Carofin Research
Advisory Approach
Carofin operates as an alternative investment marketplace and private investment bank, distinguishing itself from traditional M&A advisors through its primary focus on capital raising via private placements. Rather than positioning as a sell-side M&A advisor that runs auction processes for business owners, Carofin's core competency lies in structuring and placing debt and equity securities with accredited investors, family offices, and institutions. The firm operates under a unique thesis: private placements can offer superior risk-adjusted returns compared to public markets while providing growing businesses with flexible capital solutions that traditional financing may not accommodate.
Founded by CEO Bruce V. Roberts in 1997 as Carolina Financial Securities, LLC, the firm has evolved into a dual broker-dealer platform with the 2018 launch of Carofin, LLC. Both entities are FINRA-registered members of FINRA/SIPC and subsidiaries of Carolina Financial Group, LLC. Over 29 years, the firm has facilitated over $1.1 billion in capital across 200+ transactions, averaging 15+ private offerings annually.
Carofin's sweet spot is revenue-generating small-to-medium sized businesses at inflection points—companies requiring capital to fund growth initiatives, acquisitions, working capital, or recapitalizations. Their approach emphasizes bespoke structuring, tailoring securities to each issuer's cash flow profile rather than offering standardized financing products. This customization capability, combined with a proprietary technology platform for investor management, differentiates Carofin from traditional investment banks.
Importantly, Carofin maintains a dedicated M&A advisory practice called Stonehill Partners, led by Managing Director Ben Allweil. However, this represents a newer and smaller component of the firm's overall business relative to the established capital raising platform. The M&A practice appears to leverage the firm's securities syndication capabilities and investor network, but the firm's public positioning and track record are predominantly focused on private placement financings rather than traditional buy-side or sell-side M&A transactions.
Sector Focus
Carofin's investment activities span multiple industries, with discernible concentrations in several sectors:
Commercial Real Estate: The firm has a dedicated commercial real estate banking practice, expanded in April 2024 with the hiring of Thomas Saykaly as Managing Director. Mr. Saykaly brings 20+ years of real estate capital markets experience and $3+ billion in advisory engagements. The CRE practice focuses on raising debt, equity, and hybrid capital for operators, developers, corporate owner/occupiers, and investment funds. Specific areas include affordable housing development (a dedicated practice area), property acquisitions, development projects, portfolio monetization, and new fund formation.
Aerospace & Defense: Carofin's portfolio includes companies in the aerospace sector, notably a parachute manufacturer fulfilling contracts with the U.S. Department of Defense, foreign governments, and private defense firms. This indicates comfort with highly regulated, government-contracting businesses.
Technology & Software: The firm's deal history includes Power Analytics Corp., a software and professional services company specializing in electrical system planning and microgrids for mission-critical facilities. Carofin advised on the divestiture of this company to WaveTech Global in 2019, representing the firm's publicly recorded M&A transaction. The knowledge base also references technology companies in mobile communication archiving and other software-enabled services.
Healthcare & Medical Devices: Portfolio companies have included a medical device company that developed a revolutionary hearing "lens" providing 2.5x the bandwidth of traditional hearing aids. This demonstrates the firm's willingness to invest in innovative medical technologies with proprietary intellectual property.
Consumer Products: The firm has backed companies developing specialized consumer products, including a cordless lift system for window treatments designed to eliminate infant strangulation risk—a product combining safety innovation with consumer market appeal.
Financial Services: As a broker-dealer, Carofin has domain expertise in financial services and has participated in financings for financial services companies.
The firm's investment philosophy emphasizes "not every opportunity is a fit for every investor," leading them to offer variety in security types (debt, equity, preferred, revenue-sharing, etc.) to match investor risk-return preferences with issuer cash flow profiles.
Deal Track Record
Carofin's track record is distinguished by the volume of private placement transactions rather than traditional M&A deals:
-
Aggregate Statistics: Over $1.1 billion placed across 200+ transactions since 1997, averaging 15+ offerings per year. The firm has funded more than 100 dynamic businesses.
