Mergers & Acquisitions

May 18, 2022

Master Terrazzo Acquired by MTT Investment

PRESS RELEASE – FOR IMMEDIATE RELEASE


Levittown PA – MTT Investment Group LLC, a private investment group managed by Michael F. Blackburn (“MTT
Investment Group”) is pleased to announce the acquisition of Master Terrazzo Technologies and related
companies.

Master Terrazzo is a leading, Pennsylvania-based manufacturer and distributor of terrazzo products including Morricite™
Thin-Set Epoxy Terrazzo and other components for terrazzo flooring, utilized in commercial construction applications. The
Morricite™ brand has an over 60-year history. Master Terrazzo provides support to architects and designers, and partners
with qualified terrazzo installers throughout the USA and other parts of the world. The terms of the transaction have not
been disclosed.


Jim Guy, President and CEO of Master Terrazzo, commented,
I would like to thank all of you who have helped us to grow the name of Master Terrazzo Technologies. First of all, I would
like to thank the great employees that we have had over the years. There should be no question, we have been a great
family. I would also like to thank our customers, the best contractors in the world. We are grateful for your trust in us, and
we thank you for your expertise. We are grateful for the vendors who have done so much for us, especially those who have
taken a special interest in us and have gone above and beyond to keep us supplied with the products we need. But, most
of all, I am indebted to my LORD who has guided my life and helped me through it all. I am happy and excited to introduce
MTT Investment Group as the new owners of Master Terrazzo Technologies. In a different category, I thank my wife Monica
who was always with me in the good and bad. And to my children, all who have worked with me in my early days, and who
still laugh with me about the times that we worked together.


Michael Blackburn, President of MTT Investment Group commented,
After more than 15 years at Master Terrazzo, I could not be more enthusiastic about this opportunity to continue the growth
and mission of this fine company. The legacy of Master Terrazzo can be seen in the millions of square feet of projects
completed throughout the nation and in other parts of the world, which is a direct result of providing the finest terrazzo
system available to our certified installer network, which is second to none.


Above all else, my goal will be to provide the premier terrazzo system to the finest terrazzo installers, and to offer
outstanding customer service and support to our architectural and design clients, and to our terrazzo installers. Selecting
terrazzo should always be gratifying experience for architects, designers and building owners; there is no finer floor finish.
About Master Terrazzo Technologies


Throughout several transitions since the 1960’s, Master Terrazzo Technologies has been perfecting the science of the
design and installation of terrazzo.


In 1960, the MacNaughton-Brooks Company formulated and introduced Morricite™ to the terrazzo industry. Morricite™ was
named after Port Morris Tile and Marble, in respect for their valued contribution in the early product development.
Master Builders Technologies, worldwide leaders in admixture technology, purchased the MacNaugton-Brooks Company in
1978, and Master Terrazzo Technologies, LLC purchased the Morricite™ product line in 1997, with a commitment to provide
innovation and leadership through a total commitment of resources to the terrazzo industry.

In 2008, Master Terrazzo Technologies was purchased by Consolidated Coatings, Inc. This acquisition resulted from CCI’s
long-term interest in the terrazzo business. Following the acquisition, Michael H. Blackburn (father of Michael F Blackburn),
a prior owner of MTT with over 20 years of experience in the terrazzo industry, remained with MTT as National Sales
Manager.


Master Terrazzo Technologies has provided materials for many millions of square feet of quality terrazzo installations
throughout the world. The foundation of any epoxy terrazzo manufacturer is the terrazzo matrix that binds the aggregate
and bonds the terrazzo to the concrete substrate. Our flagship Morricite™ System has a rich history of performance and
value dating back for over 60 years.


Learn More: https://masterterrazzo.com/


About MTT Investment Group


MTT investment Group includes longtime members of the Terrazzo community including Michael F. Blackburn (President),
Joseph Wenzke, (Plant Manager) and Louis Giannini (Founder of ProTerrazzo Systems, Inc). The Team is looking forward
bringing Master Terrazzo to its full potential of success.


Michael F. Blackburn has worked up the ranks at Master Terrazzo from Customer Service Representative to National Sales
Manager. Michael’s leadership is based on extensive technical knowledge and practical experience in the industry.
Additionally, Plant Manager Joseph Wenzke has worked in the terrazzo industry for over 20 years. His passion for terrazzo
and his high standards for quality control will continue the legacy of the Master Terrazzo brand.


