SSG Advises CPL in the Sale to Aterian Investment Partners
June 20, 2024
Source: SSG Capital Advisors, LLC
SSG Capital Advisors, LLC (“SSG”) served as the investment banker to Contract Pharmaceuticals Limited Canada and its affiliates (“CPL” or the “Company”) in its restructuring and sale to Aterian Investment Partners via a Reverse Vesting Order (“RVO”). The sale was effectuated through the Companies’ Creditors Arrangement Act (Canada) (“CCAA”) in the Ontario Superior Court of Justice, and an ancillary Chapter 15 proceeding in the U.S. Bankruptcy Court for the District of Delaware. The transaction closed in June 2024.
CPL, based in Mississauga, Ontario, Canada, is a premier North American contract development and manufacturing organization (“CDMO”) specializing in non-sterile liquid and semi-solid dosage forms. CPL offers product development, commercial manufacturing, packaging and testing services under one roof and provides full-service support to customers from concept to commercialization. Renowned for its industry leadership, CPL maintains longstanding relationships with the top global pharmaceutical companies and supports its customers through its FDA and Health Canada registered facilities.
SSG was retained in November 2023 to advise CPL on strategic alternatives. Given the cross-border complexities and the highly regulated nature of the CDMO industry, SSG focused on identifying solutions to optimize the Company's capital structure to further stabilize the business and allow CPL to achieve its growth initiatives. In December 2023, increasing liquidity pressure necessitated the Company to seek relief by commencing a CCAA proceeding and initiating an in-court sale and investment solicitation process (SISP) that would preserve value by allowing CPL to identify alternatives in a structured manner, all while under Court supervision.
Leveraging significant expertise in CDMO and the pharmaceutical sector, SSG conducted a multi-track sale and recapitalization marketing process, which attracted significant interest from strategic and financial acquirers. Multiple parties submitted offers to acquire all or a portion of the Company’s business. After discussion with numerous investor groups, the Company determined that the sale to Aterian Investment Partners maximized stakeholder value and enabled CPL to exit from CCAA and move forward with a well-capitalized business. SSG’s experience with special situations, joint U.S.-Canadian insolvencies, complex capital structures and running competitive sale processes enabled CPL to maximize value, preserve jobs, and maintain the loyalty of vendors and customers.
Aterian Investment Partners is a private equity firm that invests in industry-leading, middle-market businesses. The CPL transaction was led by Christopher Thomas, Jay Taunk, Brian Moore and Carlos Sanchez. In collaboration with management, Aterian supports investments throughout an organization, from people to processes, equipment, technology, and social governance, among others. With offices in New York and Florida, Aterian has raised cumulative equity commitments of more than $2 billion since its founding in 2009.
Other professionals who worked on the transaction include:
• Christopher Armstrong, Dan Dedic, Victor Liu, Erik Axell, Jennifer Linde and Christina Liao of Goodmans LLP, CCAA Bankruptcy Counsel to CPL;
• Matthew B. McGuire, Joshua B. Brooks, Jennifer L. Ford, Allison L. Strauss, George A. Williams, Melissa Ramirez and Mark Hitchens of Landis Rath & Cobb LLP, Chapter 15 Bankruptcy Counsel to CPL;
• Noah Goldstein, Ross Graham and Ben Luder of KSV Restructuring Inc., Monitor of the CCAA proceeding;
• Ryan C. Jacobs, Joseph J. Bellissimo, Michael Wunder and Stephanie Fernandes of Cassels Brock & Blackwell LLP, Counsel to KSV Restructuring Inc.;
• Doug Jenkinson, Mohamed Abu-Shaaban, Yolanda Rebello and Cylvia Tang of Ernst & Young Global Limited, Quality of Earnings Advisor to CPL;
• Sean Zweig, Jesse Mighton and Aiden C.R. Nelms of Bennett Jones LLP, Canadian Counsel to Deerfield Management Company;
• Mark D. Wood and Kristopher J. Ring of Katten Muchin Rosenman LLP, Counsel to Deerfield Management Company;
• Geoffrey Richards, Adam Kauffman, Simon Wein, Kevin Phelan, Darius Tam and Mason King of Raymond James & Associates, Inc., Financial Advisor to Deerfield Management Company;
• Sanjeev Mitra, Jeremy Nemers and Cristian P. Delfino of Aird & Berlis LLP, Counsel to Royal Bank of Canada;
• Harvey Chaiton and Laura Culleton of Chaitons LLP, Counsel to Export Development Canada;
• Adam Wexner and Alan Chen of Kirkland & Ellis LLP, Counsel to Aterian Investment Partners; and
• Tracy C. Sandler, Justin Sherman, Mike Proudfoot, Hannah Davis and Chloe Duggal of Osler, Hoskin & Harcourt LLP, Canadian Counsel to Aterian Investment Partners.
