SSG Capital Advisors acted as the investment banker to TPS Holdings d/b/a The Paper Store in the sale of substantially all of its assets to TPS Group Holdings. The sale was effectuated through a Chapter 11 Section 363 process in the U.S. Bankruptcy Court for the District of Massachusetts.
The Paper Store is a family-owned and operated specialty gifts retailer in the Northeast. Founded more than 55 years ago, TPS has expanded to include 89 retail stores throughout seven states with an e-commerce business. The COVID-19 outbreak forced the company to close all its retail locations in March 2020. The company has reopened most locations, but the economic impact of the global pandemic severely affected revenue, profit and liquidity. TPS was forced to seek relief under Chapter 11 to preserve the value of the business.
SSG was retained in July to conduct a sale process and avoid liquidation. TPS Group Holdings negotiated a stalking horse agreement to preserve the business as a going concern and provide the necessary liquidity to build inventory for the upcoming holiday season. SSG’s marketing process attracted interest despite several obstacles, including the pandemic lockdown, TPS’ liquidity challenges and the global economic effects on the retail industry. After a prolonged virtual auction with several rounds of bidding, the stalking horse’s final bid proved to be the highest and best offer for TPS’ assets.
Other professionals who worked on the transaction include:
- Michael T. Sullivan of MTS Advisory, independent director to TPS Holdings
- Don Van der Wiel (chief restructuring officer), Jeffrey Unger, Konstantin A. Danilov, Matt Powers and Ben Crawford Jr. of G2 Capital Advisors, financial advisor to TPS Holdings
- Paul J. Ricotta, Kevin J. Walsh, Kaitlin R. Walsh, Timothy J. McKeon and Eric R. Blythe of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, counsel to TPS Holdings
- Adam J. Goldberg, Jane Greyf, Christopher J. Kochman and Andrew P. Felton of Latham & Watkins and Alex F. Mattera of Pierce Atwood, counsel to TPS Group Holdings
- Richard C. Pedone of Nixon Peabody, counsel to members of TPS Group Holdings
- Sean T. Scott, Aaron Gavant, George Rudy, William R. Kucera and Frederick C. Fisher of Mayer Brown and Mark W. Powers and David A. Mawhinney of Bowditch & Dewey, counsel to the secured term lender
- Tom S. O’Donoghue Jr., Michael Caruso and Barak Tulin of CR3 Partners, financial advisor to the secured term lender
- Lance Jurich and Vadim J. Rubinstein of Loeb & Loeb and Paul W. Carey and Christine E. Devine of Mirick, O’Connell, DeMallie & Lougee, counsel to the secured revolving lender
- Michael G. Menkowitz, Peter J. Roberts (now a member at Cozen O’Connor), Jason C. Manfrey and Jesse M. Harris of Fox Rothschild, counsel to the unsecured creditors committee
- Evan Blum and Kevin Sohr of Alvarez & Marsal North America, financial advisor to the unsecured creditors committee
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SSG Capital Advisors is an independent boutique investment bank that assists middle market companies and their stakeholders in completing special situation transactions.
