Online Tech Acquires Neverfail’s Global Cloud Infrastructure Business

December 4, 2018, Ann Arbor, Mich.

ACQUISITION AMPLIFIES ONLINE TECH’S CHANNEL STRATEGY; STRATEGIC PARTNERSHIP OFFERS CUSTOMERS A ROBUST, SECURE PORTFOLIO

Online Tech, a leading provider of secure, compliant private, hybrid and multi-cloud solutions for service providers, channel partners and enterprise organizations, announced that it has acquired the Infrastructure as a Service (IaaS) and data protection assets and products of IT provider Neverfail. The acquisition, which includes Neverfail’s five cloud nodes and assets in North America, Europe and Asia-Pacific, significantly increases Online Tech’s geographic footprint and its ability to serve direct customers while adding tens of thousands of new end-users through extensive channel programs.

As part of the transaction, the two companies have entered into an ongoing strategic partnership in which Online Tech will become Neverfail’s preferred cloud provider for their software solutions. The acquisition and agreement allows Neverfail to focus exclusively on software while partnering with Online Tech to provide the cloud infrastructure for compliant sensitive customers requiring a high level of confidence in their cloud solutions.

In addition, Online Tech will now offer expanded managed services for existing customers and resellers that complement their current cloud, collocation, disaster recovery and security solutions. These include a partner-centric private cloud, enhanced data protection (with offsite backup powered by Veeam®), Neverfail Workspaces virtual desktop service, Neverfail HybriStor™ and Neverfail Continuity Engine.

Neverfail customers will benefit from Online Tech’s proprietary OT Portal single-pane-of-glass portal, allowing for visibility across their entire IT environment.  From real-time monitoring to simplified billing administration, clients can find answers for all of their IT needs  in one convenient place.

This is the second cloud acquisition in 2018 for Schurz Communications, parent company of Online Tech. The deal represents Schurz Communications’ commitment to growth in the cloud and managed IT services arena and offer greater access to cloud infrastructure with top-rated, 24/7 customer support and a full suite of complementary software services.

“The Neverfail acquisition is an exciting step in Online Tech’s journey of growth. It demonstrates both the commitment and capabilities we have to enable business transformation and the modernization of critical infrastructure around the globe,” said Brad Cheedle, CEO of Online Tech.  “With our latest announcement, we are better positioned than ever to earn our place as one of the most respected cloud providers in the world.”

The acquisition extends Online Tech’s reseller and agent programs to include many of the world’s greatest service providers.

“Online Tech was a clear choice when we sought a partner to meet our valued customers’ infrastructure needs moving forward,” said Brian Hierholzer, CEO at Neverfail. “Our software offerings layered atop their resilient and high performing cloud solutions are a winning combination we are confident customers will appreciate.”

All Neverfail infrastructure customers will be seamlessly transitioned to Online Tech for their intellectual property, privacy and compliance needs. All existing Neverfail cloud employees will become employees of Online Tech.

Layer 7 Capital LLC acted as Neverfail’s exclusive financial advisor for the transaction. The terms of the transaction were not disclosed.

About Online Tech

Online Tech is the leader in secure, compliant hybrid and multi-cloud solutions for service providers, channel partners and enterprise organizations. Their industry-leading portal, OTPortal™, enables clients to view and manage all of their IT systems in a single pane of glass. Backed by independent HIPAA, PCI, EU-US Privacy Shield and SOC 2 audits, Online Tech delivers exceptional experiences for businesses seeking a fully managed IT-as-a-service provider. For more information, call 877-740-5028, email  solutions@onlinetech.com or visit www.onlinetech.com.

About Schurz Communications Inc.

Schurz Communications Inc. is a family owned corporation that has been helping businesses, communities and individuals make meaningful connections for five generations. The Schurz legacy began in newspaper publishing and today, the company remains committed to making information more accessible through the platforms and technology of the digital age. Schurz Communications’ recent investments include regional broadband companies, global data center solutions providers and digital media and marketing firms. The company’s portfolio further includes daily, weekly and niche publications and multiple minority investments. For more information, visit www.schurz.com.

About Neverfail

Neverfail enables IT to meet or exceed service level agreements by providing continuous availability to applications, data and infrastructure. This is done by providing bulletproof-technology, industry-leading experience, and a complete dedication to customer success. For more information on Neverfail solutions, contact the company at 512-600-4300 or visit www.neverfail.com. You can follow Neverfail on Twitter at twitter.com/neverfail.

