Demil International, Inc.

Corporate Divestiture

Summary

PW&Co was retained to assist DeMil International, Inc. in the sale of its business. DeMil was a development stage company supplying proprietary equipment to the United States and foreign governments with a requirement for disposing of explosive ordnance, including chemical and biological weapons. While the potential demand for its products and services was enormous, DeMil felt that it required a well capitalized and experienced partner to exploit its innovative technology world wide.

PW&Co Role

PW&Co helped DeMil document its financial plan and prepare an information memorandum for distribution to potential purchasers. In the course of preparing the information memorandum. Working with management, PW&Co identified a list of potential acquirers. Firms indicating an interest in DeMil were invited to submit preliminary indications of interest. After further discussions, two firms were invited to submit term sheets outlining price and proposed terms of a transaction.

DeMil agreed to negotiate exclusively with CH2M Hill and PW&Co assisted the parties in negotiating a mutually satisfactory agreement calling for an initial fixed payment and potential substantial future payments dependent upon future operating results. During the course of the negotiations, PW&Co assisted in resolving a number of problems, including securing necessary agreements with the holder of certain patent rights to the DeMil technology, assuring CH2M Hill exclusive use of the patents for demilitarization purposes.