He who is not courageous
enough to take risk will
accomplish nothing in life.
— Muhammad Ali
VIRGINIA CAPITAL PARTNERS provides capital and expertise to help outstanding entrepreneurs
build market-leading companies. Our $50 million fund is provided by our managing partners and
a group of blue-chip ﬁnancial ﬁrms, leading corporations and major endowments, including: Wells
Fargo, Bank of America, BB&T, Sun Trust, Verizon, American Electric Power, and the Virginia Retirement
System. Our investment partners have entrusted their capital to us until 2030. Because our funding is
virtually permanent, we have no near-term need for liquidity. Our open-ended exit strategy provides
our management partners with the freedom to realize liquidity when the timing is right from both the
company’s and the capital markets’ perspective.
We strive to partner with outstanding entrepreneurs and management. Our role is to support our
management partners as they implement their vision. Our management partnerships are carefully chosen
and have resulted in exceptionally high executive retention. Across more than thirty different portfolio
companies, senior management turnover is virtually zero.
If you have opportunities or ambition greater than your current resources, contact one of our partners.
We enjoy visiting with CEOs of growing companies, even if there isn’t an immediate capital need.
The best way to predict
the future is to create it.
— Peter Drucker
VIRGINIA C APITAL PARTNERS 3
CO R E PR I N C I PL E S
VIRGINIA CAPITAL’S GOAL is to own an interest in a truly unique business run by outstanding people
looking for an equity partner who shares their vision. Along with patient capital, we offer our portfolio companies:
A committed partner Long-term perspective Flexibility
We are dedicated to helping our companies Our time horizon is much longer than most We tailor each investment to the speciﬁc needs of
become market-leading organizations over a private equity funds, our portfolio companies the parties involved and don’t have any minimum
number of years — not overnight. are free to realize liquidity when the timing is ownership requirement.
right from both the company’s and the capital
Helpful guest markets’ perspective. Conﬁdentiality
Like considerate dinner or party guests who pitch All shared information is held in strict conﬁdence.
in when their host needs assistance, we are here to Growth We are a private organization and have no public
help at your request, but allow your preferences to We rely on growth, not leverage or ﬁnancial disclosure requirements.
guide our involvement in your company. engineering, as the key to our success.
Management continuity No outsiders On average, our managing partners invest twice
Our role is to support superb executives Our partners handle the entire investment as much in our portfolio companies than the
implement their vision. We want to be a trusted process, from initial research to ongoing contact, typical private equity fund.
advisor on key ﬁnancial and strategic decisions; but ensuring conﬁdentiality, rapid execution and solid,
we leave day-to-day operations to our portfolio long-term relationships. Prompt action
company management teams. Our management We have the experience and ﬁnancial capability
team partnerships have worked remarkably well to complete transactions in as little as 45 days.
— executive turnover is virtually zero.
I never did a day’s work
in my life. It was all fun.
— Thomas Edison
VIRGINIA C APITAL PARTNERS 5
I N V E S T M EN T F OC U S
VIRGINIA CAPITAL INVESTS in growth companies across a variety of industries. A sampling of our investment
experience to date includes: business services, media and communications, consumer services, healthcare, and insurance.
Virginia Capital invests in companies at all stages of development from a new start-up to expansion of an existing business
to the acquisition of an established company.
Our portfolio companies share many common traits. Speciﬁcally, we focus on the following elements:
■ Experienced and results-oriented management
■ Established, scalable business model
■ Opportunity to accelerate revenue growth and expand free cash ﬂow
■ History of proﬁtability or an ability to reach proﬁtability quickly after our funding
■ Opportunity for sustained growth of 15% to 20% per annum
■ Signiﬁcant recurring revenues
■ Sustainable competitive advantage
Virginia Capital will invest from $1 million to $5 million per company and together with afﬁliates we can consummate
$20 million transactions. We are usually the ﬁrst institutional investor and often the sole investor. Virginia Capital structures
transactions in order to foster long-term growth, ensure ﬁnancial stability and meet the needs of the company’s owners.
Historically we have not invested in heavy manufacturing or technology companies with substantial dependence on
research and development.
Do not go where the path leads,
go where there is no path and
leave a trail.
— Ralph Waldo Emerson
VIRGINIA C APITAL PARTNERS 7
W H Y V I RG I N I A C A PI TA L ?