-
Recorded M&A Transaction: The single publicly recorded M&A transaction involving Carofin as financial advisor is the April 2019 divestiture of Power Analytics Corp. by Causam Energy to WaveTech Global. Power Analytics, based in Raleigh, NC, provides software and professional services for electrical system planning and microgrids. The transaction was a divestiture where Carofin served as financial advisor to the seller. Power Analytics' software protects over $120 billion in customer assets globally.
The relative scarcity of publicly recorded M&A transactions, combined with the firm's heavy emphasis on private placement capital raising, suggests that Carofin's M&A practice via Stonehill Partners is either (a) a newer initiative not yet reflected in public deal databases, or (b) a secondary service line relative to the core capital raising business. For business owners seeking traditional sell-side representation with auction processes and broad buyer outreach, Carofin's positioning and demonstrated track record differ meaningfully from lower-middle-market M&A specialists.
Process & Fee Structure
Carofin's process differs from traditional M&A advisors:
Structuring Phase: The firm emphasizes tailoring securities to each business's cash flow position. This involves analyzing the issuer's financial profile, growth projections, and capital requirements to design appropriate security structures—whether debt, equity, revenue-sharing arrangements, or hybrid instruments.
Syndication & Distribution: Carofin leverages its broker-dealer capabilities and network of accredited investors, family offices, and institutions to place securities. The firm operates a proprietary technology platform (the Carofin Portal) that enables investors to track investments and compliance requirements throughout the lifecycle of each investment.
Ongoing Engagement: Unlike traditional investment banks that exit post-closing, Carofin remains involved in monitoring investment performance via its portal, providing ongoing support to both issuers and investors.
Fee Structure: Private placement fees typically involve:
- Success Fees: Percentage of capital raised (specific fee ranges are not publicly disclosed)
- Retainers: Monthly retainers during the offering period (amounts not publicly disclosed)
- Warrant Positions: Carofin often receives warrants to purchase ownership interests in portfolio companies upon closing, aligning the firm's interests with investor outcomes.
The firm's fee model is predicated on successful capital raising rather than transaction closing in an M&A context. For M&A advisory services through Stonehill Partners, fee structures would likely follow industry standards (success fees on transaction value), but specific terms are not publicly disclosed.
Buyer Network
Carofin's investor network includes:
- Accredited Individual Investors: High-net-worth individuals seeking alternative investments beyond traditional stocks and bonds
- Family Offices: Multi-generational wealth families diversifying into private placements
- Institutions: Select institutional investors allocating to private credit and equity opportunities
For M&A transactions, the firm's buyer network would likely draw from:
- Private Equity Firms: Relationships developed through capital raising activities
- Strategic Buyers: Industry-specific companies with acquisition programs
- Family Offices: Direct investors in operating companies
However, the firm's publicly documented buyer network strength is not quantified in terms of PE relationships, strategic buyer categories, or transaction history by buyer type—information commonly available from traditional M&A advisors.
Competitive Positioning
Carofin differentiates through several unique attributes:
-
Broker-Dealer Platform with Proprietary Technology: The Carofin Portal provides investors with direct access to investment opportunities, performance tracking, and compliance management—a level of transparency rare in private placement markets.
-
Custom Security Structuring: Rather than offering standardized financing products, Carofin tailors securities to each issuer's specific cash flow profile and investor requirements.
-
End-to-End Lifecycle Management: The firm remains engaged post-investment, monitoring performance and supporting administrative requirements throughout the investment lifecycle.
-
Dual Broker-Dealer Structure: Carofin, LLC and Carolina Financial Securities, LLC provide expanded distribution capabilities and regulatory compliance infrastructure.
-
Commercial Real Estate Expertise: The 2024 addition of Thomas Saykaly brought 20+ years of CRE capital markets experience and $3+ billion in transactional expertise to the firm.
