprises, Inc.

The undersigned provided the market analysis and acted as financial advisor to Wilton Enterprises, Inc. in connection with their acquisition of Copco, Inc., A Specialty Housewares Company.