Mergers & Acquisitions

J. David Harper, CFA

**** **** *** ****** **********, AL 35242

m: 484-***-**** e: ***.****@*****.***

http://www.linkedin.com/in/jdavidharper2

Senior-Level Strategic Merger & Acquisitions Professional

Value-Driven Financial Management Solutions Employee Development Results-Focused Leadership

Successful history of creating significant value in lower middle-market companies }}} Significant M&A and executive-level business leadership experience across several industries. }}} Leverage technology as a foundation for designing, implementing, and measuring results. }}} Recognized for achievements in financial restructuring, human resource development, and sales and marketing.

Operations

Corporate Financing

Investment Management

Executive & team leadership

Employee development & evaluation

Business process improvements

Organizational effectiveness

Budgeting & capital planning

Audit & compensation committee

Risk management

Accounting policies & procedures

Deal sourcing

Capital structure optimization

M&A – domestic / cross-border

Public & private financings

Corporate financial advisory

Financing negotiations

Restructuring & bankruptcies

Professional services management

Industry & competitive analysis

Investment origination & evaluation

Due diligence leadership

Strategy planning & execution

Operational improvements

Board & executive leadership

Operating performance metrics

Maximizing shareholder value

Selected Career & Leadership Highlights

Financial/Operational Improvements - Improved business process that yielded an ~1% increase in operating income.

Value Creation - Realized portfolio company fund-level return of ~3.5x investor’s money (~$25 million).

Successful Restructuring - Restructured insolvent industrial manufacturer to recover its valuation to >1.5x investor’s money.

Business Development Success - Originated four investment banking transactions totaling ~$110 million in value.

Organizational Development - Created, staffed, and managed the business development function for Harbert Private Equity.

Awards - “Outstanding Sales Effort” (PNC Bank); “Outstanding Community Service” (Case Western Reserve University).

Professional Experience

2013 – present HARPER & ASSOCIATES, LLC

Managing Consultant; Corporate financial & operational advisory.

Chief Operating Officer – Change Management: operating and process improvement initiatives for a multi-division, multi-location geotechnical services firm. (2014)

Technology - Leading enterprise-wide software platform implementation.

Finance - Overseeing and actively participating in the budget and planning process for 2015.

Marketing - Developing the firm’s marketing strategy and the marketing department’s organizational chart.

Mentoring & Leadership - Created retention & succession plan to provide mid-level management with a more clearly defined career development outlook.

Training & Development - Designed and am currently leading an in-house training program on personal effectiveness for the administrative staff.

Interim CFO – Engaged by a private-equity backed construction/building materials product manufacturer to evaluate and improve the financial operations of a $30+ million division. (Denver, CO) (2013)

Leadership - Responsible for the financial function of the division and leadership of four direct reports.

Analytics - Developed reporting, ratio, and forward-looking analytics.

Improvements - Made business process improvement recommendation that yielded ~$30,000 in direct labor savings, or ~1% improvement in EBITDA.

Corporate Finance Advisory – Advised and assisted commercial real estate fund in the refinancing of a portfolio of multi-family properties valued at more than $100 million.

J. David Harper, CFA

2006 – 2012 HARBERT PRIVATE EQUITY FUNDS; Harbert Management Corporation, Birmingham, AL

Director of Investments; $180 million operationally focused private equity fund investing in lower middle-market companies.

Responsible for leading deal origination, deal process, and due-diligence management; including deal negotiation, raising and completing deal financing, post-closing integration, and ongoing board-level leadership.

Advised and assisted portfolio company management regarding strategic and tactical issues including budgeting, financial management and financial reporting, sales and marketing, human resources, and operations.

Effectively negotiated favorable debt restructuring of Travis Body & Trailer and completed add-on acquisition.

Evaluated several cross-border investment opportunities in Canada and the U.K.

Active board director for: PWI Holdings, Inc. (Preferred Warranties; exited), TSF Holdings, Inc. (Tri-State Foam; exited), TBT Holdings, Inc. (Travis Body & Trailer; exited), and Precision Alloys, Inc.

Realized fund-level return of ~3.5x (>20% IRR) investor’s capital on PWI Holdings, Inc.

