We are pleased to inform you that SSG Capital Advisors, LLC (“SSG”) acted as the exclusive investment banker to American Laser Skincare LLC (“ALSC” or the “Company”) in the sale of substantially all of its assets to an affiliate of Versa Capital Management, LLC (“Versa”). The sale was effectuated through a Chapter 11 Section 363 process and closed on February 3, 2012.

ALSC is the nation’s largest provider of hair removal and skin rejuvenation services. With over 150 retail clinics nationwide, the Company offers laser hair removal, cellulite reduction, body shaping, skin rejuvenation, eMatrix, BOTOX®, Juvederm and Radiesse among other services. The clinics also sell multiple beauty enhancing products including Latisse and Vivite products. Since the Company’s inception in 2001, ALSC has been a leader in evaluating and launching the newest and most effective technology-based skin and hair options for its clients.

Although ALSC had a history of strong revenue growth and positive EBITDA, the recent global economic downturn had a significant impact on the Company’s financial performance. With the sluggish economy, customers were less inclined to spend on the discretionary services and products that ALSC offers. In addition, the Company had several missteps with marketing and service pricing. As a result, the Company’s financial performance was negatively impacted, its market share decreased and liquidity was strained causing a default under its secured loan facility. In order to sell its assets, the Company filed for Chapter 11 protection under the U. S. Bankruptcy Code in the District of Delaware on December 8, 2011. Versa, which acquired the senior debt of ALSC in mid-2011, agreed to provide the DIP financing and serve as the stalking horse bidder for substantially all of ALSC’s assets.

SSG was retained as the Company’s exclusive investment banker for the purpose of marketing the business and soliciting competing offers to the proposed stalking horse bid. Versa’s stalking horse offer was ultimately the highest and best price for substantially all of the assets of ALSC. The sale was approved by the Bankruptcy Court on January 31, 2012. SSG’s experience in condensed M&A processes and Section 363 sales in Chapter 11 enabled all key stakeholders to maximize the value of the Company while preserving the jobs of substantially all of ALSC’s employees.

Versa Capital Management is a private equity investment firm with $1.2 billion of assets under management that is focused on control investments in special situations involving middle-market companies where value and performance growth can be achieved through enhanced operational and financial management. Versa is committed to investing in North American middle market business and, to date, has over a dozen portfolio companies spanning a broad range of industries.
Other professionals who worked on the transaction include:

• Adam G. Landis, Richard S. Cobb, Kerri K. Mumford and Jeffrey R. Drobish of Landis Rath & Cobb LLP, counsel to American Laser Skincare LLC;
• Nancy A. Peterman, Maria J. DiConza and Christopher M. Chubb of Greenberg Traurig, LLP, counsel to Versa Capital Management, LLC;
• Albert Altro of Traverse, LLC, Chief Restructuring Officer to American Laser Skincare LLC;
• David Orlofsky and Bret W. Fernandes of Zolfo Cooper, LLC, independent director and pre-petition restructuring advisor, respectively, to American Laser Skincare LLC;
• Eric Glassman of Qorval LLC, financial consultant to American Laser Skincare LLC;
• Stephen B. Selbst, Frederick E. Schmidt and Justin B. Singer of Herrick, Feinstein LLP, counsel to the Unsecured Creditors Committee;
• William P. Bowden, Amanda M. Winfree and Leigh-Anne M. Raport of Ashby & Geddes, P.A., counsel to the Unsecured Creditors Committee; and
• Clifford Zucker and Chad J. Shandler of J. H. Cohn, LLP, financial advisor to Unsecured Creditors Committee.

About SSG Capital Advisors, LLC
SSG Capital Advisors, LLC (“SSG”) is a leading independent boutique investment bank that assists middle market companies, as well as their stakeholders, complete special situation transactions. As a specialist in mergers and acquisitions, financial advisory, capital raises, financial restructurings and complex valuations, we offer the expertise our clients need in today’s complex and fast-moving financial markets. As a partner-owned firm with a clear focus, we offer the personal attention of our senior partners, entrepreneurial spirit and agility in the marketplace that middle-market businesses require. Since 2001, SSG has successfully completed over 190 special situation investment banking assignments on behalf of clients in North America and Europ