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OKLAHOMA CITY — Hugg & Hall Equipment of Little Rock, Ark., has acquired Oklahoma City-based Westquip Inc.

Westquip, a Toyota Industrial Equipment dealer, offers rental forklifts in Oklahoma. Westquip also sells forklifts for special applications from other manufacturers including Hoist, Sellick and Combilift.

Financial details were not disclosed.

Tulsa-based Acquisition Advisors represented co-owner Fred Stanley and the owners of Westquip on an exclusive basis.

The deal began last August, said David L. Perkins Jr., Acquisition Advisors manager director.

“Everybody wants a diamond in the rough,” Perkins said. “And every business owner wants to sell for the absolute maximum — and you only do that by working all the best buyers simultaneously.”
Perkins said both the buyer and seller were doing exceptionally well.

“Hugg and Hall is a very strong company,” Perkins said.

Perkins said it was an effort.

“We culled through about 50 candidates and Hugg & Hall was the best,” Perkins said. “We were not sure we could get it done.”

Concerns about confidentiality are real, Perkins said.

“Sometimes, you have to do a little dance,” Perkins said. “Then, once they show they are interested, they have to prove they have the cash — that they are serious.”

Stanley, originally from Massachusetts, came to Oklahoma in 1981 to start the business with a friend. Stanley has been in Oklahoma ever since.

Westquip marked 30 years in business last June.

Since Stanley’s family is all in the northeastern U.S. and Colorado, he decided to sell and move to Colorado to be near more of his family, Perkins said.

With a business the size of Westquip, candidates came from three areas — companies in the industry sector, Westquip employees and equity partners, Perkins said.

“Some individuals within Westquip could buy the company,” Perkins said.

Gradually over time Acquisition Advisors began crossing out potential suitors, then presented the seven best candidates to Stanley.

“They quietly identified and evaluated all the best candidates for us, brought us the top seven,” Stanley said in a statement. “We chose Hugg & Hall. It’s a very good fit.”

Hugg & Hall Equipment, founded in 1956 as Lift Truck Sales & Service, was a distributor of industrial forklifts made by Lift Truck Sales. In 1960, Lift Truck Sales changed its name to Clarklift of Arkansas.

Then, 10 years later, Charles Hugg, the general manager of Clark Equipment’s Chicago factory retail store, purchased Clarklift. That year, 1970, the company operated two locations — Little Rock and
Fort Smith — and had 22 employees.

Today, the company has grown to 260 employees operating in eight locations.

In 1990, Robert Hall became president and John Hugg became chairman when they acquired a controlling interest in the stock of Clarklift of Arkansas from Charles Hugg. In 1995, Clarklift acquired
the stock of Hugg Equipment Co. and began doing business as Hugg and Hall Equipment.

The acquisition of Westquip strengthens Hugg & Hall’s commitment to the markets we serve in Arkansas, Louisiana, east Texas, southern Missouri – and now Oklahoma, John Hugg, president of
Hugg & Hall, said in a statement.

The Journal Record > Print > Hugg & Hall Equipment buys Westquip

BY ROD WALTON World Staff Writer
Wednesday, February 13, 2013

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The boom in unconventional oil and gas sparked high-level merger and acquisition activity across the nation last year, according to a Deloitte report released Monday.

Tulsa’s own energy sector was no less active in 2012, with at least 15 major deals reported. Williams Partners LP, Unit Corp., NGL Energy Partners, Apache Corp, Caballo Energy LLC and others bought or sold in multimillion-dollar and even billion-dollar transactions.

“Deal activity was healthy across the board,” said David Perkins, managing director of Tulsa-based Acquisition Advisors, which helped complete five local transactions in the oil and gas sector.

“I don’t know if it was driven more than any other sector, but when it’s hot it’s very hot,” he said. “This is how the economic cycle can be healthy for companies which survive.”

Deloitte’s annual mergers and acquisitions report, which includes deals worldwide worth $10 million or more, said the value of oil and gas transactions topped $321.5 billion in 2012, up 7 percent from the previous year. Buyouts of North American assets rose about 50 percent.

“The unconventional trend has had ripple effects throughout the industry value chain,” Trevear Thomas, principal at Deloitte Consulting LLP, said in the report. “First E&P assets, then midstream and even downstream refinery activities have responded to the shale and tight oil boom in North America.”