2003 – 2005 COMCAST CORPORATION; Corporate Development, Philadelphia, PA

Provided transaction support on the acquisition of Adelphia Communications Corporation (~17 billion) and the proposed merger with The Walt Disney Company (~55 billion).

Developed acquisition procedures manual for small-transaction processing.

Managed all aspects of middle-market cable acquisitions – from deal inception to closure.

2000 – 2003 LEGG MASON WOOD WALKER, INC. (now Stifel Nicolaus Weisel); Investment Banking, Philadelphia, PA

Vice President

Public Offerings

Co-manager for a $124 million secondary public offering of a global electronic components manufacturer.

Sell Side

Advised management of a $50 million revenue manufacturer of coaxial cable products regarding the sale of the company. Independently led the sale process from due diligence through negotiating proposals with finalists.

Buy Side

Independently led an acquisition engagement for a $300 million publicly traded manufacturer of fasteners and electric motors. Led due-diligence and negotiated the purchase of a manufacturer of electric motors (~$30 million).

Corporate Finance Advisory

Advised senior management of a $175 million publicly traded teleservices company regarding financing alternatives. Evaluated raising convertible debt, public equity, a private investment in public equity (PIPE), and senior debt. Created financial projection models adopted by the company.

Special Situations & Restructurings

Provided transaction support for the sale of five subsidiaries of a bankrupt publicly traded diversified manufacturer. The sale process was conducted pursuant to Section 363 of the bankruptcy code.

Fairness Opinions

Independently managed due diligence, preparation, and presentation of a Fairness Opinion to the Special Committee of the Board of Directors of an assisted living facility company.

1996 – 2000 KPMG LLP; Corporate Finance, Philadelphia, PA

Associate: 1998 - 2000

Effectively managed all the responsibilities involved in merger, acquisition, and private placement assignments.

Participated in negotiations and structuring of transactions for buy-side and sell-side engagements.

Assisted in developing the strategic plan that helped grow fee revenue from $0 to $2.1 million in three years.

KPMG LLP; Corporate Transaction Services Practice, Philadelphia, PA

Senior Consultant, Business Valuation and Financial Consulting: 1996 – 1998

Prepared business valuations for clients in the U.S., Canada, and Germany.

Managed project teams of up to nine employees on numerous time-sensitive engagements.

J. David Harper, CFA

1991 – 1995 PNC BANK; Small Business Banking / Retail Banking, Pittsburgh, PA

Community Banking Officer / Assistant Branch Manager; 1992 – 1995

Created and implemented a successful commercial banking products sales program.

Achieved 65% increase in commercial lending fee goal in one year.

Managed and conducted personnel reviews for 12 employees.

Awarded “Outstanding Sales Effort” award

1990 – 1991 KQV RADIO; Pittsburgh, PA

Account Executive

Prospected, managed, and developed radio advertising client portfolio of 60 new clients.

Education

1995 – 1996 Case Western Reserve University; MBA; Finance/Marketing, Cleveland, OH

Awarded “Outstanding Community Service” recognition award.

1993 – 1995 University of Pittsburgh; Pittsburgh, PA

MBA Candidate (Part-time); 1994 – 1995

Czechoslovak Management Center; April 1995; Prague, Czech Republic

College of General Studies; Accounting; 1993 – 1994

1985 – 1989 Allegheny College; BA; Economics / English, Meadville, PA

Leadership: Phi Delta Theta Fraternity – Treasurer / Interfraternity Council – Secretary, Social Chairman

Varsity Soccer: Four-year letterman, All-Conference recognition

Earned opportunity to play professional soccer in Canada.

Publications

Consolidation Turns the Landscape Industry Green, Gaines, Stephen A. & Harper, J. David, Irrigation & Green Industry, July – August 1999.

Certifications

Chartered Financial Analyst (CFA) – 2001

NASD Series 7 – 2008

Other

Guest lectured at American University and Case Western Reserve University.

Presenter/Panel member at the International Business Brokers Association (IBBA) conference.

Cub Scout Den Leader – 2009 – 2011

Board member – Birmingham/Greystone YMCA – 2010 to present

Interests include skiing, soccer, triathlon, masters swimming, cycling, and travel.

“Century Club”: Skied over 100 days during the 1989 – 1990 ski season (Snowbird, UT).

Raised in Denver, CO

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