Bifurcated

The Company: Midwest-based specialty retailer of mattresses and accessories. The Company sells through 50+ stores as well as its Company-owned DTC eCommerce channel.

The Financing Situation: The CEO was looking to complete a management buy-out of the Company. The business was owned by a family office that acquired it through a restructuring a few years ago. After negotiating the purchase price, the management team needed additional capital to supplement their equity contribution to complete the acquisition and provide sufficient working capital. A traditional inventory borrowing base alone would not generate enough liquidity to fund the acquisition and support the working capital needs of the business.

The Solution: SG provided a comprehensive solution by funding two tranches of term loans. The first tranche was supported by a borrowing base (advances against inventory) and required interest-only payments until maturity. The second tranche was structured based on the cash flow of the business with required interest and principal payments based on a 36-month amortization schedule. By using a hybrid approach of leveraging the company’s assets and cash flow, SG was able to provide the needed liquidity and did not require warrants or other equity instruments, which would have diluted the buyer’s ownership.

The Company: Sponsor-backed e-tailer of aftermarket auto parts focused on a niche of the broader aftermarket industry. The Company sells through its Company-owned DTC eCommerce channel as well as through 3rd party marketplaces. Revenue: $37MM | EBITDA: $1.4MM.

The Financing Situation: Over the past few years a series of events negatively impacted the financial performance of the Company including a heightened tariff environment in 2019. The Company was forced to recapitalize its balance sheet and restructure operations to right-size the business. The Company successfully executed its recapitalization in early 2020 by securing a temporary bridge working capital facility with an opportunistic lender. The bridge loan was off strategy for the new lender so it was seeking to exit the credit.

The Solution: SG was able to get comfortable with the Company’s proven operational turnaround, proforma profitability, inventory and receivable working capital assets, and supportive stakeholders including the sponsor, CEO, and key vendors. SG’s unitranche loan structure included a $1.4MM collateral based, interest-only term loan A driven by a borrowing base (AR and inventory) and a $700K term loan B structured around proforma cash flows. SG was able to close the deal within 2 weeks of a signed term sheet.

The Company: Enterprise SaaS platform that enables companies to prepare and oversee RFPs and other business responses with speed, accuracy, and compliance. Recurring Revenue: $4.5MM.

The Financing Situation: The private equity backed Company was emerging from an operational restructuring and planned to rebuild its tech platform to increase functionality, improve UX, and drive sales. The Company’s existing bank lender was not willing to finance these initiatives so SG Credit was approached to refinance the existing bank lender and provide additional liquidity so the Company could execute on its plan.

The Solution: SG Credit provided the Company with a bifurcated loan structure consisting of a $1MM interest-only loan to refinance the existing debt and a $1MM term loan to finance the Company’s growth initiatives.  This structure provided the Company with 12+ months of runway and allowed the Company’s existing bank lender to exit the credit as desired.  SG Credit was able to close the deal within 3 weeks after quickly getting comfortable with the Company’s recurring revenue, client base quality, low churn, strength of the new management team, and continued shareholder support.

The Company:

Venture-backed, cloud-based software platform primarily targeting outbound sales organizations.

The Financing Situation:

The Company experienced significant year-over-year growth but the Company’s existing credit facility was maturing and the incumbent lender did not want to extend its maturity date. Additionally, the Company was seeking non-dilutive growth capital to execute on its sales pipeline and increase ARR to improve its valuation prior to raising additional equity.

 The Solution:

SGCP was able to quickly get comfortable given the rapid growth, contracted recurring revenue, enterprise customer base and strong management team to provide a $6.5 million senior secured credit facility that was bifurcated into a $3.5 million interest-only loan and $3 million term loan. SGCP provided this structure to close the deal quickly and to bridge the Company to a new senior lender. The new senior lender will refinance SGCP’s $3.5 million interest-only loan and SGCP will then subordinate its $3.0 million term loan under its typical second lien structure.

This transaction highlights SGCP’s ability to write larger checks as a result of its recent capital raise as well as our ability to provide a one-stop solution.

Target Company:
Oilfield service provider that specializes in pipeline construction and the fabrication of modularized production facility equipment to midstream operators as well as exploration and production (E&P) companies that operate in the Permian and Eagle Ford Basins.
Financial Profile: Revenue: $50mm | EBITDA: $8mm

Acquiring Company:
An energy-focused holding company that provides financial, technical, operational and strategic management services to its subsidiaries across the globe.

Financing Situation:
Target Company management wanted to sell its oilfield services business for liquidity and to focus on larger infrastructure projects. Given the timing of new infrastructure projects, Target Company management wanted to sell its oilfield services business within 30 days. Target Company management had a personal relationship with Acquiring Company management and presented an exclusive, quick closing acquisition opportunity. Since the Target Company is asset light (primarily just accounts receivable with a progress billing element), an ABL facility was insufficient to close the entire deal and a bank offering a revolver + cash flow term loan would have taken too long.

The Solution:
SG Credit Partners (“SGCP”) was able to get comfortable with the deal based on previous lending experience with Acquiring Company management, strong historical financial performance of Target Company, and industry tailwinds. SGCP provided a $5.0 million bifurcated credit facility to close the acquisition quickly (within 3 weeks) and provide additional working capital. SGCP’s $5.0 million bifurcated credit facility consisted of a $2.0 million interest-only loan and a $3.0 million term loan. SGCP provided this structure to close the acquisition quickly and bridge the Company to a new senior lender. The new senior lender will refinance SGCP’s $2.0 million interest-only loan and SGCP will then subordinate its $3.0 million term loan under its typical second lien structure.

The Company:
Designs, manufactures, and supports NextGen compliant avionics systems that improve the safety, efficiency, and affordability of flying.

The Financing Situation:
The Company was seeking to refinance its existing senior credit facility and move on to a new lending relationship to better support the strategic initiatives of the Company. The existing credit facility was based on enterprise value and thus required a comprehensive debt facility (beyond a standard ABL facility) for a full take-out plus additional working capital to support growth.

The Solution:
Super G provided a comprehensive financing solution that consisted of two tranches within the $3.5 million credit facility – $1.5 million interest-only loan and a $2.0 million amortizing term loan. This structure allowed the Company to close quickly (within 3 weeks) and provided debt service flexibilty so that the Company had working cpaital cushion and could focus on business execution. Super G worked closely with the Company’s majority shareholder, Elm Creek Partners, to get comfortable with the business and management team to fund the Company quickly.

For more information on Elm Creek Partners, please contact:
Aaron R. Handler
Co-founder and Partner
aaron@elmcreekpartners.com
214-871-5655
www.elmcreekpartners.com