Louis Giannini has worked in partnership with Master Terrazzo for 10 years representing MTT’s terrazzo products in the
Northeast. Lou is looking forward to support the growth of the company.


May 18, 2022

Master Terrazzo Acquired by MTT Investment

PRESS RELEASE – FOR IMMEDIATE RELEASE


Levittown PA – MTT Investment Group LLC, a private investment group managed by Michael F. Blackburn (“MTT
Investment Group”) is pleased to announce the acquisition of Master Terrazzo Technologies and related
companies.

Master Terrazzo is a leading, Pennsylvania-based manufacturer and distributor of terrazzo products including Morricite™
Thin-Set Epoxy Terrazzo and other components for terrazzo flooring, utilized in commercial construction applications. The
Morricite™ brand has an over 60-year history. Master Terrazzo provides support to architects and designers, and partners
with qualified terrazzo installers throughout the USA and other parts of the world. The terms of the transaction have not
been disclosed.


Jim Guy, President and CEO of Master Terrazzo, commented,
I would like to thank all of you who have helped us to grow the name of Master Terrazzo Technologies. First of all, I would
like to thank the great employees that we have had over the years. There should be no question, we have been a great
family. I would also like to thank our customers, the best contractors in the world. We are grateful for your trust in us, and
we thank you for your expertise. We are grateful for the vendors who have done so much for us, especially those who have
taken a special interest in us and have gone above and beyond to keep us supplied with the products we need. But, most
of all, I am indebted to my LORD who has guided my life and helped me through it all. I am happy and excited to introduce
MTT Investment Group as the new owners of Master Terrazzo Technologies. In a different category, I thank my wife Monica
who was always with me in the good and bad. And to my children, all who have worked with me in my early days, and who
still laugh with me about the times that we worked together.


Michael Blackburn, President of MTT Investment Group commented,
After more than 15 years at Master Terrazzo, I could not be more enthusiastic about this opportunity to continue the growth
and mission of this fine company. The legacy of Master Terrazzo can be seen in the millions of square feet of projects
completed throughout the nation and in other parts of the world, which is a direct result of providing the finest terrazzo
system available to our certified installer network, which is second to none.


Above all else, my goal will be to provide the premier terrazzo system to the finest terrazzo installers, and to offer
outstanding customer service and support to our architectural and design clients, and to our terrazzo installers. Selecting
terrazzo should always be gratifying experience for architects, designers and building owners; there is no finer floor finish.
About Master Terrazzo Technologies


Throughout several transitions since the 1960’s, Master Terrazzo Technologies has been perfecting the science of the
design and installation of terrazzo.


In 1960, the MacNaughton-Brooks Company formulated and introduced Morricite™ to the terrazzo industry. Morricite™ was
named after Port Morris Tile and Marble, in respect for their valued contribution in the early product development.
Master Builders Technologies, worldwide leaders in admixture technology, purchased the MacNaugton-Brooks Company in
1978, and Master Terrazzo Technologies, LLC purchased the Morricite™ product line in 1997, with a commitment to provide
innovation and leadership through a total commitment of resources to the terrazzo industry.

In 2008, Master Terrazzo Technologies was purchased by Consolidated Coatings, Inc. This acquisition resulted from CCI’s
long-term interest in the terrazzo business. Following the acquisition, Michael H. Blackburn (father of Michael F Blackburn),
a prior owner of MTT with over 20 years of experience in the terrazzo industry, remained with MTT as National Sales
Manager.


Master Terrazzo Technologies has provided materials for many millions of square feet of quality terrazzo installations
throughout the world. The foundation of any epoxy terrazzo manufacturer is the terrazzo matrix that binds the aggregate
and bonds the terrazzo to the concrete substrate. Our flagship Morricite™ System has a rich history of performance and
value dating back for over 60 years.


Learn More: https://masterterrazzo.com/


About MTT Investment Group


MTT investment Group includes longtime members of the Terrazzo community including Michael F. Blackburn (President),
Joseph Wenzke, (Plant Manager) and Louis Giannini (Founder of ProTerrazzo Systems, Inc). The Team is looking forward
bringing Master Terrazzo to its full potential of success.