CONTACTS ON THIS DEAL
Mark E. Chesen
Managing Director
mchesen@ssgca.com
(610) 940-5801
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Matthew P. Karlson
Managing Director
mkarlson@ssgca.com
(610) 940-5804
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Craig D. Warznak
Senior Vice President
cwarznak@ssgca.com
(610) 940-3615
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Alexander D. Lamm
Senior Associate
alamm@ssgca.com
(610) 940-3882
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Nicholas A. Vernacchio
Senior Analyst
nvernacchio@ssgca.com
(610) 940-2619
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About SSG Capital Advisors, LLC
SSG Capital Advisors is an independent boutique investment bank that assists middle-market companies and their stakeholders in completing special situation transactions. We provide our clients with comprehensive investment banking services in the areas of mergers and acquisitions, private placements, financial restructurings, valuations, litigation, and strategic advisory. SSG has a proven track record of closing over 450 transactions in North America and Europe and is a leader in the industry.
Securities are offered through SSG Capital Advisors, LLC (Member SIPC, Member FINRA) and an international dealer under subsection 8.18(2) of the Canadian National Instrument 31-103 Registration Requirements. All other transactions are effectuated through SSG Advisors, LLC, both of which are wholly owned by SSG Holdings, LLC. SSG is a registered trademark for SSG Capital Advisors, LLC and SSG Advisors, LLC.
CPL, based in Mississauga, Ontario, Canada, is a premier North American contract development and manufacturing organization (“CDMO”) specializing in non-sterile liquid and semi-solid dosage forms. CPL offers product development, commercial manufacturing, packaging and testing services under one roof and provides full-service support to customers from concept to commercialization. Renowned for its industry leadership, CPL maintains longstanding relationships with the top global pharmaceutical companies and supports its customers through its FDA and Health Canada registered facilities.
SSG was retained in November 2023 to advise CPL on strategic alternatives. Given the cross-border complexities and the highly regulated nature of the CDMO industry, SSG focused on identifying solutions to optimize the Company's capital structure to further stabilize the business and allow CPL to achieve its growth initiatives. In December 2023, increasing liquidity pressure necessitated the Company to seek relief by commencing a CCAA proceeding and initiating an in-court sale and investment solicitation process (SISP) that would preserve value by allowing CPL to identify alternatives in a structured manner, all while under Court supervision.
Leveraging significant expertise in CDMO and the pharmaceutical sector, SSG conducted a multi-track sale and recapitalization marketing process, which attracted significant interest from strategic and financial acquirers. Multiple parties submitted offers to acquire all or a portion of the Company’s business. After discussion with numerous investor groups, the Company determined that the sale to Aterian Investment Partners maximized stakeholder value and enabled CPL to exit from CCAA and move forward with a well-capitalized business. SSG’s experience with special situations, joint U.S.-Canadian insolvencies, complex capital structures and running competitive sale processes enabled CPL to maximize value, preserve jobs, and maintain the loyalty of vendors and customers.