The biggest Tulsa-related M&A action was Apache Corp.’s $2.85 billion buyout of Cordillera Energy Partners III LLC’s 254,000 net acres in the Anadarko Basin. Apache is based in Houston, but the Cordillera deal helps expand its Tulsa office by dozens of employees.

The most recent major acquisition was Tulsa-based Williams Cos. Inc. taking a $2.16 billion stake in Oklahoma City-based Access Midstream Partners LP. The deal closed last month.

Aside from Williams’ acquisitions, the Tulsa energy deals were mostly concentrated in the exploration and production, or upstream, segment of the industry. Petrohawk founder Floyd Wilson’s $550 million takeover of RAM Energy Resources Inc was one, while other, smaller deals involved Eagle Energy LLC, Unit Corp., WPX Energy and Ring Energy.

Perkins said such deals would not have happened four years ago when commodity prices and credit markets were in a state of collapse. The rebound in crude oil prices, along with low interest rates and higher profits, has pushed buyers and sellers closer together.

“Buyers, they’re ready to buy,” Perkins said. “Those sellers, they know times are better. They’re proud again of what their business looks like. So they’re saying, ‘Hmm, if I want to sell now, this is a good time.’ ”

The M&A frenzy could continue in 2013 and beyond. Perkins believes the industry is in the early stages of a buy-and-sell cycle that should last another three or four years.

And Tulsa has plenty of startup builders out there. Steve Antry has developed two companies, Beta and Eagle, selling the latter one to Midstates Petroleum last year. Meanwhile, a group of former Samson Investment Co. employees has started Bright Horizon Resources with an eye toward selling several years from now for the benefit of its private equity investors.

“I think it’ll be good or better,” Perkins said. “As long as there’s not some big scare, I think it’s going to keep rolling.”

rod.walton@tulsaworld.com

Westquip is an award-winning Toyota Industrial Equipment dealer that offers the largest selection of rental forklifts in Oklahoma. In addition, Westquip sells forklifts for special applications from other manufacturers, such as Hoist, Sellick and Combilift.

“The acquisition of Westquip strengthens Hugg & Hall’s commitment to provide the highest level of customer satisfaction for the markets we serve in Arkansas, Louisiana, East Texas, Southern Missouri – and now Oklahoma,” commented John Hugg, president of Hugg & Hall Equipment Company.

Tulsa-based Acquisition Advisors represented the owners of Westquip on an exclusive basis.

“David Perkins and his team did an excellent job,” said Fred Stanley, co-founder and former co-owner of Westquip. “They quietly identified and evaluated all the best candidates for us, brought us the top seven, and we chose Hugg & Hall. It’s a very good fit.” Stanley added,

“Westquip’s pursuit of excellence in products, leadership, and customer service will continue through Hugg & Hall Equipment Company.”

For more information contact:

Fred Stanley
405-850-3262

Hugg & Hall
877-860-7163

David L. Perkins, Jr.
918-760-2715

AIM provides precision machining services to an array of companies, a majority of which operate in the energy sector. Founded in 1978 and owned by Bob Gilson and Mike Drain, AIM employs 120 at its plant in southeastern Oklahoma City.

Argonaut is a Tulsa-based private equity group backed by billionaire George Kaiser. Argonaut invests in growing and profitable industrial companies in the region, among other things.

“AIM is expanding rapidly, financially sound, and has talented, tenured and highly productive employees,” said Steve Mitchell, Argonaut Managing Director. “We are thrilled to add AIM to our portfolio and to have Bob and Mike as partners,” he continued.

Gilson and Drain will continue managing the business while retaining significant ownership in the company. They sought an experienced partner that could help manage the expected high rate of continued growth.

“We selected Acquisition Advisors to assist us. They confidentially culled through literally hundreds of candidates – both financial and industrial,” commented Bob Gilson. “They brought us the top candidates and we chose Argonaut. We could not be happier with Steve Mitchell and his team.” Acquisition Advisors consults on the purchase and sale of mid-size U.S. companies.

For more information contact:

Bob Gilson 405-672-2222
Steve Mitchell 214-704-9070
David L. Perkins, Jr. 918-748-7995

When the negotiations get tight, every buyer wants to go around the dealmaker. Communicate directly with the seller. Why? Because the buyer knows such might allow him to get a better deal. Or get the seller to agree, prematurely, to sell to them over another.