Michael F. Blackburn has worked up the ranks at Master Terrazzo from Customer Service Representative to National Sales
Manager. Michael’s leadership is based on extensive technical knowledge and practical experience in the industry.
Additionally, Plant Manager Joseph Wenzke has worked in the terrazzo industry for over 20 years. His passion for terrazzo
and his high standards for quality control will continue the legacy of the Master Terrazzo brand.


Louis Giannini has worked in partnership with Master Terrazzo for 10 years representing MTT’s terrazzo products in the
Northeast. Lou is looking forward to support the growth of the company.


May 16, 2022

Atmos Technologies

17 Campus Boulevard, Suite 100, Newtown Square, PA  19073

Ph: (610) 436-4314                    

www.atmos-technologies.com

Three-firm merger creates new environmental solutions provider: Atmos Technologies

NEWTOWN SQUARE, PA — The merger of Rusmar, Inc., NCM Odor Control and Crowley Chemical Company brings three long-established, progressive chemical companies under one roof.

The new firm, Atmos Technologies, is a one-of-a-kind, global environmental solutions provider focusing on sustainability, recycling and regulatory compliance across a wide array of markets essential to our communities.

“The original companies, on their own, did not represent who we are as a total company,” Atmos CEO Phil Johnson said. “We wanted to add visibility to the breadth of environmental solutions and technologies we provide to our customers and the community as the new entity we have become.”

Founded in 1986 in West Chester, PA, Rusmar, Inc. specialized in the development of aqueous foam formulations and custom application equipment to enhance regulatory compliance, eliminate VOC emissions and control odors prevalent at solid waste landfills and environmental remediation sites. 

NCM Odor Control developed odor neutralization formulations and custom-fabricated application equipment essential to preventing nuisance odors from escaping to surrounding communities. Solutions include stationary, perimeter and mobile systems for odor abatement at the source that are widely utilized across North America at solid waste landfills, transfer stations and environmental remediation sites. The company was founded in 1987 in Broadheadsville, PA.

Crowley Chemical Company celebrated its 100th year in existence in 2020. It was formerly headquartered in New York City. The company’s expertise lies in the production of specialty blended solutions utilized in a wide array of sustainable end products. Markets include renewable tire & rubber applications, a patented 100% recycled asphalt technology and sustainable adhesives. Crowley’s technologies are widely used as extenders, process aids and formulary components to improve performance and processing while lowering costs. 

“This merger enhances the breadth and depth of potential solutions for our customers’ real regulatory, compliance and environmental challenges,” Johnson said. “As a one-stop solutions provider, Atmos is the only company in business in North America providing this wide a range of products and services to industries who need them.”

May 16, 2022

Atmos Technologies

17 Campus Boulevard, Suite 100, Newtown Square, PA  19073

Ph: (610) 436-4314                    

www.atmos-technologies.com

Three-firm merger creates new environmental solutions provider: Atmos Technologies

NEWTOWN SQUARE, PA — The merger of Rusmar, Inc., NCM Odor Control and Crowley Chemical Company brings three long-established, progressive chemical companies under one roof.

The new firm, Atmos Technologies, is a one-of-a-kind, global environmental solutions provider focusing on sustainability, recycling and regulatory compliance across a wide array of markets essential to our communities.

“The original companies, on their own, did not represent who we are as a total company,” Atmos CEO Phil Johnson said. “We wanted to add visibility to the breadth of environmental solutions and technologies we provide to our customers and the community as the new entity we have become.”

Founded in 1986 in West Chester, PA, Rusmar, Inc. specialized in the development of aqueous foam formulations and custom application equipment to enhance regulatory compliance, eliminate VOC emissions and control odors prevalent at solid waste landfills and environmental remediation sites. 

NCM Odor Control developed odor neutralization formulations and custom-fabricated application equipment essential to preventing nuisance odors from escaping to surrounding communities. Solutions include stationary, perimeter and mobile systems for odor abatement at the source that are widely utilized across North America at solid waste landfills, transfer stations and environmental remediation sites. The company was founded in 1987 in Broadheadsville, PA.