About Layer 7 Capital

Layer 7 is a boutique investment bank focused on providing advisory services to companies within the Software-as-a-Service (B2B, B2C), Infrastructure-as-a-Service (Data Centers, Hosting, Cloud), Managed Services (Managed Applications, Managed Infrastructure, Managed Network Services, Managed Security, Outsourced IT), Internet-of-Things and Artificial Intelligence / Robotics verticals. Layer 7's advisory services include buyside and sellside M&A, strategic planning, valuation analysis and debt capital placement for sector companies and their current and potential investors.

Media Contact

Leigh Picchetti

Leigh@LKPConsulting.com

720-218-1686

Boathouse Capital Realizes Cal Net Technology Investment

Wayne, PA - August 7, 2018 - Boathouse Capital is pleased to announce Cal Net Technology Group's merger with NexusTek, a leading IT services firm headquartered in Colorado. The combination creates a super-regional managed IT services firm in the western-half of the U.S.

Boathouse Capital will be exiting the investment after five years of stewardship. Over the course of their investment, Cal Net became a leading Southern California-based managed services provider through a combination of organic growth and the acquisitions of inhouseIT, Alpha Actual and Velocity Network Solutions.

"We are very excited to partner with the NexusTek team," said James Hwang, Chief Executive Officer of Cal Net. "The IT Services market is going through a critical phase of market consolidation and technological innovation. Together with NexusTek, we will have the resources and market presence to become a leading managed services provider in the Western-half of the U.S." Mr. Hwang will join NexusTek as Chief Operating Officer and President.

"We want to thank the team at Cal Net for a successful exit," said Bill Dyer, General Partner of Boathouse Capital. "We believe that this combination with NexusTek is another important milestone in the Company's roadmap. We enjoyed working with the leadership team of Cal Net during our watch and look forward to its continued success."

Layer 7 Capital LLC acted as Cal Net's exclusive financial advisor for the transaction. The terms of the transaction were not disclosed.

About Cal Net

Cal Net Technology Group is the premier provider of outsourced IT, cloud, security services and Unified Communications in the Southern California market, servicing organizations with 10-2,000 employees. Through its implementation and support services, Cal Net Tech excels in tackling the complexities of partially and fully outsourced IT and voice systems implementation and support services with both onsite and remote delivery models.

Cal Net has also been recognized as a Dell Security Partner of the year for 2015, Southwest Region Partner of the Year by Microsoft three years in a row, including 2015, IT Service Partner of the Year by the Los Angeles Business Journal, has been named a top 50 Managed Services Provider in North America by the MSPMentor 501 List, is a CRN MSP Elite 150 list member and is a seven-time Inc. 5000 honoree.

About Layer 7 Capital

Layer 7 is a boutique investment bank focused on providing advisory services to companies within the Software-as-a-Service (B2B, B2C), Infrastructure-as-a-Service (Data Centers, Hosting, Cloud), Managed Services (Managed Applications, Managed Infrastructure, Managed Network Services, Managed Security, Outsourced IT), Internet-of-Things and Artificial Intelligence / Robotics verticals. Layer 7's advisory services include buyside and sellside M&A, strategic planning, valuation analysis and debt capital placement for sector companies and their current and potential investors.

Tenzing, Thinkwrap and Spark::red Merge to Create Leading Commerce Services Provider

TORONTO – February 13, 2018

Combined entity becomes world’s largest premium Oracle Commerce managed service provider.

Tenzing is pleased to announce its merger with Thinkwrap Commerce and Spark::red. The transaction creates a global commerce and information management services firm, with offices and employees in North America, Europe, Asia, and Africa. The company’s head office will be in Toronto, Ontario.

The combined entity will be one of the largest premium Oracle Commerce ATG implementation and managed service providers in the world and a leading provider of SAP Hybris services. The new firm will offer unrivaled end-to-end commerce solutions and a broad array of products and services to accelerate enterprise retailers’ and merchants’ digital transformation.

“This is a landmark day for these three companies,” said Tenzing CEO Bill Di Nardo. “This merger brings together some of the most experienced eCommerce minds in North America and puts them into one room for the benefit of our customers and the marketplace as a whole. The pace of change in retail and commerce is staggering, and only accelerating. This business combination will enable us to invest in the types of innovation our customers expect and need to keep up with that rate of change.”

