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Member FINRA/SIPC
FTI Capital Advisors, LLC (Member FINRA/SIPC) is the wholly-owned investment banking subsidiary of FTI Consulting, Inc. (NYSE:FCN). As shown below, FTICA has generated consistently excellent results for its clientele through a combination of capital markets expertise, resourcefulness and sheer tenacity.
FEATURED TRANSACTIONS
Sale of Intellectual Property
FTI Capital Advisors was hired as advisor to a group of entities known as The Halcyon Company. Halcyon was formed in 2007 to acquire the sequel and ancillary rights to The Terminator. Terminator Salvation, which was released in summer 2009 and starred Christian Bale, was the end result of the company’s endeavor. Although the film grossed over $370 million and constituted a successful reboot of The Terminator series, Halcyon went over budget and was forced to file for protection under Chapter 11 a few months later. FTI and FTICA were subsequently engaged together to act as both financial advisor to the debtor and as investment banker to sell the business. After running a disciplined sales process and conducting a spirited auction, FTICA sold the sequel, prequel and remake rights to the Terminator motion pictures to a consortium of companies. In the process, FTICA was able to overcome a series of impediments to the sale and thereby maximize the transaction value for the parties at interest.
Divestiture
The third and final divestiture from BHM Technologies – the sale of Brown Corporation, an Ionia, Michigan-based manufacturer of automotive products used by OEM’s - closed on November 13, 2009. The buyer was Canadian-based Matcor Automotive. The sale process was extremely complex and was constantly in danger of collapsing as several important customers announced their intention to replace Brown as a supplier no matter which acquirer bought the company. Nonetheless, FTICA’s professionals worked tenaciously to keep the transaction together and avoided liquidation. As a result, the jobs of nearly 1,000 employees, many located in Ohio and Michigan, were saved.
Divestiture FTI Capital advisors advised BHM Technologies on the sale of its Heckethorn Manufacturing Division. Located in Dyersburg, Tennessee, Heckethorn manufactures automotive exhaust hangers for companies such as Tenneco and Faurecia. Like the rest of the automotive industry, the company experienced a significant decline in revenues and was unprofitable. Had an acceptable transaction not been arranged by FTICA, the alternative would have been liquidation and the loss of 160 jobs. Heckethorn was sold to a company newly formed by Renovo Capital and Rosewood Private Investments. Divestiture
FTI Capital Advisors assisted BHM Technologies in divesting its Morton Welding unit. Based near Peoria, Illinois, Morton Welding primarily manufactures fabricated tubing for customers such as Caterpillar and John Deere. FTICA ran an aggressive sales process including both financial and strategic buyers. Ultimately, we negotiated a preemptive price with the ultimate buyer and closed the transaction seven weeks following our initial retention. Had FTICA not negotiated a superior selling price, liquidation of the business and the loss of several hundred local jobs was a distinct possibility.
International Accounts Receivable Financing Facility
In March 2009, FTICA assisted Overland Storage with the second tranche of its financing needs and helped the company place a factoring facility for its international receivables, further assisting the company to implement its strategy.
Domestic Accounts Receivable Financing Facility
In an extremely hostile financing market, FTI Capital Advisors successfully assisted publicly-held Overland Storage (NASDAQ:OVRL) secure accounts receivable financing. Although the company recently hired new management, dramatically cut costs and changed its business strategy, its history of recent, relatively large losses made this financing a tough deal in any market. Indeed, the company’s future viability in part hinged on accessing capital on an expedited basis. Engaged in mid-September, just prior to the problems in the global capital markets, FTI Capital Advisors created several senior debt financing options for the company and closed the financing the day before Thanksgiving 2008. As a result of FTICA’s efforts, OVRL was able to stem customer attrition and resume its path to profitability.
Private Placement
FTICA arranged the financing that enabled privately-held Legacy Pharmaceuticals International to acquire two facilities – one in Basel, Switzerland, and one in Humacao, Puerto Rico – and their related businesses from publicly-held Valeant Pharmaceuticals (NYSE:VRX). The transaction was particularly challenging because of the need to find a lending institution comfortable with providing secured debt – both term and a revolver – to a company with significant non-U.S. assets. FTICA not only accomplished this objective, but also crafted a transaction that enabled management to maintain voting control with a minimum of investment.
Acquisition Advisory/Private Placement
FTICA advised Integra Telecom on its acquisition of Electric Lightwave, its acquisition financing, and its associated debt refinancing (together totaling $450 million). FTICA also advised Integra on target identification and valuation, and assisted in the transaction negotiations.
Merger Advisory/Fairness Opinion
FTICA advised Broadview Networks on its merger with Bridgecom, including sourcing an appropriate merger partner and negotiating terms of the transaction. FTICA also provided a fairness opinion to Broadview.
Recapitalization/Private Placement
FTICA advised the owner of Global Brand Marketing on its recapitalization, including the subordination of offshore trade debt, arrangement of a new credit facility and infusion of capital by a strategic investor. Critical to the transaction was holding in place the existing lending group while replacement financing was obtained, even as operating results continued to decline.
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