RELATIONSHIPS ARE PARAMOUNT PARTNERSHIP
We are a truly committed partner who understands what our We are a trusted and reliable partner. We do what we say we will do
entrepreneurs are trying to achieve. Our ﬁrm’s partners share their and are committed to the success of our partnerships in every way.
commitment to building market-leading companies and are dedicated Unlike other ﬁrms that are also involved in investment banking, lending
to providing the energy, connections and tenacity to help make their or consulting, we are solely focused on private investing. Because this
ambitious goals a reality. We understand that success is rarely a straight is all we do, we have no other motivations or interests beyond our
line and have the perseverance and patience it takes to help build a portfolio companies’ long-term success.
thriving enterprise. Entrepreneurs will be working with professionals
who know how to succeed and work tirelessly to help our portfolio NO PUSH TO EXIT
companies succeed. We have no pre-determined exit strategy. Because our funding is
virtually permanent, we have no near-term need for liquidity. We are
HERITAGE OF SUCCESS content to wait until conditions are optimal for both the company and
Collectively, our portfolio represents one of the largest privately held the market.
companies in the South Atlantic region, with more than 2,000 employ-
ees, $1 billion in revenues and more than $1 billion in assets. Over the When the time is right to seek a liquidity event, we have developed a
last 13 years we have invested in 30 companies in a variety of indus- superior process to realize the maximum all-cash, after-tax value with
tries. These outstanding management partners have used our capital the least downside exposure. Having consummated dozens of sales
to build tremendous value for themselves and our investors. We have and several IPOs we know how to run the most effective process to
sold our investment in 24 of our portfolio companies generating an obtain the maximum after-tax proceeds on the best possible terms.
average return on investment of nearly 28% per annum. These excep-
tional returns resulted from the marriage of sound business plans, out-
standing management talent, superior execution and a carefully chosen
exit when the time was right for the company and the market.
8 VIRGINIA C APITAL PARTNERS
O U R T R AC K R E CO R D
Since 1996, we have invested in 30 portfolio companies, and of these, have successfully exited 24. Our cash-on-cash returns are 28% per annum. We believe our
genuine focus on helping each of our companies succeed is a unique quality fueling these results. Collectively, our portfolio represents one of the largest privately
held companies in the South Atlantic region with more than 2,000 employees, $1 billion in revenues and more than $1 billion in assets.
MEDIA & COMMUNICATIONS BUSINESS & CONSUMER SERVICES
BioInformatics owns and operates the Science Physicians Practice is the second-largest physi- American Exposition Centers acquired, devel-
Advisory Board, the largest online market research cian journal in the United States. The magazine oped, owned and operated ﬂea markets in the
panel of physicians and scientists. The company is co-branded with 40 major university hospitals, southeastern United States. The company was
gathers market information and publishes proprietary including: Harvard, Yale, the University of Virginia sold to a ﬁnancial buyer in 2007.
research to the life sciences industry, including: biotech and the University of North Carolina. Physicians
equipment suppliers, pharmaceutical companies, Practice was sold in 2007 to a strategic buyer. Car Pool is one of the largest full-service car wash
investment companies and venture capital funds. chains in the U.S. The company owns and operates
Shared Tower Sites develops, acquires, owns and seven locations in the Richmond metropolitan
Clear Signal Towers develops and operates wireless operates a portfolio of wireless communication area, provides professional detail services and is
communication towers to enable mobile service towers. Virginia Capital co-founded Shared Tower a 30-year-old brand with one of the most widely
providers to fulﬁll the near insatiable demand Sites and raised additional equity during the recognized commercial names in its market.
for wireless bandwidth for the “mobile internet telecommunications collapse in 2002. STS was
tsunami”. Virginia Capital co-founded CST with a sold to a strategic investor in 2005. Cornett Hospitality owns and operates 15 casual
seasoned tower entrepreneur. dining restaurants in Virginia, West Virginia and
Virginia Telecomm Towers acquires, develops, and Pennsylvania. The Company was created through
MedIQ provides continuing medical education operates wireless communication towers. Virginia the merger of nine afﬁliated restaurant companies,
(CME) services to doctors nationwide. The Capital co-founded VTT. The company was sold to and has a management team that previously
Company partners with major academic health a strategic acquirer in 1998. built and sold the largest chain of Kentucky Fried
care institutions and other leading research Chicken restaurants in the Mid-Atlantic.
organizations to provide timely and thorough Virginia Business Publications produces Virginia
CME content to physicians. Business magazine a 25 year old statewide
business publication providing monthly insights
Wireless Partners acquires, develops, and to Virginia businesses and government leaders.
operates wireless communication towers. The Virginia Capital partnered with the publisher to
company was sold in 2007. purchase the magazine in 2009.
