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Blacksmith Brands Inc.

Background:
Blacksmith Brands Inc. ("Blacksmith Brands") was created by Charlesbank Capital Partners LLC ("Charlesbank") in partnership with industry veteran Peter Mann, who will serve as Chairman and CEO, and with private equity professional Dana Schmaltz, who will serve as CFO. With more than 35 years' experience with consumer products, Mr. Mann is the former Chairman of the Board and CEO of Prestige Brands, Inc. (NYSE: PBH) ("Prestige") and Medtech Holdings, Inc. ("Medtech"), a prior portfolio of TSG Consumer Partners, and was also the President of the Americas Division for Block Drug. In forming Blacksmith Brands, Mr. Mann is joined by three senior executives who have all previously worked together at Prestige: Gerry Butler (Chief Sales Officer), Mike Fink (Chief Marketing Officer) and Eric Millar (Chief Operations Officer). Blacksmith's senior management team has worked together for more than 20 years and has successfully acquired, built and exited numerous over-the-counter ("OTC") brand investments. Blacksmith Brands' investment thesis is well aligned with Charlesbank's strategy of partnering with strong management teams to build companies with sustainable competitive advantages and excellent prospects for growth.
 
In this important transaction, the team at Sawaya Segalas was able to draw on their deep reservoir of knowledge in the Consumer Healthcare space to assist us with the proper valuation tactics and to provide industry intelligence that enabled us to better manage the entire process. I have had the opportunity to work with the team at Sawaya Segalas on a number of transactions, and they continue to impress me with the unique insight they can bring to businesses, their ability to sort through difficult issues, and their assistance in laying the groundwork for a successful outcome.
Peter C. Mann
Chairman and CEO, Blacksmith Brands Inc.
 
 
Blacksmith Brands' first acquisition consists of a portfolio of five well-known OTC consumer products brands from McNeil-PPC, Inc. The portfolio includes Efferdent® denture cleaner, Effergrip® denture adhesive cream, LUDEN'S® throat drops, PediaCare® children's cough and cold products, and NasalCrom® nasal allergy relief spray (together, the "Brands").
 
Efferdent, LUDEN'S, PediaCare, NasalCrom
 
The Brands have strong consumer franchises and established distribution. Efferdent® is a long-standing, profitable, and well-recognized brand and a leader within the denture cleanser category since the early 1960s. Effergrip® is a complementary denture adhesive cream. LUDEN'S® is an iconic throat lozenge brand with a distinctive consumer franchise, strong brand equity, and nearly universal brand awareness driven by a rich 130-year history. Introduced in 1984, PediaCare® is a pediatric upper respiratory brand with a loyal consumer base. NasalCrom® was originally a prescription product that made the OTC switch in 1997, and is indicated for nasal allergy symptom relief and prevention. All of the brands are broadly distributed at leading retailers across mass, drug, grocery, club, dollar and other channels. In light of their distinct positioning and strong distribution base, the Brands represent an attractive collection of brands with significant growth potential.
 
Objective:
Blacksmith Brands' management team has in-depth, category-specific knowledge and an excellent track record in building niche brands with strong positions in focused categories. Management worked together at Block Drug to build Polident, the #1 competitor to Efferdent, and to grow Block Drug's domestic business six-fold over 20 years before its successful sale to GSK. Through its deep experience in both the cough/cold category and the oral care category, this team, now at the helm of Blacksmith Brands, was uniquely positioned to acquire the Brands to create a scale platform for growth.
 
After the sale of Block Drug, the management team, in partnership with GTCR, completed two acquisitions of distinct portfolios by first completing the buyout of Medtech in February 2004 and quickly adding to it by acquiring the larger Prestige Brands International in April 2004.
 
For Sawaya Segalas, this buy-side advisory engagement was an extension of the firm's deep background in the OTC/Consumer Health sector and its experience advising on portfolio sale transactions. In the last six months, Sawaya Segalas served as the exclusive advisor to Church & Dwight in the divestiture of its niche OTC brands and as the exclusive advisor to Airborne, Inc. in its sale to GF Capital. In addition, Sawaya Segalas has advised on many of the most notable private equity portfolio sales in the OTC/Consumer Health sector, including the 2005 sale of Pharmaceutical Holdings, Inc. (now known as Insight Pharmaceuticals) to Allied Capital, the 2004 sale of Medtech to GTCR to form the Prestige platform, and the 2002 sale of J.B. Williams to Combe.
 
Process:
Sawaya Segalas played an important role for Blacksmith Brands in evaluating the Brands, advising on valuation and key contract terms, and facilitating the due diligence and financing processes by developing relevant financial analyses. By leveraging its deep reservoir of industry knowledge, Sawaya Segalas was able to present benchmarks for operating performance, valuation, and exit scenarios to Charlesbank and Blacksmith Brands' key decision-makers.
 
Outcome:
  • On October 29th, Charlesbank announced the formation of Blacksmith Brands with the acquisition of five OTC consumer products brands.
  • Through this transaction, Blacksmith Brands established a scale consumer products platform from scratch and financed the platform in a highly challenging financing environment.
  • Due to the strength, experience and complementary skills of the management team, Blacksmith Brands was set up in a short period of time with the appropriate infrastructure to run the business following a transition period.
  • Despite a difficult financing environment and the absence of historical audits or stand-alone financials, Charlesbank was able to secure an attractive financing package.
  • Ares Capital Corporation lead arranged a $65 million senior secured debt financing for Blacksmith Brands as part of the acquisition.
  • Sawaya Segalas' deep pool of industry experience helped give the client and lenders comfort as to sustainable operating performance and exit scenarios.
  • Blacksmith Brands is now poised for organic growth and to serve as a powerful platform for add-on acquisitions in the OTC industry.
 
 
Blacksmith Brands
Client
Blacksmith Brands
Brands
Efferdent®, Effergrip®, LUDEN'S®,
PediaCare®, NasalCrom®
Counterparty
McNeil-PPC, Inc.
Segment
Personal Care, OTC & Cosmetics
Transaction
Acquisition
Transaction Value
Undisclosed
Closing Date
October 29, 2009
Role
Exclusive Financial Advisor
 
 
OTHER PERSONAL CARE, OTC & COSMETICS DEALS
Case Study  Airborne, Inc.
Case Study  Medtech Holdings, Inc.
OTHER BUY-SIDE DEALS
Case Study  Playtex Products, Inc.
Case Study  Kaz, Incorporated (Braun)
OTHER PRIVATE EQUITY DEALS
Case Study  Advantage Sales & Marketing, LLC
Case Study  Pharmaceuticals Holdings, Inc.
 
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