And so when the moment of truth arrives, we find out whether the client will “break ranks” and seriously undermine his bargaining power, or hold the line. To be sure, the seller will feel pressure. To hold the line, all he needs to do is:

1. After the small talk, politely ask the buyer to work through his chosen representative (as the buyer agreed to do at the outset).
2. Decline to respond to or comment on deal-related questions.

Of course, most business owners are fully capable of negotiating for themselves. It has nothing to do with intelligence, experience, or competency. It’s just that, when a complex deal is being negotiated and multiple suitors are involved, representation works.

Professional athletes, actors, litigants, business owners, etc. maximize value by employing skilled and experienced agents. By working a process that brings all the best buyers to the table at the same time. It takes a lot of work, and all buyers and discussions should go through a single skilled and experienced agent.

As I often explain, when I tell a business buyer or investor that my client’s business is worth more money, they believe me. And I can argue my case using information, statistics, logic, and my experience. When a business seller himself says it, he’s perceived as greedy or delusional.

Most of our sellers hold the line. But in a deal earlier this year, my client flinched. The buyer called him directly and invited him to visit one of their facilities. My client took the call and, by chance, he was already scheduled to be traveling through the city where the buyer is headquartered. He agreed to a meeting.

No problem, on the surface, right?

But I guess my seller was getting a bit tired and anxious. Over the prior four months, we’d identified and weeded through some forty qualified buyer candidates and met the top six in person. We had driven the entire field and it was now first and goal on the 9 yard line. We had followed the game plan, had received many offers, and were now where we wanted to be: three motivated and capable buyers. Let’s call them Buyers D, F and Q, each vying for the deal.

Buyer F was a perfect fit and had already made a written offer that exceeded my client’s “hoped for” price. I explained to my seller that I thought this (F) would be our winning buyer. That we may just need to work with them to “shore it up a bit.” My client agreed.

I also explained to my client that I thought I could get F to pay more, and that I expected to receive offers from two more very good buyers within the next week. Potentially, at prices materially higher than the offer from F.

My seller, however, apparently had not listened to me.

My client called me as he was leaving town for his trip. I knew about the trip, but he had not told me about the call from the buyer and his plan to meet with the buyer while en route.

I was not thrilled, but such was done. He’s the boss. And no real harm would come of it so long as my client:

1. Didn’t agree to a deal
2. Did not concede any deal points nor make any promises

My client assured me that it would be okay.

Upon his return, he called me. “It’s all done shored up,” he told me (with a bit of country humor).

What?

“It’s done. We agreed.”

While he was there, the CEO of the buying company said, “So do we have a deal?” and held out his hand. My client, clearly impressed with the facilities and comfortable with everything, as he later reported, said, “Yes,” and shook his hand.

That same day, Buyer D sent a written offer that was thirty percent higher. And the buyer was immensely capable financially and operationally. So we had a moral and, potentially legal, dilemma.

Soon after, Buyer Q called and said he was willing to beat D’s offer.

Without going into great detail, after much consternation, my client decided that he had better keep his word and go through with his handshake deal.

This was not a family that had so much money that it didn’t matter. It did.

To pour salt on the wound, from then on my client was unable and unwilling to force the buyer to work through me. For some, it’s hard to let someone else handle important and exciting work they feel competent doing themselves. It’s also hard for some to risk “relationship stress” with the buyer by insisting he work through the representative. And so I watched my seller client give up more money and important deal points through closing.

As one of my partners said, “As long as he’s happy…” Well, maybe, but I’m not happy. And my client (and his family members) could have received more for their considerable investment, risk and hard work.

Business sellers should find and hire a skilled representative because it works. And when you do, try to keep your ego – or desire to be in control – in check. You ARE ultimately in control. It is just easier to get a maximized deal when you have skilled representation.

Need I say again?

You will not get the highest and best price if you deal with just one buyer.

Even if your buyer is the very best and most capable buyer, the only way to coax every nickel out of ’em is to make them fear that their biggest competitor will outbid. And the only way to put that fear in them with credibility is to actually play their biggest competitor against them (subtly).

And what if you’re wrong about who is your best buyer? Judging a buyer’s capability and motivation is an imperfect science. It’s subjective. The only way to know, in FACT, if a particular buyer is the best is to talk to ALL the buyers. You might find out – to your benefit – that you were wrong.

