The law firm Rothman Gordon, PC advised Wheeler Bros., Inc. (WBI), a privately held supply chain management company headquartered in Somerset, Pennsylvania, on the sale of the family-owned business to VSE Corporation (NASDAQ: VSEC). The acquisition was completed on June 6, 2011. WBI will operate as a wholly owned subsidiary of VSE.
WBI supplies vehicle parts to the U.S. Postal Service (USPS) and the Department of Defense. The purchase price was approximately $180 million in cash, subject to adjustment based on closing net working capital, with potential additional payments of up to $40 million, if certain financial targets are met during the first four years after completion of the acquisition. For the year ended September 30, 2010, WBI recorded revenues of approximately $158 million and pretax income of approximately $31 million. WBI has about 185 employees.
Dave Wheeler will remain WBI’s Chief Executive Officer. Randy Davies, currently VP of Operations, will become WBI’s President and COO. Dave Wheeler commented, “Our employees could not be more pleased with the match we found in VSE. All of us at WBI look forward to VSE helping us get to the next level. We built a very successful company but, with VSE, there is no limit to the possibilities.”
Led by corporate attorney Chad Tomosovich, the team also included tax attorney Mark Weis, corporate attorneys Robert Galanter and Bill Lestitian, and Estates & Trusts attorney Jim Ummer. In addition to corporate, tax and regulatory issues, the firm advised on employment and real estate issues to ensure jobs were kept in Western Pennsylvania, a goal that was important to WBI.