Gilbert Global Equity Capital, a leading private equity investment firm, completed the dividend recapitalization of its portfolio company, CPM Holdings, Inc., the world’s leading provider of process equipment and engineered solutions for the oilseed, animal feed, and alternative energy markets.
The recapitalization transaction was funded through a new Senior Secured Facilities of $405 million. The Company will utilize the proceeds from the Senior Secured Credit Facilities along with existing cash reserves to refinance existing debt and issue a dividend to its shareholders.
The transaction provides CPM with enhanced financial flexibility, allowing it to continue its strategic growth initiatives, while also enabling Gilbert Global Equity Capital and its limited partners, the Company’s controlling shareholder, to realize a return of capital substantially in excess of its original investment while leaving its ownership stake unchanged.
Cypress acted as financial advisor to Gilbert Global Equity Capital LLC in connection with the dividend recapitalization of CPM Holdings.
Micronetics, Inc., a leading microwave and radio frequency (RF) components and integrated multifunction subassemblies used in a variety of commercial wireless, defense and aerospace products, including satellite communications, electronic warfare and electronic counter-measures. The Company’s products are embedded in a variety of radars, electronic warfare systems, guidance systems, wireless telecommunications and satellite equipment.
Over the past several years, Cypress assisted senior management and the Board of Directors with respect to the Company’s strategic positioning and financial alternatives including the evaluation of a number of potential acquisitions and assisted in exploring, both on an informal and formal basis, strategic and financing transactions with several parties
Engaged to explore strategic alternatives for the Company, Cypress facilitated and managed a competitive sale process that led to a negotiated transaction with Mercury Computer Systems. Mercury agreed to pay $14.80 per share in cash for each of the outstanding shares of Micronetics, representing a premium of 97% over Micronetics’ closing price one day prior to the announcement of $7.49 and a 154% premium over Micronetics’ unaffected closing price.
Cypress advised Micronetics in all phases of the transaction including the auction sale process, due diligence, management presentations, negotiations with Mercury Computer Systems, and rendering a fairness opinion.
Cenveo, Inc. (“Cenveo”) a diversified commercial printer in North America with leading worldwide market share for envelope products and content and production offerings to publishers of scientific, technical and medical journals.
PrintXcel is a provider of a wide variety of print products and services. PrintXcel products include cut sheet and continuous traditional checks and forms, financial forms products, direct mail, integrated and affixed card and label form products, multipart mailers, VersaSeal Pressure Seal Mailers as well as online ordering and print procurement solutions.
Printegra is a manufacturer of short run business printing sold through distributors. Printegra products include custom and software compatible checks and forms, print shop products, integrated products, as well as online customer service / ordering.
Cypress acted as financial advisor to Cenveo in connection with the divestiture of its PrintXcel and Printegra subsidiaries to Ennis, Inc.
Universal Medical Concepts is the holding company for Sunrise Medical Group and affiliated entities which provide comprehensive neurological care to patients in Southern Florida. Sunrise Medical Group employs approximately 30 neurologists and is one of the largest neurology groups in the United States. Sunrise provides integrated services to its patients (e.g., primary neurological care, imaging, physical therapy) and provides inpatient neurological care at most hospitals throughout Broward County.
Cypress acted as financial advisor to Universal Medical Concepts in the sale of substantially all its subsidiaries to Tenet Healthcare Corporation’s Florida-based physician subsidiary. The UMC subsidiaries sold to Tenet Florida Physician Services, LLC were Sunrise Medical Group, Inc., Sunrise Pulmonary Group, Inc., Sunrise Sleep Diagnostics, Inc., Sunrise Diagnostics of Hollywood, Inc. and Neuro On-Call, LLC.
ETP owns and operates a diversified portfolio of energy assets. ETP’s natural gas operations include approximately 12,000 miles of natural gas gathering and transportation pipelines, with an aggregate throughput capacity of 7.2 billion cubic feet of natural gas per day, and includes natural gas treating and processing assets located in Texas and Louisiana. ETP is also the fourth largest retailer of propane in the United States, serving more than 700,000 customers from coast to coast.
Titan Energy Partners (formerly Cornerstone Propane Partners) was one of the largest retail propane marketers in the US, the Company consists of retail propane operations conducted in 146 locations in 33 states. For fiscal year 2005, Titan sold more than 200 million gallons of propane to over 325,000 customers. It operates primarily through its Titan Propane unit.
Cypress advised Energy Transfer Partners, LP (ETP) in connection with the acquisition of Titan Energy Partners LP. The purchase price of $549.7 million included the payoff of long-term debt. This transaction was accretive at a value of approximately $0.10 to $0.15 per common ETP unit.
PJ Finance Company owns a portfolio of 9,500 multifamily units in major metropolitan areas in the Sunbelt region including Dallas, Phoenix, Atlanta, Houston, Fort Lauderdale and Nashville. The Company filed for bankruptcy in March 2011 with more than $475 million in debt.
Cypress represented Gaia Real Estate in a §363 auction to acquire PJ Finance. The auction was conducted over 72 hours on three separate dates and involved several key terms including the terms of the assumption of debt and the recapitalization of the Company through an equity infusion. Gaia’s bid, financed in part by Starwood, was deemed a better bid over bids submitted by Fortress Investment Group and Oaktree Capital Management.
BridgePoint Medical, LLC merged with Ability Prosthetics and Orthotics, Inc. to create one of the leading prosthetics and orthotics services companies in the United States. Ability operates 11 locations in 4 states, providing differentiated patient care to individuals in need of fitting and training of prosthetic and orthotic devices (e.g., diabetic amputees referred by vascular surgeons, individuals in need of a back brace referred by orthopedic surgeons).
Cypress acted as financial advisor to BridgePoint Medical in the Ability merger which closed on January 14, 2011.