Don’t be fooled. The number of buyer candidates for healthy and profitable businesses is substantial. Not as many as stars in the sky, but close. Individual buyers (thousands), industry buyers (many), and private equity groups (hundreds). The work required to identify them all, contact them all, cull through them, and bring the top five or ten to the table is considerable – but it can be done.

Sure, it’s too much for the business owner himself or herself to do, but all you need to do is find a skilled and experienced M&A advisor and entice him or her with a sizeable success fee that gives incentive for higher prices. Sure, you’ll have to pay the success fee, but it’ll be a drop in the bucket relative to the value he’ll add.*

*assuming you don’t choose one of the seminar-based, up-front,fee-loaded M&A advisor scams.

“Flow Measurement is a respected, longtime leader in their niche, and it’s a natural fit for the services we provide. We’re excited to have their tenured team join,” said Jeff Spanier, PF&G founder and Vice President.

PF&G represents respected brands such as Parker Hannifin, Honeywell, ABB, Ametek and Dresser, and has locations in Tulsa, Oklahoma City, Ponca City, Coffeyville, Amarillo, and Farmington and Albuquerque, New Mexico.

Charlie McNamara, founder and longtime FMC President commented, “Jeff Spanier is a respected long-time friend and he runs a tremendous business. It’s going to be great for our talented employees, and for the loyal customers that depend on the services we provide.”

Acquisition Advisors represented the seller, Charlie McNamara, on an exclusive basis.

For more information contact:

Jeff Spanier
Precision Fitting and Guage Co.
918-834-5011

David L. Perkins, Jr.
Acquisition Advisors
918-748-7995

This is not surprising due to the recession. Revenues and profits were down in 2009, and in recovery in 2010, and business owners generally don’t make themselves available for purchase when their businesses are performing poorly.

EBITDA multiples are generally down from 2009 and 2010, which can largely be attributed to company earnings being lower in those years. So, what might seem at first glance to be lower prices being paid to business owners, the prices are likely much higher as most companies earnings are considerably higher in 2012 vs. 2010 and, most certainly, 2009.

This is because poorly performing companies can obtain higher multiples as “the balance sheet matters.” Yes, “going concerns” are valued largely on their proven income stream (cash flow stream, to be more precise, but the industry uses EBITDA as a surrogate because such his much easier to calculate), but companies with higher revenues and/or significant assets relative to their income streams can attract buyer candidates that pay higher multiples. Even so, the overall prices are in most cases low when compared to what could have been if current and recent earnings were at “normal” levels.

As always, size matters. Larger companies generally garner higher earnings multiples. The study shows reported EBITDA multiples generally in the 5x range, give or take a turn either way.

To confidentially discuss your particular situation or obtain an estimate of “what the market will bare” for your company, email us at confidential@acquisitionadvisors.com or call us today, 877-525-4321.

This article was written by David L. Perkins, Jr., Managing Director — Acquisition Advisors. Chosen the “Mid-Size U.S. M&A firm of the Year” by U.K.-based Acquisitions International magazine.

No one outside their inner circle knows how many offers the Schusterman family rejected over the years from prospective suitors who wanted to buy privately held natural gas and oil giant Samson Investment Co.

By late 2011, however, Samson founder Charles Schusterman’s widow, Lynn, and daughter Stacy were ready to commit to a group led by New York equity firm KKR and Co. The pot was sweet at $7.2 billion, for sure, but the Schustermans apparently found the experience just a little bittersweet.

“It’s a tremendously emotional time for me and my mom,” Stacy, then Samson’s CEO, told the Tulsa World in November 2011. “We love continuing to build the company that Dad and Mom built.”

But ultimately, the Schustermans sold Samson, which Charles started 40 years earlier. And they are not alone.

Many longtime Tulsa companies have been sold by the second or third generation of the founding families.

Tulsans were reminded of this again only a few weeks ago when the construction firm Flintco, started close to 100 years ago by C.W. Flint Sr., announced talks about a possible merger with Alberici Corp. The St. Louis-based company would buy Flintco if talks are successful, but Flintco would keep its name, employees and divisions.

David Perkins, managing director of Acquisition Advisors in Tulsa, doesn’t blame the families one bit for what some casual observers might call “cashing out.” He believes the city will see more of those in the coming months and year.

