Overview
Founded in 1984, family-owned SPS New England, Inc. has steadily grown to become one of the leading bridge, highway, transit and marine contractors in New England. SPS provides heavy construction, bridge repair and maintenance and design-build services to municipal and state clients throughout New England. SPS specializes in design-build projects, delivered by a team committed to continuously finding better, faster and smarter ways to execute. The company’s design-build projects have incorporated award-winning Alternative Technical Concepts that have enhanced each project’s design and overall value for clients.
The services of SPS rest on its core values: a relentless pursuit of customer satisfaction, maintaining business integrity, hiring talented people, a steadfast commitment to their employees and giving back to their community. It attributes its success to the dedication of the firm’s managers and expert union labor staff and to their spirit of cooperation with clients. Every division of the SPS team, from the office to the field, is driven to be the best in the industry through continuous innovation, commitment to safety and use of the latest technologies and best practices.
Situation
The owners of SPS were nearing retirement age and planning their succession strategy. They wanted to ensure the company would maintain its core values and record of success into the future. At that time, the owners were evaluating competing alternatives for owner transition, but they had considered ESOP ownership for some time. SPS engaged in preliminary discussions with the Capital ESOP Group at UBS who recommended that SPS engage Griffin Financial Group, an affiliated company of SES ESOP Strategies, to complete a transaction analysis.
Solution
Griffin performed a transaction analysis for SPS regarding the potential valuation and structure for a 100% purchase of stock by a newly formed ESOP. After the analysis was complete, the owners of SPS determined that an ESOP purchase with bank financing was the best solution to achieve the desired goals of the owners. Griffin served as financial advisor to SPS throughout the management of the ESOP transaction, and legal services were provided by Griffin’s partners at Stevens & Lee. UBS Capital ESOP Group also provided 1042 advisory and financial planning services. During the transaction, Griffin assisted SPS in structuring and forming a new ESOP, gathering and organizing financial due diligence information, negotiating the terms with a senior lender, negotiating the terms of a subordinated seller loan to the company and closing the transaction. This resulted in the successful sale to the ESOP on December 30, 2022.
“Ensuring our future success while eliminating the risks and challenges surrounding generational transfers were the key objectives as we began to execute our long-term planning strategy at SPS. Throughout the entire process of becoming an ESOP, the team at Griffin Financial Group was essential in helping us achieve our goals,” said SPS New England, Inc. Chairman and CEO Wayne Capolupo. “Griffin helped us understand the complicated financial concepts and walked us through the technical details necessary for a successful ESOP transaction.”
For more information about this ESOP transaction, please contact Edward Renenger at 610.478.2238, Ken Wanko at 215.285.7190 or Vince Capone at 215.508.7716.