Goldsmith Agio Helms Announces the Sale of Infiltrator Systems, Inc. to Graham Partners

MINNEAPOLIS--()--Sept. 30, 2005--Goldsmith Agio Helms is pleased to announce the completed sale of its client, Infiltrator Systems, Inc. ("Infiltrator" or the "Company"), the world's leading designer and manufacturer of plastic chamber systems for on-site septic leachfields and stormwater management to Graham Partners, a Philadelphia-based private equity firm. The sale of Infiltrator is Goldsmith Agio Helms' 56th successful transaction completed in the plastics industry, and its 54th successful transaction completed in the building products industry.

HIGHLIGHTS FROM THE TRANSACTION

Roy Moore, President of Infiltrator, commented, "This is a very exciting time for Graham to partner with us, as our chambers have revolutionized the septic industry and are well positioned to further exploit opportunities that lie ahead in wastewater and stormwater management. With Graham Partners' intimate knowledge of plastic manufacturing businesses, they are the perfect partner to help us accelerate our next phase of growth." Jim Nichols, founder and former CEO of Infiltrator, added, "I am extremely pleased with the results of the transaction. After 19 years of nurturing and developing Infiltrator into a market leader, it was our top priority to find the right partner with the cultural fit and strategic vision to make the most of Infiltrator's unique strategic foundation."

Rob Newbold, Managing Principal of Graham Partners, commented, "The Infiltrator acquisition is representative of our conviction that significant growth potential exists in companies that are driving conversions in their industries from traditional materials to higher quality, lower cost alternatives. Infiltrator will continue to benefit from further penetration of its plastic chamber systems due to the many functional and cost saving advantages versus old fashion gravel-and-pipe alternatives."

Jerry Caruso, Managing Director and Member of Goldsmith Agio Helms, commented, "We have worked with Infiltrator for many years to help position them for sale to a partner that will help take the Company to its next level of growth. With Infiltrator's recent introduction of a revolutionary new product line and its unprecedented advances in plastics recycling technologies, it is hard to imagine a better match." Steve Beck, Managing Director, added, "After a tremendous response from the market and a highly competitive sale process, Infiltrator is now partnered with a group that fully recognizes the Company's unique value. It was a genuine pleasure working with both Infiltrator and Graham throughout this process to create what will be a very dynamic and productive combination."

THE COMPANY

Infiltrator Systems, Inc. (www.infiltratorsystems.com) is the pioneer of plastic chamber technology that forms a structural framework for underground wastewater management systems in the onsite septic leachfield and stormwater markets. Its flagship products are large, plastic, arch-shaped chambers that are joined together in excavated trenches to provide the means for septic tank effluent runoff to leach into the soil. Infiltrator also manufactures chambers for stormwater retention and detention that are sold exclusively through its joint venture with Advanced Drainage Systems, Inc., called Stormtech LLC. The Company's chamber products are based on proprietary and patented designs that are injection molded from proprietary blends of prime and recycled plastics. Infiltrator has created significant barriers to entry in its industry niche due to the Company's dominant brand name and distribution network, extensive regulatory approval, proprietary designs, custom blends of recycled plastics, and superior manufacturing know-how. With over 35 million chambers sold to date, Infiltrator is the world leader in the markets it serves with an estimated 80% share of all plastic leachfield chambers sold in the world. Infiltrator's growth is tied to the ongoing conversion from traditional gravel-and-pipe leachfield systems to plastic chamber systems. Headquartered in Old Saybrook, Connecticut, Infiltrator employs over 400 people and has manufacturing facilities in Winchester, Kentucky and Ogden, Utah. The Company supplies installers (contractors) through a network of more than 585 distributors in more than 1,025 locations throughout North America and select international markets.

THE BUYER

Graham Partners (www.grahampartners.net) Graham Partners is a leading, lower middle market industrial private equity firm based in suburban Philadelphia with over $800 million under management. Graham Partners is sponsored by the privately held Graham Group of York, Pennsylvania, an industrial and investment concern with global interests in plastics, packaging, machinery, building products and outsource manufacturing. Graham's strategy is to acquire niche manufacturing businesses with revenues between $20 million and $350 million that are benefiting from raw materials and technology conversion trends where Graham can utilize its unique and extensive operating resources, financial expertise, and industrial network to add value during its holding period.

ABOUT GOLDSMITH AGIO HELMS

Goldsmith Agio Helms (www.agio.com) provides sophisticated corporate finance advice and investment banking services to middle market businesses. The firm's services include mergers and acquisitions, private placements of debt and equity, distressed advisory and restructuring, and valuations and fairness opinions. The firm operates internationally from its offices in Minneapolis, New York, Chicago, Los Angeles, and London.

If you would like more information about this transaction, contact Jerry Caruso, gcaruso@agio.com, or Steve Beck, sbeck@agio.com, at 612-339-0500.

Contacts

Goldsmith Agio Helms, Minneapolis
Gerald M. Caruso, Jr. or Steven R. Beck, 612-339-0500
F 612-339-0507
E gcaruso@agio.com or sbeck@agio.com

Contacts

Goldsmith Agio Helms, Minneapolis
Gerald M. Caruso, Jr. or Steven R. Beck, 612-339-0500
F 612-339-0507
E gcaruso@agio.com or sbeck@agio.com