“I think it’s silly when families feel like the company ought to stay in the family forever,” Perkins said.

“What do we want in life? We probably want freedom more than anything. Money gives you freedom.”

Generational drift

Successful companies typically start with the driving passion of a founder whose work ethic was shaped by harder circumstances, noted several sources interviewed for this story. They pass control of the firm down to a second generation, which may share that passion, but the drive hardly ever holds out by the third time around.

“Very few companies make it to the third generation, and almost none make it out of the third generation,” John Johnson, CEO of mergers and acquisition consultant Bluestem USA, pointed out.

Many don’t make it past the first generation. Thomas Russell started his eponymous firm, Thomas Russell Co., a decade ago to make natural gas processing units and seemed pretty happy to keep it in the family after a previous merger didn’t turn out as well as he liked.

Less than a month ago, however, Honeywell announced plans to take a 70 percent stake in Thomas Russell Co. for $525 million in cash and the option to buy the other 30 percent at a later date.

Equity firms and larger corporations are snapping up smaller firms due to a combination of low borrowing costs and a chance to maximize profits and diversification.

And everything has a price, the saying goes. Perkins and Johnson predicted that other Tulsa family-owned or locally based companies will find major buyers in the near future.

“I don’t have any names to throw out, but you can bet it’s going to happen,” Johnson said. “You’ve got a choice: You can hold, you can try to grow or you can go.”

Three-headed monster

No less than eight Tulsa-based firms – from oil and gas producers to builders and automobile rental operations – have sold or are close to tying the proverbial knot in deals totaling well more than $10 billion over the past two years.

Samson was the biggest and MacroSolve will be the smallest of those, but the volume of acquisitions seems to prove one point: The economy isn’t as bad or as good as politicians are saying.

Jake Dollarhide, CEO of financial advisers Longbow Asset Management Co., calls it the “three-headed monster” of the M&A universe.

“We’re in a period of unprecedented, artificially low interest rates,” Dollarhide noted. “No. 2, we’re coming out of the worst business recession since the Great Depression … and although families are still hurting, most businesses are doing well and they’re making money.

“No. 3, unique to Oklahoma are these wonderful assets,” he concluded, noting the array of energy, construction and infrastructure assets nearby such as the Tulsa Port of Catoosa and the Cushing oil hub.

“In some ways it’s a compliment to Oklahoma and the talent we have here.”

These moves, of course, seem more curse than blessing to a community that saw no fewer than 30 energy companies fold up their tents and head to Houston in past decades. Forgive Tulsa if it feels a little snakebit, which Dollarhide acknowledged, but stuck with his “glass is half full” view of the mergers and acquisitions.

“I think we’ll always see consolidation,” he said. “As long as we have talented people creating lots of capital and maximizing assets right here in our homegrown state, there’s going to be interest from would-be buyers.”

The Eagle has landed

The selling boom began less than three years ago, mainly involving younger startups such as oil and gas producer Arena Resources Inc. Arena, which had no long-term debt at the time, was acquired by Oklahoma City’s SandRidge Energy Inc. in a $1.6 billion deal.

Randy Foutch is an old hand at the starting and selling game, having created four previous oil and gas firms, which he sold at hefty profits before founding Laredo Petroleum in 2007 and taking it public last year. Tulsa’s Steve Antry also has had similar experiences with Beta Oil and Gas and Eagle Energy.

Eagle grew fast in its two years by snapping up leases and drilling opportunities in the liquids-rich Mississippian Lime trend of northern Oklahoma and southern Kansas. Antry seemed to be growing Eagle for the long haul until he found the right buyer in Houston-based Midstates Petroleum, which offered $650 million in cash and stock for an acquisition that closed earlier this month.

Antry argued that the M&A activity varies depending on the industry involved.

“I know at least a few global bankers that are still complaining about just how much cash is still sitting on the sideline,” he said.

Antry predicted more will come, too.

“While 2012 is up from 2011, I think locally we’ll see more M&A activity because Oklahoma does have more small, quality deals than on average,” he said. “I think this past year that cash has only been coming back into the game very cautiously when the deal seems perfect.”

Perfect in the future tense

Which begs the question: What will seem perfect for buyer and seller in the future?