VIRGINIA C APITAL PARTNERS 9
HEALTH CARE INSURANCE
Martha Mills acquired an 80-year-old textile mill HemoShear makes a human surrogate testing Front Royal was a leading specialty property and
and is in the process of reclaiming the heart pine device that replicates the anatomical structure of casualty insurance company before its sale to a
lumber, steel and bricks in an environmentally the human blood vessel wall and blood ﬂow pat- strategic buyer in 2001 for $165 million.
friendly manner. terns, providing superior pre-clinical drug response
data than is currently available through traditional James River Group is a specialty property and
Mid-Atlantic Dairy Queen owned the largest chain cell culture and animal testing processes. casualty insurance company with a focus on the
of Dairy Queen restaurants in the Mid-Atlantic. excess and surplus lines segment founded by key
Two of the company’s twelve restaurants were Hunt Assisted Living built one of the largest port- members of Front Royal’s management team. The
consistently ranked among the leading revenue folios of assisted living facilities in the Mid-Atlantic company completed its initial public offering in
producers in the entire 6,000 International Dairy region before its sale to a strategic buyer in 1999. 2005 and was sold to a Bermuda-based reinsur-
Queen restaurant system (owned by Berkshire ance company for over $570 million in 2007.
Hathaway). Mid-Atlantic DQ was sold in 2008 to Innotech manufactures proprietary equipment
its management. and supplies used to make multi-focal lenses. Kinsale Capital Group was formed as a start-up
Innotech completed its initial public offering in 2009 by a group of seasoned property and
Sewickley Partners acquired several thousand and was subsequently purchased by Johnson & casualty executives to take advantage of the
acres of pine plantation in Virginia. Virginia Capital Johnson for $134 million cash. dislocations in the insurance industry.
partnered with a seasoned forester and lumber
mill to purchase these assets from an institutional PRA International tests the safety and efﬁcacy of
investor. new drugs for major pharmaceutical companies
and is one of the largest clinical research organiza-
Storage Management owned and operated self- tions in the U.S. PRA was sold to a ﬁnancial buyer
storage facilities. The company was sold in 2005 to in 2001 for more than $100 million.
Health Care Partners is a specialty health care
REIT and leasing company. Virginia Capital co-
founded the company with a group of proven
health care entrepreneurs.
Control your own destiny
or someone else will.
— Jack Welch
VIRGINIA C APITAL PARTNERS 11
T H E PA RT N ER S
FRED RUSSELL, MANAGING PARTNER TOM DEARDORFF, PARTNER
Fred has been Managing Partner at Virginia Capital Partners Tom has worked at Virginia Capital Partners
since its inception in 1996. He serves on the Board of all of since its inception, starting as an Associate and
Virginia Capital’s active investments and has more than 25 years working his way up to Partner and Managing
of private equity experience. Fred has invested in more than Director. He has invested in companies at
40 private companies and closed over three-dozen follow- all stages of development including start-
on acquisitions. He was an investor in three companies that subsequently completed ups, expansions, and acquisitions.Tom serves on the Boards of most
their IPO. Fred has also been active in the sale or IPO of companies with a combined Virginia Capital portfolio companies and has extensive experience in
enterprise value of more than $2 billion. the health care, media and communications, consumer, insurance, and
Fred has invested in companies at all stages of development: from start-ups to buyouts.
He has extensive experience in health care, media and communications, consumer, Tom has invested in more than a dozen private companies and closed
insurance and environmental industries. Fred was previously a Partner with Allied Capital, over a dozen follow-on acquisitions. He has been active in the sale
a $1 billion private equity ﬁrm. He was also a Managing Director in a health care services or IPO of 10 private companies with a combined transaction value of
company, which he helped to build into a $70 million revenue business. nearly $500 million.
Fred has lectured on entrepreneurship and private capital markets at the Wharton Before joining Virginia Capital, Tom worked with an environmental
School, the University of Virginia’s McIntire School of Commerce, and the Darden service ﬁrm and began his career at a boutique investment-banking
Business School. A Charlottesville native, Fred overstayed his welcome; attending the ﬁrm. He received his undergraduate degree from Tulane University
University of Virginia and graduating from the McIntire School of Commerce. After and liked it so much he stayed on and earned his MBA there as well.
