National Investment Managers Inc. Signs Letter of Intent for Sale of the Company
Reports Third Quarter Financial Results

DUBLIN, OH -- (Marketwire) -- 11/15/10 -- National Investment Managers (OTCBB: NIVM), a nationally-based and regionally-operated retirement plan administration and investment management company, with over $11 billion of assets under administration, today announced that it has entered into a non-binding letter of intent, with exclusivity provisions, for the sale of the company to an entity to be formed by Stonehenge Partners, Inc. for $48 million in cash, subject to a negotiated net working capital target. Stonehenge Partners, Inc., based in Columbus, Ohio, manages more than $600 million of private capital and focuses on investing in middle-market businesses.

Completion of the sale is subject to certain terms and conditions, including the negotiation and execution of a mutually satisfactory definitive acquisition agreement, completion of financing arrangements and due diligence by Stonehenge, and requisite approvals from the Company's senior and subordinated senior lenders and shareholders. The parties are working toward the execution of a definitive agreement by year-end, assuming all conditions in the letter of intent are satisfied by the required time lines.

After payment of NIVM's outstanding debt, transaction expenses and certain other liabilities currently estimated to aggregate approximately $35 - 36 million and after giving effect to any required working capital adjustment, the remainder of the purchase price would be allocated among the holders of each series of NIVM's preferred stock and the holders of its common stock. The investment banking group of Carl Marks Advisory Group, LLC is acting as financial advisor to the Company.

National Investment Managers also announced its financial results for the third quarter, 2010, as follows:

Revenues for the three months ended September 30 2010, improved to $14.0 million compared to $11.0 million for the same period in 2009, an increase of $3.0 million or 27.2%. The Company's earnings before interest, taxes, depreciation, amortization, change in derivative financial instruments and stock-based compensation (EBITDA SBC) reached $4.7 million for the third quarter 2010, up from $2.0 million for the same period in 2009.

Net income for the quarter ended September 30, 2010, was approximately $1.12 million with accrued preferred dividends of approximately $467,000, resulting in a net income available to common shareholders of approximately $0.65 million, or $0.02 per fully diluted share. For the same period in 2009, the net loss was approximately ($1.09) million, with approximately $494,000 in accrued preferred dividends, resulting in a net loss available to common shareholders of approximately ($1.59) million, or ($0.04) per fully diluted share. The weighted average number of common shares outstanding stood at roughly 41.5 million basic and 72.9 million diluted for the three months ended September 30, 2010 and 39.6 million basic and diluted for the same period ended September 30, 2009.

Revenues for the nine month period ended September 30, 2010 were $35.8 million compared to $37.7 million for the same period in 2009, a decrease of 5.1%. The Company's earnings before interest, taxes, depreciation, amortization, change in derivative financial instruments and stock-based compensation (EBITDA SBC) was $7.8 million for the nine months ended September 30, 2010 compared to $8.7 million for the same period in 2009.

The net loss for the nine month period ended September 30, 2010, was approximately ($202,000) with accrued preferred dividends of approximately $1.45 million, resulting in a net loss available to common shareholders of approximately ($1.65) million, or ($0.04) per fully diluted share. For the same period in 2009, net income was approximately $1.12 million, with approximately $1.48 million in accrued preferred dividends, resulting in a net loss available to common shareholders of approximately ($366,000), or ($0.01) per fully diluted share. The weighted average number of common shares outstanding stood at roughly 40.5 million basic and diluted for the nine months ended September 30, 2010 and 39.6 million basic and diluted for the same period ended September 30, 2009.

Steven J. Ross, Chief Executive Officer of National Investment Managers, said, "Our focus during the third quarter was to work with Carl Marks to continue the execution of a well-defined process toward a refinancing of debt or sale of the Company. While a significant amount of management time has been spent on that initiative, our field personnel met or exceeded all client deliverables which allowed the Company to post very positive results for the quarter. These results clearly demonstrate the strength and stability of our business model, and are a credit to the exceptional capabilities of our organization."

John M. Davis, President and Chief Operating Officer, added, "I am proud of all of our people who have worked so hard to deliver early on nearly every client commitment for our calendar year plans. Our third quarter results were clearly buoyed by the completion of work well in advance of the October 15th filing deadline for Form 5500s. Due to anticipated delays associated with the newly required EFAST2 electronic filing process, we made a company-wide decision to accelerate our filings to avoid potential issues, and our people delivered. Our year-to-date results were slightly down from 2009 due to lower EGTRRA restatement revenue for defined contribution plans, which was expected with the completion of the restatement cycle for those plans in April, 2010."

He concluded, "Great companies are built on a foundation of great people. And, despite the difficult economy, general business conditions, and the distractions associated with the recapitalization initiative, our people and our entire organization have continued to persevere. We've delivered upon every client commitment with superior service, and at the same time, continued to stay on track with our strategic and operational plans toward the development and implementation of our national technology platform and administrative business model across the country. As such, our people have been required to wear many hats, but we've accomplished a great deal as a team, and together we look forward to establishing NIVM as the premier retirement services company on a national level."