Some family operations may seem to float above the fray, but then, hardly any outsiders ever dreamed the Daily Oklahoman’s parent firm, the Gaylord family-owned OPUBCO, would sell to the Denver billionaire Philip Anschutz’ group for untold millions in a deal announced 13 months ago.

Perkins, of Acquisition Advisors, admitted he has no special inside knowledge of the Flintco-Alberici negotiations, nor could he divulge it if he did. However, he said that 80 percent of those type of non-binding, “friendly deals” get done.

The Era of Cashing Out is here. But then it’s never really gone away.

“Companies big and small have massive amounts of buyers out there,” Perkins said. “It takes two to tango.”

And experts also point to cautionary tales such as grocer and convenience store owner Hale-Halsell Co. and long hauler Arrow Trucking Co. The former survived more than 100 years and the latter for decades, only to misread the market signs or worse and eventually end up in bankruptcy and liquidation.

“Things came unraveled for them,” Johnson said.

One thing is certain, he noted: One hundred percent of business owners will eventually sell out someday. Death and taxes are no more certain than mergers and acquisitions in the financial world.

Big deals getting done in Tulsa

*Flintco and Alberici announce negotiations about possible future acquisition.

Original Print Headline: Cashing out

Rod Walton 918-581-8457
rod.walton@tulsaworld.com

1. Sell Stock. This is much easier said than done. Buyers justify purchase price from the after-tax cash flow they expect to earn. If you require the buyer to buy stock, the price will be a lot lower. Why? Two reasons:
   1. The buyer’s after-tax cash flow will be a lot lower because he’ll inherit the tax basis in the acquired assets and his depreciation will, therefore, be lower.
   2. The buyer will be exposed to much higher levels of contingent risk. As risk rises, price falls.

   Sure, every once in a while a buyer comes along who has more money than sense. But it’s very hard to get them to the closing table. And, as you know, there’s no such thing as a free lunch.

   That being said, if you’re one of the few private companies that can attract a public suitor, publicly traded companies are much more willing to buy stock. This is because many of them are less interested in tax reduction or cash flow and more focused on maximizing near-term earnings. This will help your tax situation, but remember the free-lunch thing? Public companies usually want to pay you with shares of stock, not cash.

2. Owner-Compensation Catch-Up: Because you own a company organized as a C-corporation, you know that the way to get cash out is through compensation and benefits. Dividends aren’t the ticket because they trigger a second level of tax. So, could this method be used to reduce double taxation in the sale of your business?
3. Yes, it could. All you must do is figure out if you’ve been underpaid. If so, catch it up after you sell all the assets to the buyer but before you liquidate your company.
4. So, if you calculate that you underpaid yourself by $750,000, pay it to yourself as salary. You’ll avoid the double tax on this amount. Of course, the IRS is not keen on pie-in-the-sky calculations that reduce their take. So you’ll need to put together a defensible case. For example, obtain credible data on what was fair compensation for a person with your talent, experience and duties, and use that to calculate the underpayment.
5. Personal Goodwill. If you’re actively involved in your business and a portion of your company’s goodwill can be found to reside with you, personally, rather than with your company, then your company has no right to sell that portion of goodwill. Your “personal goodwill,” which is your services, talent, cooperation, experience and know-how, must be purchased directly from you. By doing so, the buyer pays money directly to you and you thereby avert double taxation on that money. For more information, see “Personal Goodwill” fromThe Business Owner Journal.
6. Stock-Buying Middleman. You insist on selling stock and the buyer insists on buying only your assets – two sides that are diametrically opposed. God bless our free market, because darn it if there aren’t some middlemen to step in, for a fee, of course. Yes, there are a few middlemen willing to buy your stock, immediately after you’ve sold all the assets and before you’ve filed your tax return. Your company will hold only the cash proceeds from the asset’s sale and a big tax bill for depreciation recapture and gains. That’s when the middleman steps in and buys your stock. He’ll give you a price that is more than you would get if you simply paid the taxes and then liquidated by dividend. So the seller sells stock (or assets and then stock) and the buyer buys assets. How can the middleman afford to do this? Good question. Caution is merited because this arrangement does seem too good to be true. The few such firms that my partners and I have attempted to work with have not come through. These firms also have been unprofessional. On the whole, I don’t recommend this strategy.

Mark McGrath, CPA with Westbrook, McGrath, Bridges, Orth & Bray contributed to this article: www.wmbob.com.