ﬁnally leaving the nest, he studied in Philadelphia where he earned his MBA from the
Wharton School. Tom grew up in Decatur, Illinois and is passionate about staying ﬁt,
hunting and ﬁshing.
Fred lives in Richmond with his ﬁrst wife, Susan, and their three children aged 19, 17
and 15. Fred is passionate about being on the water, ﬂy ﬁshing, hunting upland birds
and ﬁnding a cure for Juvenile Diabetes.
I have not failed. I have found
10,000 ways that won’t work.
— Thomas Edison
VIRGINIA C APITAL PARTNERS 13
T H E I N V E S T M EN T T E A M
MATT AUSTIN, MANAGING DIRECTOR HUGH AARON, SENIOR ADVISOR , HEALTHC ARE CHRIS HUTTER, SENIOR ASSOCIATE
Matt joined Virginia Capital in 2002 and became Hugh joined Virginia Capital in 2009 as Senior Chris joined Virginia Capital in 2007 after serving as
Managing Director in 2007. He currently serves on Advisor, Healthcare. Hugh is a serial health care en- CFO and General Manager of Hutter Wholesale
the Board of three portfolio companies. Prior to trepreneur. In 2006 he sold a national training ﬁrm Hardware, a Colorado-based designer’s architectural
joining our team, Matt worked with BB&T Capital focusing on healthcare regulatory compliance to a hardware showroom and distributor. Prior to this
Markets, an investment-banking ﬁrm in Richmond, private equity backed buyer. Hugh held a variety experience, he was Director of Merchandising and
Virginia, where he was responsible for analysis and of management positions within the health care Logistics for Duck Head Footwear, a global-branded
valuations for mergers and acquisitions and other industry including Regional Operations Director footwear supplier based in Lynchburg, Virginia.
corporate ﬁnance transactions. He has lectured for a national medical practice management ﬁrm. Chris received his MBA with a concentration in
on corporate ﬁnance and private equity matters Although retired from private practice, Hugh is a Finance from the University of Richmond. He is a
at the McIntire School of Commerce and at James licensed attorney who formerly practiced health graduate of Hampden-Sydney College where he
Madison University. Matt has also passed the Series law with McGuire, Woods, Battle & Boothe. double majored in German and Mathematics with a
7 Exam and previously worked with a Registered concentration in Computer Science. Chris is a 2010
Investment Advisor, where he managed money for Hugh earned his Juris Doctor degree (cum laude) Level III CFA candidate. A Lynchburg native, Chris
high net worth clients. from the University of Richmond, a Master of Health now lives in Richmond with his wife and two young
Administration degree from the Medical College of children. Like most of the Virginia Capital team, Chris
Matt received his undergraduate degree with dis- Virginia and a Bachelor of Business Administration enjoys a wide range of outdoor activities and also
tinction from the McIntire School of Commerce degree from Christopher Newport College. Hugh loves to spend time playing with his children.
at the University of Virginia. teaches at the University of Richmond School of
Law and at Virginia Commonwealth University JOEL MCINTYRE, ASSOCIATE
He currently lives with his wife and twins in sub- (Medical College of Virginia Campus). Joel joined Virginia Capital in 2007 as an Associate.
urban Richmond. Outside of the ofﬁce and home, He was previously an Analyst with Waterside
he is an active volunteer for Bon Secours Hospice A Virginia native, Hugh lives in Hanover County Capital, a private equity ﬁrm in Norfolk, Virginia. Joel
and also involved at Woodlake United Methodist with his wife and son. He is an avid cyclist, sailor is a graduate of Brigham Young University where
Church in Midlothian, Virginia. and scuba diver. he studied International Relations and Business
Management. A Placerville, California native, Joel
now lives in suburban Richmond with his wife and
daughter. He enjoys anything that gets him outdoors,
preferably golf, football, and ﬁshing.
14 VIRGINIA C APITAL PARTNERS
We enjoy meeting CEOs of growing companies, even if there isn’t
an imminent need for capital, and we are happy to meet without
any written material or agenda. To ensure conﬁdentiality, we have
no problem signing commercially reasonable non-disclosure
agreements in advance of our discussions. Even if our meeting
doesn’t result in a transaction, we can often provide advice or
direct you to other more specialized resources.
1801 Libbie Avenue, Suite 201
If you have opportunities or ambition greater than your current
Ph (804) 648-4802
resources, and you are curious how private equity can help you Fx (804) 648-4809
achieve your goals, contact us today. Please visit our website for
up-to-date information. www.vacapital.com
Imagination is more important
— Albert Einstein