However, for business owners specifically seeking sell-side M&A advisory services, Carofin's positioning as a private placement specialist may represent a mismatch relative to advisors who focus exclusively on M&A processes, buyer identification, and transaction negotiation.
Not a Fit If
Based on the firm's public positioning and demonstrated expertise:
- Business owners seeking traditional sell-side M&A representation with broad buyer outreach may find Carofin's private placement focus misaligned with their objectives
- Companies requiring sub-$1 million financings (private placements typically involve larger minimums to justify due diligence and compliance costs)
- Businesses without revenue or operating history (Carofin focuses on revenue-generating companies at inflection points)
- Issuers seeking public market access or IPO advisory (Carofin specializes in Regulation D private placements for accredited investors)
- Situations requiring rapid closings (private placements involve securities compliance, investor accreditation verification, and regulatory filing processes)
Team
Senior Leadership:
-
Bruce V. Roberts, CEO & Founder: 35+ years as an investment banker and entrepreneur. Founded Carolina Financial Securities, LLC in 1997 and launched Carofin, LLC in 2018. Has evaluated thousands of investment opportunities and authored white papers on private investing principles. Registered with FINRA since 1997.
-
Peter Milhaupt, Chairman: Focuses on developing and expanding the firm's distribution capabilities for originating investment capital.
-
Craig Gilmore, COO/CFO/CTO/FinOp: Has managed Accounting, Compliance and IT for Carolina Financial Group entities since 2006. Serves as Chief Operating Officer, Chief Financial Officer, and Chief Technology Officer.
Managing Directors & Senior Professionals:
-
Thomas Saykaly, Managing Director (Commercial Real Estate): Joined April 2024 to lead Carofin's CRE investment banking efforts. 20+ years of real estate capital markets expertise with $3+ billion in advisory engagements. Previously with CBRE, Kuwait Investment Office, Lakefront Futures and Options, and C5 Advisors. MBA in corporate finance from Bentley Graduate School.
-
Garrick Ruiz, Managing Director, Sales and Syndication: Spent entire career in financial services, including wealth management and third-party distribution at Raymond James and USAA.
-
Bruce Smith, Managing Director, Investor Development: Introduces Carofin to prospects interested in direct private investments, focusing on accreditation and suitability.
-
John Gramling, Managing Director: Based in Gramling, South Carolina; joined Carolina Financial Group in 2017.
-
Stephen Clifford, Managing Director: 35+ years building and managing sales teams for firms including MetLife, Nationwide Financial, and Guardian Investor Services.
-
Ben Allweil, Managing Director (Stonehill Partners): Leads Carofin's dedicated M&A advisory practice. Former banker, investor, and business owner bringing a unique perspective to structuring and executing transactions.
Supporting Team:
-
Joe Schrader, Banking Associate: Supports investment banking pursuits with experience analyzing public markets from RBC Capital Markets. B.S. in IT from NC State (honors), M.S. in Finance from Boston College.
-
Marco Garofalo, Banking Associate: Supports investment banking and M&A engagements with experience in private equity, credit analytics, and transaction modeling. M.S. in Finance from University of Maryland at age 19.
-
Nicole Hallsey, Director of Human Resources & Investor Relations: Two decades as Director of HR & Investor Services; oversees compliance with securities regulations.
-
Mathias Hoffrichter, Compliance Specialist: Strengthens compliance efforts with legal education and FINRA background.
Geographic Coverage
Carofin is headquartered at 100 Elks Club Road, Brevard, North Carolina 28712. The firm maintains FINRA registrations across 21 U.S. states and territories, including Arizona, California, Colorado, Connecticut, Georgia, Illinois, Kansas, Maryland, Massachusetts, Montana, New Jersey, New York, North Carolina, Ohio, Oregon, Pennsylvania, South Carolina, Texas, Utah, Virginia, and Washington.
The firm operates nationally, serving clients and investors across its registered states. The CRE practice, under Thomas Saykaly's leadership, explicitly targets "domestic and offshore investors" for real estate opportunities.