Gordian acted as investment banker to the Company to assist in the M&A process and explore capital markets alternatives, including a potential balance sheet restructuring and/or third party financing.
Client: Alphatec Holdings
Alphatec Holdings, Inc., a public medical technology company (the “Company”) had seen its revenue and margins drop as a result of an in-process restructuring of its distribution channels. At the same time, the Company had been forced to tap a high coupon loan to fund a litigation settlement.
Squeezed for liquidity, stretching vendors to the breaking point, and tripping covenants, the Company first undertook a refinancing effort in the fall of 2015 that ultimately failed. The Company was then forced to negotiate costly forbearances with its lenders in order to create runway for an M&A process.
Gordian was engaged by the Company in February 2016 to buttress the Company’s existing investment bankers as it became clear that the M&A process was reflecting the distress of the Company. Gordian was tasked with assisting in the M&A process and exploring capital markets alternatives, including a potential balance sheet restructuring and/or third party financing.
As the process crystalized, the Company narrowed its available options to two:
I. A sale of a significant and profitable division of the Company to a competitor that would raise cash and allow for the pay down of the Company’s debt and considerable AP, but leave the Company significantly smaller and necessitate substantial cost cuts; and
II. A transaction led by an insider that would infuse significant cash and bring in a new, industry-respected management team – but substantially dilute the existing common shareholders’ ownership position.
In conjunctions with the Company, Gordian: (i) communicated and negotiated with the stakeholders regarding both transactions, (ii) negotiated with the secured lenders to keep them at bay throughout the process, and (iii) performed the financial and strategic analysis necessary for the Board and its Special Committee to evaluate and compare the transactions. Importantly, Gordian worked to ensure that – in any event – the Company would have options available to it as an insurance policy against any re-trades.
The Company’s Board announced a stabilizing transaction, which closed in the fall of 2016.