Subject: deal
From: <[email-masked]>
To: <[email-masked]>, <[email-masked]>
Date: Thu, 31 May 2012 18:46:17 +0000

Hunter, Chris - one off investment opportunity has come up.  See overview below.  I thought there might be people in your network who like doing direct one-offs. We are looking for people who can do 250-500k, like the sector, can move quickly. We'd create a one off vehicle to do it.  If one of your guys ended up the capital we could figure out a partnering arrangement.  Let me know.  Its moving pretty quickly and assessment to-date looks compelling.
Thanks... Devin

Situation:       A fundless sponsor has approached Enlightenment Capital about supporting its acquisition of Project Simon.  The deal is under LOI and moving towards a mid-July close.  RSA is supporting the diligence.  Enlightenment's diligence and assessment to-date has been positive.
Opportunity:  Enlightenment has the opportunity to invest $250-500k in a $3-4mm mezzanine tranche.  The deal should be priced at approximately 13% with a 2% up front fee, plus warrant coverage of 10-13%.  This appears to be an attractive opportunity to make a low-leverage mezzanine investment with solid equity upside, projecting a 20-30% all-in return;  Company is in a growing Intelligence, Surveillance & Reconnaissance (ISR) segment; well-positioned with a key DoD customer; ability to penetrate new customers would drive growth; strong margins and cash generation should de-lever the business.
Business:      The Company provides a data fusion and battlespace analysis software suite that supports overseas ISR operations.  The product supports situational awareness and real-time battlespace management.
Financials:    The Company generates approximately $5mm in revenue and produces attractive margins and cash flow.  Leverage at close would be sub 3x.

_____________________________
Devin Talbott
Managing Partner
Enlightenment Capital
Office:  240-343-5358
Mobile: 202-251-5547
[email-masked]
www.enlightencap.com