CHARLESBANK CAPITAL PARTNERS
ACQUIRES THE GSI GROUP

Boston, MA, May 16, 2005 – Charlesbank Capital Partners is pleased to announce that it has acquired The GSI Group of Assumption, IL, a leading worldwide manufacturer and supplier of agricultural equipment and services. Together with management and founder Craig Sloan, Charlesbank purchased 100% of the company’s shares. As part of the transaction, Wachovia provided a revolving credit facility, and Lehman Brothers and KeyBank Capital Markets underwrote senior notes. The funding will assist GSI in continuing the aggressive expansion of its business.

GSI was founded in 1972 by Craig Sloan, the former majority owner and chairman. The company is one of the largest global providers of grain storage bins and related drying and handling systems, as well as swine and poultry feed storage, feed delivery, confinement systems and ventilation systems. GSI markets its products in approximately 75 countries through a network of more than 2,500 independent dealers to grain, swine and poultry producers and to commercial businesses such as the Archer-Daniels-Midland Company and Cargill, Inc. In 2004, the company generated sales of $288 million.

“This is an exciting time for GSI and for me,” said Mr. Sloan. “I have spent the last 33 years building this company and am delighted to have found strong new ownership in Charlesbank. They know how to help a business grow and are committed to furthering GSI’s leadership position in the market.”

With the closing of the transaction, seasoned executive William Branch steps in as chairman and interim CEO. He is the former chairman and CEO of Masland Industries and has 28 years of experience in industrial manufacturing. Mr. Branch joins a management team that includes Russell Mello, chief financial officer, and Michael Brotherton, chief operating officer.

“GSI is recognized as an industry leader with attractive long-term fundamentals and tremendous growth prospects,” said Mr. Branch. “In recent months I have come to know the company’s talented managers, and I am thrilled with the opportunity to work with them to build a bright future for this terrific company.”

“GSI has a number of competitive strengths, including wonderful relationships with key distributors, an experienced management team and a solid business model,” said Andrew Janower, Managing Director at Charlesbank. “Through their leading brand names, diversified product lines and robust distribution network, they have built a strong track record of delivering high-quality products for more than 30 years. We look forward to partnering with Bill Branch and the rest of the GSI team as they work aggressively to grow their business.”

With offices in Boston and New York, Charlesbank Capital Partners is a middle-market private equity investment firm managing more than $1.5 billion of capital. Charlesbank focuses on management-led buyouts and growth capital financings, typically investing $25 to $75 million per transaction in companies with enterprise values of $50 to $750 million. The firm seeks to partner with strong management teams and other value-added investors to build companies with sustainable competitive advantage and excellent prospects for growth. For more information, visit www.charlesbank.com.