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Vision Capital, Landmark Partners and Willis Stein complete innovative transaction August 2012

Willis Stein & Partners ("Willis Stein"), Landmark Partners ("Landmark") and Vision Capital today announce the completion of an innovative transaction benefitting investors in Willis Stein's third fund, Willis Stein & Partners III, L.P. (the "Fund"). Investors received the option to receive liquidity from this 2000 Fund in cash and/or the opportunity to benefit from the growth potential of the portfolio. The syndicate of new investors includes PineBridge Secondary Partners II.
The transaction is structured to address the objectives of investors in the Fund, some of whom had expressed a desire for liquidity. Investors were given the option to take cash proceeds or to roll the value of their interests into the new partnership. A majority of investors elected to receive cash; however, a significant number chose to participate in the value creation opportunity in the three retained portfolio companies in the Fund. The transaction provides an extended period for continued growth and development in the portfolio.

The partnership's portfolio comprises three mid-market US businesses: Education Corporation of America, Inc. ("ECA"), Strategic Materials Inc. ("SMI"), and Velocitel, L.L.C. ("Velocitel").

• ECA is a private provider of post-secondary education which operates under four brands across 26 campuses and online. Founded in 1983, the company offers associate degrees, diploma courses and baccalaureate degrees. In 2011, ECA reported revenue of $315 million.
• SMI is the largest glass processing and recycling business in North America, and is one of the top ten plastics processors in the market. For the fiscal year to March 2012, SMI reported revenue of $228 million.
• Velocitel is a provider of outsourced engineering and design services for the wireless telecom and renewable energy industries. Headquartered in California, Velocitel has 13 offices across the US. Velocitel is projected to generate over $110 million revenue in 2012.
Landmark's investment will be made from Landmark Partners XIV, a $2 billion fund, and Vision Capital's investment will be made from Vision Capital Partners VII LP.

Moelis & Company LLC acted as exclusive financial advisor to the Fund in connection with this transaction.

Commenting on the investment, Avy Stein at Willis Stein said:
"We are very pleased to have secured the future of ECA, SMI and Velocitel through this transaction with Landmark Partners, Vision Capital and other investors. Each business has a compelling business model, a strong position in its market and an industry leading management team in place. This transaction provides each business with the time necessary to fulfil its full potential."

Scott Conners at Landmark Partners said:
"Landmark Partners is delighted to have worked in partnership with Willis Stein and Vision Capital to develop a unique secondary transaction that creates a liquidity solution for limited partners and provides support for a very interesting portfolio of companies with good growth potential."

Julian Mash, Chief Executive of Vision Capital, said:
"Through this innovative transaction, Willis Stein's investors have been offered a unique combination of options and benefits, allowing them to realise liquidity or to continue to participate in the portfolio's value creation prospects. The three companies in the portfolio have attractive qualities and solid underlying business fundamentals. We are looking forward to working with Willis Stein and the management teams to help them realise their potential. We are delighted to be partnering with Willis Stein and Landmark Partners on this transaction."


Vision Capital is a limited liability partnership | Registered in England number: OC336240 | Authorised and regulated by the Financial Conduct Authority