About National Investment Managers Inc.

National Investment Managers Inc. is a holding company and a consolidator of pension plan administration, investment management and insurance businesses. Its strategy includes a custom-tailored acquisition formula for each acquired business, which allows local and regional entities to retain their autonomy while benefiting from the reach that a national presence offers. In addition, the Company's approach offers entrepreneurs in these businesses an exit strategy suited to their specific needs. National Investment Managers targets businesses with stable cash flows and high operating margins to ensure successful integration of operations once a sale is concluded. Acquired companies continue to operate under their own brands, usually with minimal staff turnover to ensure that relationships of many years' standing are not disrupted. At the same time, these formerly small businesses can cross-sell related financial services under the National Investment Managers umbrella and enjoy administrative and other support from around the country.

The member firms of National Investment Managers provide pension administration services, retirement planning, defined benefit services, asset preservation, general insurance and asset management services. Wholly-owned subsidiaries of National Investment Managers are based in Anchorage, AK; Laguna Hills, CA; Marina Del Rey, CA; Denver, CO; Southington, CT; Lake Mary, FL; Pikesville, MD; North Attleboro, MA; Haddonfield, NJ; New York City, NY; Yorktown Heights, NY; Beaverton, OR; Harrisburg, PA; Horsham, PA; Wayne, PA; Warwick, RI; Houston, TX; and Seattle, WA. NIVM's corporate headquarters are located in Dublin, OH.

Note: This press release contains statements that are considered forward-looking under the Private Securities Litigation Reform Act of 1995, including statements about the Company's future prospects. They are based on the Company's current expectations and are subject to a number of uncertainties and risks, and actual results may differ materially. The uncertainties and risks include whether the Company is able to complete the proposed sale on the terms contemplated by the letter of intent. Further information about other relevant risks and uncertainties may be found in the Company's filings with the Securities and Exchange Commission. The Company disclaims any duty to update any of such forward-looking statements.


            National Investment Managers Inc. and Subsidiaries
                  Condensed Consolidated Balance Sheets


                                               (Unaudited)     (Audited)
                                              September 30,  December 31,
                                                  2010           2009
                                              -------------  -------------
ASSETS
Current assets:
     Cash (includes restricted cash of
      $30,594 and $33,263)                    $   1,107,737  $     274,956
     Accounts receivable, net                     7,052,423      5,128,127
     Prepaid expenses and other current
      assets                                        962,381        893,864
                                              -------------  -------------

          Total current assets                    9,122,541      6,296,947
                                              -------------  -------------

Property and equipment, net                       1,821,803      1,550,058
                                              -------------  -------------

Other assets:
     Goodwill                                    28,930,694     28,826,173
     Customer lists/relationships, net           22,306,388     24,697,027
     Other intangibles, net                       2,732,826      4,258,586
     Deferred financing costs                       827,077        611,838
                                              -------------  -------------

          Total other assets                     54,796,985     58,393,624
                                              -------------  -------------

          Total assets                        $  65,741,329  $  66,240,629
                                              =============  =============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
     Revolving line of credit                 $   3,156,000  $   2,500,000
     Long-term debt, current portion             27,568,098      3,352,743
     Accounts payable                             1,812,793      1,602,125
     Unearned revenue                             3,947,451      4,331,108
     Accrued expenses and other current
      liabilities                                 4,818,322      3,851,586
                                              -------------  -------------

          Total current liabilities              41,302,664     15,637,562
                                              -------------  -------------

Long-term liabilities:
     Long-term debt, less current portion            22,453     23,116,367
     Preferred dividends payable                  9,297,519      7,849,920
     Derivative financial instruments                11,508      1,724,219
     Deferred tax liability                       4,405,121      5,589,839
                                              -------------  -------------

          Total long-term liabilities            13,736,601     38,280,345
                                              -------------  -------------

          Total liabilities                      55,039,265     53,917,907
                                              -------------  -------------

Commitments and contingencies

Stockholders' equity:
Preferred stock, $.001 par value, 10,000,000
 shares authorized; 4,000,000 designated as
 Series A shares - 2,420,000 shares issued and
 outstanding as of September 30, 2010 and
 December 31, 2009 (liquidation preference
 $2,420,000 as of September 30, 2010 and
 December 31, 2009); 4,000,000 designated as
 Series B shares - 3,615,000 shares issued and
 outstanding as of September 30, 2010 and
 December 31, 2009 (liquidation preference
 $7,230,000 as of September 30, 2010 and
 December 31, 2009); 1,000,000 designated
 as Series C shares - 633,334 shares issued
 and outstanding as of September 30, 2010 and
 770,834 shares issued and outstanding as of
 December 31, 2009 (liquidation preference
 $7,600,008 as of September 30, 2010 and
 $9,250,008 as of December 31, 2009); 500,000
 designated as Series D shares - 400,987 shares
 issued and outstanding as of September 30, 2010
 and 409,500 shares issued and outstanding as
 of December 31, 2009 (liquidation preference
 $8,019,740 as of September 30, 2010 and
 $8,190,000 as of December 31, 2009); and
 60,000 designated as Series E shares -
 29,350 shares issued and outstanding as
 of September 30, 2010 and December 31, 2009
 (liquidation preference $5,870,000 as of
 September 30, 2010 and December 31, 2009)            7,099          7,245
Common stock, $.001 par value, 100,000,000
 shares authorized, 41,476,929 shares issued
 and outstanding as of September 30, 2010 and
 39,656,669 shares issued and outstanding as of
 December 31, 2009                                   41,477         39,657
Additional paid-in capital                       35,867,006     35,840,231
Accumulated deficit                             (25,213,518)   (23,564,411)
                                              -------------  -------------