Crowley Chemical Company celebrated its 100th year in existence in 2020. It was formerly headquartered in New York City. The company’s expertise lies in the production of specialty blended solutions utilized in a wide array of sustainable end products. Markets include renewable tire & rubber applications, a patented 100% recycled asphalt technology and sustainable adhesives. Crowley’s technologies are widely used as extenders, process aids and formulary components to improve performance and processing while lowering costs. 

“This merger enhances the breadth and depth of potential solutions for our customers’ real regulatory, compliance and environmental challenges,” Johnson said. “As a one-stop solutions provider, Atmos is the only company in business in North America providing this wide a range of products and services to industries who need them.”

May 13, 2022

Armstrong Files Chapter 11

Armstrong Flooring Files Voluntary Chapter 11 Petitions; Continuing to Pursue Sale of Business Through Chapter 11 Process

Download as PDF May 09, 2022 2:09am EDT

Company to continue fulfilling orders and commitments to stakeholders, providing the highest levels of innovation, quality and service

LANCASTER, Pa., May 09, 2022 (GLOBE NEWSWIRE) — Armstrong Flooring, Inc. (NYSE: AFI), a leader in the design and manufacture of innovative flooring solutions (“Armstrong Flooring” or “the Company”), today announced that the Company and certain of its subsidiaries have filed for voluntary protection under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. In a continuation of its ongoing sale process, the Company intends to continue pursuing an efficient and value-maximizing sale of its business through a competitive Chapter 11 sale process. The Company’s businesses in China and Australia will not be included in the Chapter 11 filing, but they are part of the sale process.

In December 2021, Armstrong Flooring retained Houlihan Lokey Capital Inc. to assist with a process for the sale of the Company along with the consideration of other strategic alternatives. The sale process is continuing, and Armstrong Flooring hopes to consummate an orderly sale of the entire business or its core assets as soon as practicable.

“Our business and team members have been working diligently to strengthen our financial foundation in the face of several macroeconomic trends—including supply chain challenges, the current inflationary environment and continued headwinds from the COVID-19 pandemic,” said Michel Vermette, President and Chief Executive Officer. “With the support of our Board of Directors, we have determined that using the Chapter 11 process to effectuate a potential sale is the right next step for our Company. As we have said previously, we firmly believe in the value and potential of Armstrong Flooring—and we are confident that this definitive action puts us in the best possible position to preserve and maximize value for our stakeholders. In the meantime, we are open for business and remain firmly committed to our customers, vendors and employees as we navigate the path forward.”

In order to fund and preserve its operations during the Chapter 11 process, the Company has entered into a credit agreement, subject to Bankruptcy Court approval, providing for $30 million of debtor-in-possession (“DIP”) financing. Upon approval by the Bankruptcy Court, the DIP financing will provide Armstrong Flooring with the necessary liquidity to operate and cover administrative expenses as it pursues a value-maximizing sale.

The Company will file certain motions with the Bankruptcy Court requesting customary relief that will enable Armstrong Flooring to transition into Chapter 11 with as little disruption to its ordinary-course operations as possible, including support for payment of employee wages and certain benefit programs. The Company expects these motions to be approved within the first few days of the case.

For more information about Armstrong Flooring’s Chapter 11 case, please visit http://dm.epiq11.com/ArmstrongFlooring, email ArmstrongFlooringInfo@epiqglobal.com or call (888) 905-0459 for U.S. calls or +1 (503) 597-5611 for international calls.

The Company is represented in this matter by Skadden, Arps, Slate, Meagher & Flom LLP as legal advisor, Houlihan Lokey Capital Inc. as its investment bank, and Riveron RTS, LLC as financial advisor.

About Armstrong Flooring
Armstrong Flooring, Inc. (NYSE: AFI) is a global leader in the design and manufacture of innovative flooring solutions that inspire beauty wherever your life happens. Headquartered in Lancaster, Pennsylvania, Armstrong Flooring continually builds on its resilient, 150-year legacy by delivering on its mission to create a stronger future for customers through adaptive and inventive solutions. The company safely and responsibly operates seven manufacturing facilities globally, working to provide the highest levels of service, quality, and innovation to ensure it remains as strong and vital as its 150-year heritage. Learn more at www.armstrongflooring.com.

https://ir.armstrongflooring.com/news-events/press-releases/detail/79/armstrong-flooring-files-voluntary-chapter-11-petitions