Since 2004, Ottawa-based Thinkwrap has delivered strategy, design, software development, and integration services to enterprise ecommerce companies worldwide like Aldo and Simons. Spark::red is the leading provider of high-end managed hosting for the Oracle Commerce platform serving well-known brands like Michael Kors and Vera Bradley. It was founded in 2007, and is headquartered in Redmond, Washington.

“This transaction puts us in a position to innovate quickly and build a leading suite of ecommerce applications and services,” said Steve Byrne, CEO of Thinkwrap. “The decision to work with Tenzing and Spark::red gives us access to some of the best people in the ecommerce industry, and creates a compelling holistic offering for our clients.”

“We think the combination is a perfect fit,” said Spark::red Co-founder Russell Moore. “Spark::red has always been a leader in providing premium Oracle Commerce services; this merger allows us to expand our platform expertise, including in to the public cloud.”

Eventi Capital Partners led the Series D equity financing in support of this transaction, continuing its long-standing support of the company. Tenzing also worked with Layer7 Capital to secure supporting debt financing from BMO Bank of Montreal. Tenzing Chief Executive Officer Bill Di Nardo will remain as the CEO of the combined company. He will be supported by the senior management from all three companies, who are remaining with the combined entity as operators and shareholders.

The terms of the transaction were not disclosed. The deals closed in February 2018.

Total Server Solutions Fuels Growth With Investment Capital And The Acquisition Of Managed Service Provider Zerolag Communications

 Combination enhances services offerings to customers while providing growth opportunities in multiple markets

 Atlanta, GA – January 23, 2018 – Total Server Solutions, an industry leader in Managed IaaS announced that it has raised $23MM in equity and debt from Layer 7 Capital and J.P. Morgan Chase for acquisition finance and growth capital within the business. The target company in the transaction being ZeroLag Communications, a provider of optimized managed hosting solutions has now joined the Total Server Solutions family.

For over 17 years, ZeroLag has provided customers with superior hosting services featuring a unique combination of technical expertise and highly scalable solutions. ZeroLag has designed reference architectures for all the stacks Total Server Solutions supports ensuring the best possible performance, security, and scalability for Total Server Solutions customer’s environments. The acquisition of ZeroLag not only adds a wide variety of new products and services to Total Server Solutions core infrastructure, but also allows Total Server Solutions to leverage coveted partnerships in emerging markets such as Dell, NTT, Veeam, Vmware, and Magento amongst several others. With the acquisition, Total Server Solutions gains a third Los Angeles, CA data center footprint, a backup facility in Austin, TX, and a DR site in Charlotte, NC. They also have now more than doubled their headcount in tech, sales, and development staff across the country.

“Our acquisition of ZeroLag expands our product suite, talent pool and provides a tremendous path forward to leverage both existing Total Server Solutions & ZeroLag customer bases,” said Gary Simat, CEO of Total Server Solutions. “Furthermore, alongside the company’s new financial partners comes increased scale, which enables TSS take on much larger, and more complex projects. This is only one of many large announcements that will be seen from TSS this year. We are coming.”

“ZeroLag has been an innovator in the proactive managed services space for 17 years and through organic growth became a well-known player in the industry,” said Greg Strelzoff, founder and CEO of ZeroLag. “Total Server Solutions fills in critical gaps to the ZeroLag solution space, such as having compute facilities globally. There are incredible synergies between the two companies and together the two groups will have significant accretive forces on each other.”

Steve Lee of Layer 7 Capital, formerly of The Bank Street Group, served as financial advisor to Total Server Solutions. DLA Piper, a leading global law firm spanning more than 40 countries, was counsel to Total Server Solutions in connection with the transaction. DH Capital served as sell side advisor to ZeroLag Communications.

About Total Server Solutions
Founded in 2005, Total Server Solutions provides managed services, high performance infrastructure, and custom solutions to individuals and businesses in a wide array of industries. Our customers range from financial institutions, to advertising platform operators, hosting providers, and telecom companies. We’re also trusted by educational institutions and government agencies in keeping their data on-line and available. Total Server Solutions has the singular mission of providing its’ customers with the finest hosted services and the most robust infrastructure available anywhere across the globe. Our dedicated team of technical experts are always working to find the best, most effective ways to serve you and provide solutions to help you to meet whatever your challenges may be.

