Woodside Capital - National Investment Managers

Division: Phoenix Management Services


National Investment Managers, Inc. (“NIVM”) acquires and manages operating entities with recurring revenue streams that offer pension plan administration (“TPA”), financial and investment advisory services (“Investment”) and insurance products (“Insurance”) to small and medium sized businesses in the United States and to high-net worth individuals. The Company was formed in March 2005 through a reverse acquisition with Duncan Capital Financial Group, Inc. with the strategy of consolidating these businesses to take advantage of cross-selling opportunities, economies of scale, efficiencies and consolidation of overhead. As of June 30, 2007, NIVM owns 12 TPA operating units, 4 Investment operating units, and 1 Insurance operating unit across 10 states. Since June 30, 2007, NIVM has moved their corporate headquarters from New York, New York to Dublin, Ohio.


Since its inception in 2005, NIVM has experienced significant growth as it executes a strategy of growth through acquisition. During that time, NIVM’s exisiting capital structure had become toO costly and cumbersome as they looked to increase their target company acquisitions. Phoenix was brought in by Woodside Capital Management, to assist in the financial due diligence of NIVM in order to restructure the debt thru the sydicated lending marketplace. Phoenix was tasked with reviewing NIVM’s trailing twelve month historical operating performance for each of the 17 operating entities and identifying any inconsistencies with internally generated reports as a means of validating EBITDA. Further, Phoenix was used as an independent reviewer of the Company’s cash management structure and billing practices.


Phoenix Management Services prepared a written financial report that opined on the validity of NIVM’s historical financial results, as well as, outlined the operating risks and mitigants inherant in NIVM’s growth strategy. This report will will be utilized by participating senior secured creditors interested in financing the recapitalization of the Company to enable future growth. Due to the upfront due diligence preformed, Phoenix will be able to continue to assist Woodside Capital on any due diligence requirements as NIVM continues to execute its acquisition growth strategy.