Milliken & Company to Acquire Polartec from Versa Capital Management

FOR IMMEDIATE RELEASE

June 11, 2019

Polartec and Versa Capital Management Abernathy MacGregor
Chuck Dohrenwend or JP Letourneau, cod@abmac.com / jpl@abmac.com 212.371.5999

MEDIA CONTACTS

Milliken & Company
Mollie Williams
mollie@mwilliamscg.com
864.419.6204

Liz Morris
liz@mwilliamscg.com
864.918.5196

Milliken & Company to Acquire Polartec from Versa Capital Management

Brand acquisition bolsters Milliken’s capabilities to include fleece, performance textiles for consumer, workwear and military outdoor apparel

SPARTANBURG, S.C. — Milliken & Company (“Milliken”), a global diversified manufacturer with more than a century and a half of textile expertise, today announced that it signed a definitive agreement to acquire Polartec, LLC (“Polartec”), a strong global brand known for its innovative performance textiles for outdoor and military apparel, from Versa Capital Management, LLC (“Versa”). The acquisition is expected to close in June. Financial terms of the transaction were not disclosed.

Headquartered in Andover, Massachusetts, the Polartec brand carries a respected portfolio of

fabric technologies for outdoor apparel, from performance-driven and consumer-focused

textiles, to flame-resistant, workwear and military-grade fabrics.

The addition of the Polartec brand—particularly its outdoor and fleece textiles—rounds out Milliken’s comprehensive

portfolio, allowing the company to deliver unprecedented access to a range of performance textiles for consumers, industrial workers and military personnel around the world.

“Polartec brings a wealth of new and respected outdoor textile expertise to complement Milliken’s strengths,” shared Halsey Cook, president and CEO of Milliken & Company. “The strategic acquisition broadens our textile capabilities with a product offering to now include fleece and soft-shell outerwear, among others, allowing us to grow in new and exciting spaces.”

“With more than 150 years of textile innovation, Milliken is the best possible ‘natural owner’ of a brand with Polartec's pedigree. I look forward to supporting the integration,” said Polartec CEO Gary Smith. "I’m grateful to Versa Capital Management for their support in realizing Polartec’s full potential, and I'm extremely proud of the global Polartec team for their dedication and hard work that put the company in the position it is in today.”

“We look forward to growing Polartec’s strong brand at Milliken,” said Jeff Price, president of Milliken’s Performance and Protective Textiles Division. “Polartec expands our regional

manufacturing reach and grows our technological expertise, enabling us to further deliver innovative performance textiles to the global market.”

“Milliken provides the perfect platform to ensure the continuation and acceleration of the success of the Polartec brand after years of complex and transformative business repositioning by Gary Smith and his team,” said Greg Segall, CEO of Versa and chairman of Polartec. “It has been a great collaboration with Gary and all of Polartec’s valued employees, and we are proud of all that has been accomplished during Versa’s ownership—notably the feat of reviving an American textile icon and powerful global brand into an enterprise equipped to succeed in today’s highly competitive markets. Milliken is the ideal long-term owner for Polartec, and we look forward to seeing the two companies achieve big things together.”

Versa acquired the assets of the former Malden Mills in 2007 through the then 101-year-old textile manufacturer’s third reorganization. Working with management, the business was transformed, renaming the company Polartec, reorienting it toward a technology- and innovation-led growth strategy, and revamping the company’s leadership, operations, manufacturing footprint and customer relationships.

The transaction is subject to customary closing conditions.

About Milliken

Milliken has been solving everyday problems with innovative solutions for more than 150 years. Our research, design and manufacturing expertise reaches across a breadth of disciplines including specialty chemicals, floor covering, and performance and protective textiles. An unwavering commitment to ethics guides our work to redefine how we add strength and protection to products, how we infuse vibrancy and color into our surroundings, and how we care for the environment. For us, success is when discoveries made within Milliken help us all have more meaningful connections with the world. Discover Milliken at www.milliken.com, and join us on Facebook, Instagram, LinkedIn and Twitter.

About Polartec, LLC

Versa and Polartec were advised by Lazard Middle Market and Sullivan & Cromwell LLP. Milliken

& Company was represented by Jones Day LLP.

To learn more about Milliken’s Performance and Protective Textiles Division, visit

textiles.milliken.com.