Aterian Investment Partners is a private equity firm that invests in industry-leading, middle-market businesses. The CPL transaction was led by Christopher Thomas, Jay Taunk, Brian Moore and Carlos Sanchez. In collaboration with management, Aterian supports investments throughout an organization, from people to processes, equipment, technology, and social governance, among others. With offices in New York and Florida, Aterian has raised cumulative equity commitments of more than $2 billion since its founding in 2009.
Other professionals who worked on the transaction include:
• Christopher Armstrong, Dan Dedic, Victor Liu, Erik Axell, Jennifer Linde and Christina Liao of Goodmans LLP, CCAA Bankruptcy Counsel to CPL;
• Matthew B. McGuire, Joshua B. Brooks, Jennifer L. Ford, Allison L. Strauss, George A. Williams, Melissa Ramirez and Mark Hitchens of Landis Rath & Cobb LLP, Chapter 15 Bankruptcy Counsel to CPL;
• Noah Goldstein, Ross Graham and Ben Luder of KSV Restructuring Inc., Monitor of the CCAA proceeding;
• Ryan C. Jacobs, Joseph J. Bellissimo, Michael Wunder and Stephanie Fernandes of Cassels Brock & Blackwell LLP, Counsel to KSV Restructuring Inc.;
• Doug Jenkinson, Mohamed Abu-Shaaban, Yolanda Rebello and Cylvia Tang of Ernst & Young Global Limited, Quality of Earnings Advisor to CPL;
• Sean Zweig, Jesse Mighton and Aiden C.R. Nelms of Bennett Jones LLP, Canadian Counsel to Deerfield Management Company;
• Mark D. Wood and Kristopher J. Ring of Katten Muchin Rosenman LLP, Counsel to Deerfield Management Company;
• Geoffrey Richards, Adam Kauffman, Simon Wein, Kevin Phelan, Darius Tam and Mason King of Raymond James & Associates, Inc., Financial Advisor to Deerfield Management Company;
• Sanjeev Mitra, Jeremy Nemers and Cristian P. Delfino of Aird & Berlis LLP, Counsel to Royal Bank of Canada;
• Harvey Chaiton and Laura Culleton of Chaitons LLP, Counsel to Export Development Canada;
• Adam Wexner and Alan Chen of Kirkland & Ellis LLP, Counsel to Aterian Investment Partners; and
• Tracy C. Sandler, Justin Sherman, Mike Proudfoot, Hannah Davis and Chloe Duggal of Osler, Hoskin & Harcourt LLP, Canadian Counsel to Aterian Investment Partners.
CONTACTS ON THIS DEAL
Mark E. Chesen
Managing Director
mchesen@ssgca.com
(610) 940-5801
Download vCard
Matthew P. Karlson
Managing Director
mkarlson@ssgca.com
(610) 940-5804
Download vCard
Craig D. Warznak
Senior Vice President
cwarznak@ssgca.com
(610) 940-3615
Download vCard
Alexander D. Lamm
Senior Associate
alamm@ssgca.com
(610) 940-3882
Download vCard
Nicholas A. Vernacchio
Senior Analyst
nvernacchio@ssgca.com
(610) 940-2619
Download vCard
About SSG Capital Advisors, LLC
SSG Capital Advisors is an independent boutique investment bank that assists middle-market companies and their stakeholders in completing special situation transactions. We provide our clients with comprehensive investment banking services in the areas of mergers and acquisitions, private placements, financial restructurings, valuations, litigation, and strategic advisory. SSG has a proven track record of closing over 450 transactions in North America and Europe and is a leader in the industry.
Securities are offered through SSG Capital Advisors, LLC (Member SIPC, Member FINRA) and an international dealer under subsection 8.18(2) of the Canadian National Instrument 31-103 Registration Requirements. All other transactions are effectuated through SSG Advisors, LLC, both of which are wholly owned by SSG Holdings, LLC. SSG is a registered trademark for SSG Capital Advisors, LLC and SSG Advisors, LLC.