Selected Transaction: Private Placement

The Client

Advanced Materials Group, Inc. ("AMG") is a publicly traded Company (NASDAQ: ADMG) headquartered in Rancho Dominquez, California. AMG’s mission to become a leading producer of industrial products and proprietary materials, particularly engineered materials. Trilon Dominion Partners, LLC. ("Trilon Dominion") is a private equity investment fund and was the largest shareholder of Advanced Materials common stock.

The Assignment

Context Capital Group ("Context Capital") was retained jointly by Advanced Materials and Trilon Dominion to find one or more investors for the Advanced Materials stock that was owned by Trilon Dominion. Trilon Dominion's investment mandate required that the fund divest itself of any particular holding after a specified time period. Since Advanced Materials is a publicly traded company, an orderly, structured transaction was required to prevent volatile trading in
Advanced Materials stock. This assignment was complicated since trading in Advanced Materials stock is very light and Trilon Dominion had the option to begin selling small blocks of stock
to the public market.

Context Capital contacted several investors to determine whether a significant number of shares could be placed with one investor or investor group in a private placement transaction. Since market interest was strong, Context Capital advised AMG to consider a two part strategy: a company buy-back coupled with sale of the remaining shares to a private investment group. Context Capital identified The Busch Firm as an appropriate investor with a successful history of small cap investments. Context Capital coordinated the private placement of these securities with The Busch Firm and the stock buy-back. This private placement transaction accomplished the goals of all three parties involved. The Busch Firm's investor group and Trilon Dominion were able to negotiate a fair price for the securities while trading in Advance Materials stock was stable and the Company was able to place its securities with a friendly, pro-growth shareholder.