Mark Carroll, Founder and Managing Partner, Superior Capital, Detroit, MI. Matt Davidson, Director, Conway MacKenzie, Birmingham, MI

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2 Mark Carroll, Founder and Managing Partner, Superior Capital, Detroit, MI Matt Davidson, Director, Conway MacKenzie, Birmingham, MI Ralph Kourtjian, Vice President, First Business Capital, Southfield, MI Robert Bowles, Founder-Executive Director, Bluewater Transaction Advisors, Warren, MI Al Loewenstein, Vice President, Maynards Appraisals, Southfield, MI Ted Sylwestrzak, Partner, Dickinson Wright, Detroit, MI Angus White, Senior Vice President, Troy, MI

3 Based in Old Industrial Town, MI, founded by Jim Smith in 2002 Supplies super widgets to a wide variety of customers Oil and Gas, Automotive, Aerospace and Defense industries The company s lenders are tired and losing patience Mr. Smith is seeking Third Party Financing to accomplish the following: $500k for consulting expenses to repair failed ERP installation and implementation Replenish $2 million of working capital that disappeared o Large Oil and Gas customer filed for chapter 7 bankruptcy, no recovery is expected Fund $2 million of Capital expenditures related to a new multi-year contract o Sterling Heights based TACOM unit (US Army)

4 ($ in mm's) B 2015P Revenue $22.0 $24.0 $28.0 $32.0 $25.0 $22.0 $40.0 EBITDA EBITDA % 7.0% 9.0% 10.0% 14.0% 5.0% 3.5% 15.0% CapEx Total Debt TBD Total Leverage 2.9x 1.9x 1.1x 2.5x 8.2x 16.2 TBD Renowned private equity firm Rock River Tree ( RRT ) is prepared to invest $5 million to fund a deleveraging transaction and is seeking a senior debt provider to partner with and ensure sufficient liquidity for future operations

5 Book Balance Advance Rate Estimated Availability Account Receivable $ % $ 5.0 Inventory % 2.6 PP&E % 5.1 ($ in mm's) Total $ 15.5 $ 12.7 AR Detail: Inventory Detail: US TACOM $1.0 Raw Materials $2.0 NRG Resources $1.5 WIP $1.0 Ford Motor $0.8 Finished Goods $1.0 All Other $2.2 PP&E: Land $0.8 Building $0.3 Robotic Line for 2 large customers $3.0 Stamping and Extrusion lines $1.9

6 Old Industrial Town, MI HQ Plant Former site of Acme Asbestos and Plating CO. Current owner Jim Smith s yacht Purchased in December 2012 Owned by Jim and Suzy Cruisers LLC

Pro s Three year contracts Few covenants Aggressive advance rates Lend to companies with inconsistent earnings Lend to companies with leveraged balance sheets Few industry

8 Pro s Three year contracts Few covenants Aggressive advance rates Lend to companies with inconsistent earnings Lend to companies with leveraged balance sheets Few industry restrictions Flexible working capital structure Con s Prepay fees Collateral / financial reporting Dominion of Funds / lockbox Quarterly field exams Higher overall costs No WIP advances

9 Term Length of contract Collateral exams Inventory Lockbox Covenants Reporting Description Fixed commitment Survey exam and recurring exams Annual appraisals All collections to lockbox Max CapEx / fixed charge ratio Weekly / monthly borrowing base cert. Monthly financials Monthly accounts receivable aging Monthly accounts payable aging

10 Examination of accounts receivable dilution and turnover to provide analytics to determine an advance rate (typically an 85% advance rate is supported by 5% or less dilution) Dilution is the percentage of non-cash credits compared to gross receivable sales Turnover is cash collections compared to the beginning accounts receivable balance ((A/R Turnover=AR Balance/ True Cash Collected for the Month)*30 days) Standard inventory review includes an analysis of excess inventory (typically defined as inventory on-hand in excess of 12-months sales, calculated on a SKU level)

11 Past-due accounts Credit balances aged past due Taint rule (cross-age) Foreign accounts Government accounts Affiliated accounts Cash on deposit Contra offsets Tooling invoices Overpayments Bankrupt accounts Allowances on general ledger Dated and/or extended terms Prebilled/advanced billings Consigned or guaranteed sales Retainage s (retentions) Progress billings Interest or finance charges Unbilled or held A/R Bonded receivables Customer deposits

12 Work-in-Progress Slow Moving Inventory (criteria set by the Lender) Obsolete Inventory (criteria set by the Lender) In-transit items carried on the perpetual of general ledger Packaging Supplies, Labels, and Racks Raw Materials at Outside Vendor Locations Returned inventory, which has been added Paints, Solvents, and the Like Scrap Inventory Consigned Goods Reserves associated with exam testing

(in mm s) Net Accounts Receivable $ 5.5 100.0% Ineligible Detail: Over 90 Days (Aging Ineligible) (0.3) -6.0% Affiliates (0.1) -1.5% Aged Credits (0.1) -1.3% Contra Analysis (0.1) -1.1% Cross Aged (0.