          Total stockholders' equity             10,702,064     12,322,722
                                              -------------  -------------

          Total liabilities and stockholders'
           equity                             $  65,741,329  $  66,240,629
                                              =============  =============






            National Investment Managers Inc. and Subsidiaries
              Condensed Consolidated Statements of Operations
                                (Unaudited)


                                               Nine Months    Nine Months
                                                  Ended          Ended
                                              September 30,  September 30,
                                                  2010           2009
                                              -------------  -------------


Revenues:                                     $  35,811,942  $  37,729,784
                                              -------------  -------------

Operating expenses
     Selling, general and administrative
      expenses                                   28,047,304     29,080,526
     Depreciation and amortization                4,519,491      5,605,675
     Stock-based compensation                        28,449        337,030
                                              -------------  -------------

Total operating expenses                         32,595,244     35,023,231
                                              -------------  -------------

Net operating income (loss)                       3,216,698      2,706,553
                                              -------------  -------------

Other income (expenses):
     Change in fair value of derivative
      financial instruments                       1,712,711        207,587
     Interest expense                            (4,988,074)    (3,345,630)
     Debt and other restructuring charges        (1,229,236)             -
     Interest, dividend and rental income            17,249         21,162
                                              -------------  -------------

Total other expense, net                         (4,487,350)    (3,116,881)
                                              -------------  -------------

Net income (loss) before income tax benefit
 (expense)                                       (1,270,652)      (410,328)

     Income tax benefit (expense)                 1,069,144      1,527,826
                                              -------------  -------------

Net income (loss) before preferred stock
 dividends                                         (201,508)     1,117,498

     Preferred stock dividends                   (1,447,599)    (1,483,200)
                                              -------------  -------------

Net income (loss) available to common
 stockholders                                 $  (1,649,107) $    (365,702)
                                              =============  =============

Net income (loss) per common share - basic
 and diluted                                  $       (0.04) $       (0.01)
                                              =============  =============

Weighted average common shares outstanding -
 basic and diluted                               40,460,000     39,557,000
                                              =============  =============


See accompanying notes to condensed consolidated interim financial
statements.






            National Investment Managers Inc. and Subsidiaries
              Condensed Consolidated Statements of Operations
                                (Unaudited)


                                              Three Months   Three Months
                                                  Ended          Ended
                                              September 30,  September 30,
                                                  2010           2009
                                              -------------  -------------


Revenues:                                     $  14,004,120  $  11,009,341
                                              -------------  -------------

Operating expenses
     Selling, general and administrative
      expenses                                    9,320,751      9,010,806
     Depreciation and amortization                1,416,791      1,847,722
     Stock-based compensation                         2,815        122,351
                                              -------------  -------------

Total operating expenses                         10,740,357     10,980,879
                                              -------------  -------------

Net operating income (loss)                       3,263,763         28,462
                                              -------------  -------------

Other income (expenses):
     Change in fair value of derivative
      financial instruments                             138       (515,297)
     Interest expense                            (1,968,358)    (1,163,785)
     Debt and other restructuring charges          (540,064)             -
     Interest, dividend and rental income             5,797          5,361
                                              -------------  -------------

Total other expense, net                         (2,502,487)    (1,673,721)
                                              -------------  -------------

Net income (loss) before income tax benefit
 (expense)                                          761,276     (1,645,259)

     Income tax benefit (expense)                   358,128        553,863
                                              -------------  -------------

Net income (loss) before preferred stock
 dividends                                        1,119,404     (1,091,396)

     Preferred stock dividends                     (467,096)      (494,400)
                                              -------------  -------------

Net income (loss) available to common
 stockholders                                 $     652,308  $  (1,585,796)
                                              =============  =============

Net income (loss) per common share - basic    $        0.02  $       (0.04)
                                              =============  =============

Net income (loss) per common share - diluted  $        0.02  $       (0.04)
                                              =============  =============

Weighted average common shares outstanding -
 basic                                           41,477,000     39,557,000
                                              =============  =============

Weighted average common shares outstanding -
 diluted                                         72,880,000     39,557,000
                                              =============  =============


NATIONAL INVESTMENT MANAGERS INCORPORATED
Steven J. Ross
CEO
(614) 923-8822

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