Headquartered in Andover, Massachusetts, Polartec is the premium provider of innovative and sustainable textile solutions, combining innovation with eco-engineering to provide relevant, market-applicable textile solutions. Since inventing modern technical fleece in 1981, the engineers at Polartec continue to advance the science of fabric, creating fabric technologies that solve problems and improve the way products are designed and used. Polartec products range from lightweight wicking and cooling fabrics, to insulation and weather protection textiles, and are utilized by leading consumer brands, the U.S. Military and other global militaries, flame resistance, workwear, and contract upholstery markets. For more information, please visit www.Polartec.com and follow Polartec on Instagram, Facebook and T witter .

About Versa Capital Management, LLC

Versa Capital Management, LLC is a private equity investment firm focused on control investments in special situations involving middle market companies and their management teams. Versa focuses on businesses in a diverse array of industries where value and performance growth can be achieved through enhanced strategic, operational and financial management. For more information, please visit www.Versa.com.

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Affiliates of Versa Capital Aquire Alex Apparel Group

Alex Apparel Group Acquired by Affiliates of Versa Capital Management

Alex Apparel to Drive Growth With its Continuing Commitment
To Providing Women the Highest Quality Eveningwear at Great Values

PHILADELPHIA, PA – May 28, 2019 – Versa Capital Management, LLC (“Versa”) announced today that its affiliates have acquired Alex Apparel Group (“Alex Apparel”) a leading designer and wholesaler of better- and moderate-priced social dresses and separates under the Alex Evenings, SL Fashions and Ignite Evenings brands from Atlantic Street Capital.

The Alex Apparel Group brands, known for their elegant, classic styling, combined with consistent fit and comfort, are sold both online and in over 3,400 retail locations, including major department stores, specialty store chains and boutiques and pure-play ecommerce sites.

Colleen Kelly, Chief Executive Officer of Alex Apparel, said: “We are excited to partner with Versa to continue the strong trajectory of our business. Versa provides us with the tools and resources to advance our strategy underpinned by our longstanding commitment to providing women with high quality classic-social eveningwear that accentuates their beauty.”

“We are very pleased to invest alongside management in this promising market leader in a specialized, attractive product category,” said Greg Segall, CEO of Versa Capital. “Over the past several years, Colleen and her team have been repositioning Alex’s brands, improving product design, growing existing customer revenue and implementing best practices in sourcing and production. We look forward to working with the Alex Apparel team to capitalize on the numerous growth opportunities from increased direct engagement with end-customers, greater sales channel diversification, and potential strategic acquisitions.”

About Versa Capital Management, LLC

Versa Capital Management, LLC is a private equity investment firm focused on control investments in special situations involving middle market companies and their management teams. Versa focusses on businesses in a diverse array of industries where value and performance growth can be achieved through enhanced strategic, operational and financial management. For more information, please visit www.Versa.com.

About Alex Apparel

Alex Apparel designs, sources and distributes branded eveningwear dresses and separates to the better- and moderate-priced segment of the women’s apparel industry. The company’s classic designs are sold under the Alex Evenings, SL Fashions and Ignite Evenings brands and are distributed online and in over 3,400 leading department stores and specialty boutiques nationwide. Visit www.alexevenings.com.

About Atlantic Street Capital

Atlantic Street Capital is a private equity firm that invests in middle market companies with between $4 million and $15 million in EBITDA. The firm invests in fundamentally sound companies that will benefit from capital investment and value-adding strategic and operational initiatives. Atlantic Street Capital’s investment team are hands-on investors who work closely with management to unlock their business’ underlying value and help them succeed. For more information visit www.atlanticstreetcapital.com.

Media Contacts:

Abernathy MacGregor

Chuck Dohrenwend, cod@abmac.com, 212-371-5999 JP Letourneau, jpl@abmac.com , 212-371-5999

WSJ: I'm Flying In That? Unloved Turboprop Gets Second Look - Silver Airways

I’m Flying In That? Unloved Turboprop Gets Second Look

Silver Airways bets latest propeller planes can win over passengers who recall bumpy, noisy flights on earlier models.

By Robert Wall and Andrew Tangel, for The Wall Street Journal Updated February 4, 2019

A small Florida airline is doubling down on a passenger plane that bigger carriers have long abandoned: the turboprop.

Silver Airways LLC plans to start flying a new, propeller-driven 46-seater in coming weeks. It would be the first new turboprop introduced into U.S. passenger service in years.

The privately held airline expects delivery of 20 new turboprops by the middle of next year, including a roomier 70-seater, to replace an aging fleet of earlier models, some 20 years old.

That is flying in the opposite direction to most other American carriers. Early versions of the turboprop earned a reputation for being bumpy and noisy. Jets came to supplant them on most routes by the late 1990s. Silver Air, and other turboprop boosters, say the planes have come a long way since those days and deserve a second look.

