|New York-based Merchant Bank Enables Senior Lenders to Recover 100% of Face Value, and Nearly Doubles Proceeds Expected by Bondholders|
Paragon Capital Partners, a merchant banking firm advising Archibald Candy Corporation on its bankruptcy and divestiture transactions, announced that it has completed the sale of Laura Secord to Gordon Brothers Group, LLC. Pursuant to a dramatic and spirited bidding process, Gordon Brothers emerged as the winning bidder, topping a stalking-horse bid previously submitted by M&M Meat Shops, Canada's largest retailer of specialty frozen foods. Michael Levy, a partner with Paragon in New York City, noted, "Gordon Brothers' expertise, resources and vision will enable it to capitalize on Laura Secord's core strengths as it pursues several exciting and significant growth opportunities. We congratulate the Gordon Brothers team, and expect them to be highly successful in building Canada's leading marketer and retailer of boxed chocolates and scooped ice cream."
Paragon's Intense Focus, Proactive Approach and Innovative Tactics Maximize Value for Archibald's Bondholders
According to Rick Anglin, Archibald Candy's Chief Financial Officer, "The sale of Laura Secord for more than 18.7x FY2003 EBITDA marks Paragon's second tremendous success in a row for Archibald's creditors. In April 2004, Paragon surpassed all valuation expectations with the sale of Fannie May and Fanny Farmer for more than twice the initial stalking horse bid. Paragon's dynamic approach to maximizing value has enabled our senior lenders to recover 100% of their outstanding debt, and will enable Archibald's bondholders to recover dramatically higher proceeds as compared to initial expectations." Archibald's major bondholders include affiliates of Delaware Street Capital, CS First Boston, Royal Bank of Canada, Putnam Investments and Sankaty Advisors.
"We have been exceptionally impressed by Paragon's capabilities and commitment to these transactions," said Andy Bluhm, head of Delaware Street Capital which is Archibald's largest bondholder. "Paragon's skills, deal instincts and intense focus enabled the bondholder group to achieve a great recovery."
Earlier in the year, Paragon conducted another highly competitive sale process for Archibald which culminated in the divestiture of Chicago-based Fannie May and Fanny Farmer to Alpine Confections, Inc. for approximately $38.9 million. This final purchase price compared to the initial stalking horse bid of $18 million. Including proceeds generated from the sale of Laura Secord, Archibald's bondholders will receive nearly twice the proceeds initially expected when the company commenced Chapter 11 bankruptcy proceedings on January 28, 2004.
Neal White, lead M&A counsel for Archibald from McDermott, Will & Emery LLP, remarked, "Paragon proactively managed every step of each transaction in order to keep potential buyers on parallel tracks, enabling Archibald to engage in simultaneous negotiations with multiple parties. In addition to conducting a highly organized sale process, Paragon was able to anticipate issues while facilitating coordination among Archibald's internal constituencies, enabling the transaction team to stay steps ahead of potential bidders."
Mark Thomas, Archibald's lead bankruptcy counsel from Jenner & Block, added, "Paragon used its experience with large and complex M&A transactions to develop some innovative techniques for maximizing value in a bankruptcy context. Each of the Archibald divestitures culminated in a competitive, in-person auction where bidders used both price and contract terms to improve their offers. Bankruptcy auctions are often impeded when material contractual provisions must be considered. Paragon's development of a real-time bid analysis, projected on a screen to all competing bidders, represented a major breakthrough which stimulated bidding. The ability to provide instantaneous valuation updates to bidders, reflecting changes in terms as well as price, provided transparency and eliminated complexities that often chill a bidding process. Vigorous bidding led to the elimination of representations, warranties, and closing conditions, resulting in the best possible outcome for Archibald's creditors."
Michael Levy remarked, "The sale of Laura Secord concludes our engagement with Archibald's bankruptcy, restructuring, and divestiture transactions. We are pleased that we were able to orchestrate a favorable result in each of Archibald's divestiture transactions, achieving high valuations relative to industry precedents as well as the expectations of Archibald's bondholders."
Founded by David Adler and Michael Levy, Paragon Capital Partners, LLC is a merchant bank based in New York City that provides strategic and financial advice in connection with mergers, acquisitions, exclusive sales, divestitures, takeover defense, financings, recapitalizations, restructurings, and bankruptcy related transactions. Paragon advises public and private companies, divisions of Fortune 500 companies, family-owned companies, private equity firms, leading investors, boards of directors, special committees and bondholder/creditor committees.
In addition, through its Strategic Insight Fund, Paragon invests in public and private securities in targeted industry sectors where it identifies - or can facilitate - potential catalysts for value creation.
For more information about Paragon, its services and transactions history, go to www.paragoncp.com.