About ZeroLag Communications
ZeroLag Communications offers custom-engineered & optimized hosting environments. They deliver superior performance, reliability, and security, ensuring the best possible user experience for their online customers priding themselves in understanding your business challenges and providing simply the best solutions and support in the hosting industry.

Crestline Direct Lending Provides Growth Financing

FORT Worth, TX (January 11, 2018) – The Direct Lending team (“CDL”) of Crestline Investors, Inc. is pleased to announce the recent closing of a Senior Secured Credit Facility (the “Facility”) comprised of a term loan and delayed-draw term loan to refinance existing indebtedness and provide growth capital to DRFortress (the “Company”). Layer 7 Capital served as the Company’s financial advisor.

DRFortress is the premier data center in Hawaii. The Company operates a world-class facility and offers a suite of complimentary services including cloud solutions and disaster recovery planning. The Company is the largest and only carrier-neutral data center in Hawaii, and as such is the data center of choice.

Rosa White, CFO at DRFortress commented: “We worked closely with the Crestline team to achieve a financing solution that allowed us to refinance our existing indebtedness and secure a source of capital for future growth.”

“We are excited to partner with DRFortress and look forward to supporting the Company’s continued success as the premier data center in Hawaii,” said Jonathan Ben-Horin, Head of Credit Originations at Crestline.

“We are very pleased with the outcome of this transaction, which will strengthen DRFortress’ position as the leading colocation provider and Internet exchange in Hawaii. We were impressed by Crestline’s flexibility, speed of execution and knowledge of the sector, and we look forward to our partnership going forward,” said Steve Lee, Managing Director of Layer 7 Capital and Board Member of DRFortress.

Crestline invests in data center providers of varying scale and across multiple geographies. This transaction marks Crestline’s fifth investment in the data center industry over the past two years, with over $115 million of committed debt financing provided since Q1 2016.

For more information of Crestline’s financing capabilities in the data center industry please contact Jonathan Ben-Horin (jbenhorin@crestlineinc.com).

About Crestline Direct Lending

Crestline Direct Lending seeks to provide $15-100 million senior secured, unitranche and second lien financings to lower-middle and middle market companies in North America and Europe. CDL lends to companies with highly recurring revenues and has significant experience in technology, media, telecom and healthcare. CDL typically lends to businesses with $4mm+ of EBITDA and can also lend to companies with minimal cash flow on a multiple of recurring revenues. For more information, please visit www.crestlineinvestors.com/directlending.

About Crestline Investors, Inc.

Crestline Investors, Inc, founded in 1997 and based in Fort Worth, Texas, is a credit focused institutional alternative investment management firm. Crestline specializes in credit, opportunistic investments, and hedge fund and beta solutions. In addition to its Forth Worth, Texas headquarters, the company maintains affiliate offices in New York City, Chicago, London, Toronto and Tokyo. For more information, please visit www.crestlineinvestors.com.

About Layer 7 Capital

Layer 7 is a boutique investment bank focused on providing advisory services to companies within the Software-as-a-Service (B2B, B2C), Infrastructure-as-a-Service (Data Centers, Hosting, Cloud), Managed Services (Managed Applications, Managed Infrastructure, Managed Network Services, Managed Security, Outsourced IT), Internet-of-Things and Artificial Intelligence / Robotic verticals. Layer 7 also makes investments in early stage companies as an independent sponsor within its core sectors. Visit www.layer7capital.com for more information.

About DRFortress

DRFortress is a leading provider of innovative IT infrastructure solutions to meet the complex technological requirements of Hawaii’s businesses. Through its world-class data center and comprehensive suite of cloud services, DRFortress assists both local and international companies with maintaining and securing their mission-critical systems and business continuity plans. DRFortress is the largest and only carrier-neutral data center and cloud services provider operating in the State of Hawaii. DRFortress houses the densest concentration of IP carriers in Hawaii and has been meeting the data center needs of Hawaii’s enterprises, content companies, system integrators, carriers, wireless service providers, cable companies and ISPs since 2006. For more information, visit www.drfortress.com.

For more information, please contact

Credit & Opportunistic Investment Opportunities:

Jonathan Ben-Horin

817-339-7169

jbenhorin@crestlineinc.com

Media Contact:

Dmitriy Isogeneic

212-279-3115 ext. 243

dioselevich@prosek.com