13 (in mm s) Net Accounts Receivable $ % Ineligible Detail: Over 90 Days (Aging Ineligible) (0.3) -6.0% Affiliates (0.1) -1.5% Aged Credits (0.1) -1.3% Contra Analysis (0.1) -1.1% Cross Aged (0.0) -0.4% Customer Deposits (0.0) -0.4% Government (0.0) -0.2% International (0.0) -0.2% Total Ineligible (0.6) -11.0% Eligible Accounts receivable % Blended Advance Rate 82.0% --- A/R Availability % A/R Availability Cap A/R Availability w/ Loan Cap %

(in mm s) Inventory: Raw Material WIP Finished Goods Total Inventory Gross Inventory $ 2.0 $ 1.0 $ 1.0 $ 4.0 Ineligible Detail: Test Count Variance (0.1) - (0.1) (0.2) Cost Test Variance (0.0) - - (0.

14 (in mm s) Inventory: Raw Material WIP Finished Goods Total Inventory Gross Inventory $ 2.0 $ 1.0 $ 1.0 $ 4.0 Ineligible Detail: Test Count Variance (0.1) - (0.1) (0.2) Cost Test Variance (0.0) - - (0.0) WIP - (1.0) - (1.0) Excess Inventory (0.2) - (0.2) (0.4) Less: Total Ineligible (0.3) (1.0) (0.3) (1.6) Eligible Inventory Advance Rate 65.0% 0.0% 72.5% 61.5% Inventory Availability Inventory Availability after Sub-Limit Effective Inventory Advance Rate 55% 0% 47% 37%

Quantity of like assets (Supply and demand) Available in-plant Available on the market Accessories The addition of accessories may increase value The absence of accessories may decrease value and/or

15 Quantity of like assets (Supply and demand) Available in-plant Available on the market Accessories The addition of accessories may increase value The absence of accessories may decrease value and/or affect marketability Condition of the industry (External obsolescence) Removal factors The location of the asset o In-Plant o Geographic The ability to remove the assets The cost to remove the assets Time and cost to reinstall the asset(s) Extraordinary transportation costs

16 Complete descriptive information Year of manufacture Manufacturer s name Model number Serial number Capacity Relevant operating specifications Individual value estimates Photographs of major equipment Condition of the asset Age versus physical deterioration Maintenance practices Rebuilds and retrofits Functional and technological obsolescence Size of the market for the asset(s) Is the appeal for the asset(s) universal Is the asset special or of proprietary design

17 ISSUES CASH FLOW ABL Length Pages Often 100 Pages Plus Level of Detail Financial Covenants Somewhat Detailed Many Very Detailed 1. Fixed Charge 2. Capital Ex

18 ISSUES CASH FLOW ABL Personal Guaranty Lender Discretion Lockboxes DOF Not Unusual Not a Lot Not Unusual Very Unusual A Lot (Particularly re Collateral) (Right to Adjust Advance Rates) Almost Always

19 ISSUES CASH FLOW ABL Landlord / Processor Waivers Dividends Notice and Cure re Defaults Not Usually Yes, With Some Limitations 1. Payment up to 5 Days 2. Non-Payment 30 Days Almost Always Generally Prohibited 1. None for Payment 2. Short (10-20 Days) For defaults that can be cured

20 ISSUES CASH FLOW ABL Appraisals No Ongoing Appraisal Requirement 1 2 Per Year (Inventory and Equipment)

21 Original Estimate of Sources of Funds Post Underwriting Sources of Funds Book Balance Ineligible Advance Rate Loanable Collateral Book Balance Ineligible Advance Rate Loanable Collateral Account Receivable $ % $ 5.0 Account Receivable $ 5.5 (0.6) 82.0% $ 4.0 Inventory % 2.6 Inventory 4.0 (1.6) 65.0% 1.6 Land & Building % 0.9 Land & Building NA - Robotic Line % 2.6 Robotic Line NA 0.7 Stamping Line % 1.6 Stamping Line NA 2.5 $ 15.5 $ - $ 12.7 $ 15.5 $ (2.2) $ 8.8 Equity from RRT 5.0 Equity from RRT 5.0 Required Availability (3.0) Required Availability (3.0) Total Sources $ 14.7 Total Sources $ 10.8

The RMA Chicago Chapter presents SCARY LENDING STORIES

The RMA Chicago Chapter presents SCARY LENDING STORIES Financial Statement Review The financials trended poorly with significant losses in two consecutive year ends. Fixed Assets The term loan facility