“It’s a beautiful ride, and it’s a quiet ride,” said Chief Executive Steve Rossum, whose airline based in Fort Lauderdale, Fla., flies nearly 100 routes, mostly within Florida and to the Caribbean. The new planes are built by France-based Avions de Transport Regional, or ATR. “We are going to do a great job of rebuilding the turboprop perception in the U.S.,” Mr. Rossum said.

A turboprop might look like an old-fashioned, piston-engine propeller plane, but it has more modern jet engines that drive the rotating blades to propel the aircraft. It was the principal option for short domestic commercial flights in the U.S. until 1993, when Comair, which later became a Delta Airlines Inc. feeder airline, started using 50-set jets. The turboprop airline fleet peaked in the U.S. shortly thereafter, at roughly 1,900 aircraft. The number used in day-to-day airline service now stands at fewer than 100 planes.

Last July, American Airlines Group Inc. retired its last turboprop, a Dash 8, made by Bombardier Inc. of Canada and flown by American’s Piedmont Airlines subsidiary. It was the last of the big U.S. airlines to still fly a turboprop.

As jets took over U.S. skies, propeller planes started to appear outdated. Many passengers remember the sometimes-shaky flights, loud engines and cramped spaces of the turboprops of yesteryear.

A high profile crash of an ATR turboprop in the U.S. in 1994, killing all 68 people onboard, also marred the image of such planes.

Brian Jacobson, who last flew on a turboprop on a flight from Detroit to Milwaukee about a decade ago, associates propeller-driven planes with small-plane crashes he sees on the local news. “I would generally prefer to be on a jet,” said Mr. Jacobson, a 30-year old attorney who lives in Chicago. “It seems safer.”

Accident rates for turboprops – which in many parts of the world serve remote regions where operations can be more challenging – are higher than for jets.

In North America, on average 0.91 turboprop was lost per million flights each year between 2013 and 2017. For jets, the average annual loss rate was 0.21 aircraft per million flights during the same period.

ATR says the that plane enhancements, such as the introduction of new onboard electronics, combined with efforts to bolster training, are helping to close the safety gap between turboprops and jets.

A spokeswoman for Silver Airways said the airline’s fleet of Saab turboprops had a strong safety record, and that the airline hasn’t had any fatal accidents in its three- decade history. She said the accident statistics could be skewed by smaller operators flying in extreme weather conditions in places such as Alaska.

Today’s turboprops don’t resemble earlier models, thanks to years of technological advances. They now feature gear to damp vibration and reduce cabin noise, putting their comfort level on par with smaller jets. “There is the perception props are noisy, they feel uncomfortable, you feel a lot of vibration during flights,” even though that no longer applies to modern designs, said Ray Jaworski, a Forecast International analyst.

In many cases, they also burn far less fuel, making them much cheaper to operate over short distances. During short hops, planes spend most of the journey either ascending or descending, with little time at cruise altitude, where a jet’s higher speed saves the most time. On such flights, turboprops can complete the journey in roughly the same time as a jet while consuming a fraction of the fuel.

“A turboprop aircraft is not an old-technology aircraft. It is a modern, high- technology aircraft,” said Stefano Bortoli, chief executive of ATR, a joint venture between Airbus SE and Italy’s Leonardo SpA.

Outside the U.S., many airlines still love the turboprops. Turboprops, for instance, fly regularly between London City airport and Aberdeen, Scotland, a two-hour 20 minutes long journey that includes a stop in Newcastle.

While the U.S. fleet of turboprops is vanishing, the global fleet is still growing strongly. ATR expects it to number 4,060 turboprops in passenger service in 2037, up from 2,260 last year.

Together, ATR and Bombardier make almost all of the world’s commercial turboprops. Bombardier, amid wider restructuring, in November agreed to sell that business to Longview Aviation Capital Corp., the parent of Canadian aircraft maker Viking Air Ltd.

The turboprop “isn’t sexy if you look at it from a distance,” Mr. Bortoli said, but he added: “If people would get to know it better, they would discover a gem.”

Jonathan Rost of Plymouth, Wis., is a fan. He said there is a certain charm turboprops have lent to his getaways to the Bahamas. He last flew Silver in 2015, from Fort Lauderdale to Treasure Cay in the Bahamas. He described the roughly hourlong flight as comfortable, if a bit noisier than riding on a jet.

It’s always been kind of an adventure to get to this little spot that we love,” said Mr. Rost, 71.