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Investment Criteria Generally we invest $1 million to 5 million per transaction. We regularly co-invest with our strategic partners and other funds. USGF focuses on middle market specialty foods, consumer products, manufacturing and service businesses. Our managing partners work closely with each of our portfolio companies. Our creative approach often breathes new momentum into growing businesses - we are quick, flexible and creative. In addition to our own funds, USGF is a limited partner in several funds which invest $2-10 million tranches in equity and subordinated debt securities of middle market businesses. Industry Types Industry Types: Non-Cyclical businesses with solid sales drivers that persist through down-markets. Businesses with strong cash flow performance in out-of-favor/under-appreciated industries are desirable. We have particular interest in branded consumer products and consumer services companies that compete in markets that are well-established and not typically subject to the risks associated with economic cycles and technological obsolescence. We prefer established consumer product brands, including the following categories: natural and organic food space, ethnic and regional foods, functional foods and beverages. We also seek to acquire orphan brands in the food sector, personal care and household sectors, and in the super-premium, personal care products sector. We avoid investing in industries approaching cyclical peaks. We currently do not invest in defense, auto, real estate, housing or related sectors; Stage: Proven market demand evidenced by three years of audited financial statements with positive trending revenues, gross profit and EBITDA (i.e. no start-up or turnaround situations). We will consider companies with un-audited financial statements in the specialty food industry where we have a strong expertise; Company Size: Run Rate Revenues of $10 million to $75 million and EBITDA of $1 million to $5 million; Geography: Domestic Value Creation Thesis: Clearly articulated sales drivers and strategy for building enterprise value; Management Excellence: CEO & CFO experienced in similar plan executions and who share Our Values; Corporate Governance: Culture that embraces budget discipline, scaleable operating processes, executive incentive compensation aligned with shareholder interests and Board independence; Preferred Situations: Historical revenue and EBITDA growth of 10% per annum. Availability of public company comparables showing positive financial trends and stock performance. Fragmented industries with multiple participants undergoing consolidations. Preferred industries include premium branded-food products, consumer product businesses, and Going Private Transactions; Preferred Structure: USGF's preferred approach to the private equity business is through common equity, preferred equity, both control and minority equity positions and subordinated debt with warrants and convertible Notes/Preferred shares. In the event of a subordinated debt investment, the typical debt structures include 3-5 year maturities with no principal due until maturity, monthly interest payments and financial covenants mirroring senior debt covenants; USGF is very comfortable as a lead financial backer of experienced management teams in management buy-outs. We are also comfortable with the non-control, minority position behind experienced equity sponsors in deals where equity investors are separate and distinct from operation management; Disqualifying Factors:
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