Michelle Shepston – DMC Global Inc.
Headquartered in Vernon, California, Arcadia is a supplier of architectural framing systems, windows and doors for the commercial construction and high-end residential markets.
“Arcadia had a long history of profitable growth and a large addressable market. It was always on our radar because of that,” says Shepston, the executive vice president and chief legal officer at DMC Global, which acquired Arcadia on Dec. 23, 2021.
Although the interest was longstanding, the deal was completed quickly—a little over a month after DMC issued the letter of intent Shepston helped write to buy Arcadia. DMC also acquired the option to acquire the remaining 40 percent interest after the third anniversary of closing.
Acquiring Arcadia doubled DMC Global’s size but integrating the private company is an ongoing process involving Shepston and legal team members Elizabeth English, Sara Francavilla and Jennifer Houghland.
“What I’m most proud of at DMC is that we are a small dynamic legal team working to build and grow our businesses,” Shepston says. “We focus on supporting the business teams with a practical and commonsense approach.”
Headquartered in Broomfield, Colorado, DMC Global is also the parent company of NobelClad and DynaEnergetics. NobelClad supplies composite metal plates used in constructing corrosion-resistant industrial processing equipment, specialized transition joints and industrial construction projects. It operates manufacturing facilities in Mount Braddock, Pennsylvania, and Liebenscheid, Germany.
DynaEnergetics designs and manufactures products used in the energy industry, principally for the perforation of oil and gas wells. It has manufacturing facilities in Troisdorf, Germany and Blum, Texas.
DMC Global acquired its 60 percent interest in Arcadia for $282.5 million, using cash, debt and company stock. After Shepston negotiated and wrote the letter of intent, she worked with outside counsel from Davis Graham & Stubbs LLP—where she was once a partner—to structure the deal and close it quickly.
Shepston says integrating Arcadia has been especially challenging given the size of the company relative to DMC Global and its former private company status.
Shepston leads the integration of HR functions, policies and employee benefits programs. She and the legal team are also working with Arcadia’s HR to launch DMC compliance programs. They’ve visited Arcadia’s facilities to introduce employees to DMC Global’s code of ethics and compliance requirements for a public company.
As DMC Global grows, Shepston is leading efforts to expand environmental, social and governance initiatives. She says NobelClad and DynaEnergetics have been manufacturing more efficiently and decreasing waste and environmental impacts for years. However, the growing need to articulate and quantify ESG efforts and results have led to renewed focus on reporting.
“ESG has to be a balance between the interests of our investors and stakeholders, and the sustainability and profitability of our businesses,” she says, adding it’s crucial for employees at DMC Global’s facilities to take the lead. For example, in summer 2022, employees at DynaEnergetic’s Blum, Texas, facility founded a community outreach program which features a women’s leadership event series.
After Shepston and her team assisted in writing DMC’s sustainability report for 2020, they took a more direct role for the 2021 report by expanding the data collected and gathering more information from employees on programs and efforts taking place at their facilities.
“We have all learned a lot, but I am most excited about building a process that leverages our employees and their expertise,” she says. “I can be a better proponent of sustainability as a key value for DMC in a way that aligns with the interests of our stakeholders.”
The social part of ESG efforts includes adopting a diversity, equity and inclusion policy and an increased focus on pay transparency, Shepston says. This included pay equity studies for Arcadia and non-U.S. employees in 2022.
A consistent approach
Born and raised on a farm in southern Illinois, Shepston enrolled at the University of Illinois Urbana-Champaign to study engineering.
“Then I discovered I was more social than I thought,” she jokes. Because she enjoyed her social interactions and wanted to explore broader topics, she switched her major to psychology. Shepston earned her bachelor’s degree in 1996 but decided to pursue a law degree instead of continuing in psychology. She enrolled at the University of Denver Sturm College of law and earned her J.D. in 2000.
While in law school, she interned at the Denver and New York offices of the U.S. Securities and Exchange Commission, focusing primarily on insider trading cases and policy development. After graduating, Shepston entered private practice with the Denver firm of Davis Graham & Stubbs LLP. She became part of the firm’s corporate finance and acquisitions group and became a partner in 2007.
In 2016, she was approached by DMC as it looked to create an in-house legal team. DMC Global’s annual revenues have increased from approximately $160 million to $650 million since Shepston joined the company. But with new challenges and initiatives, she says her team will maintain its approach.
“Being in-house means understanding our businesses while seeking to build reciprocal understanding and support for legal considerations within the businesses,” she says. “We are all one big team trying to build and grow something we can be proud of.”
View this feature in the Vanguard Winter III 2023 Edition here.
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