The Gores Group has entered into a “stalking horse” asset purchase agreement to buy body armor maker Point Blank Solutions Inc. Subject to bankruptcy court approval, the Gores Group plans to close the acquisition of Point Blank’s assets by November.
Point Blank Solutions, Inc. (OTC-BB: PBSO), a leader in the field of protective body armor, today announced that it has entered into a “stalking horse” Asset Purchase Agreement (“APA”) with an affiliate of The Gores Group, a well known and established private equity firm. The Company has submitted the APA to the Bankruptcy Court and intends to conduct a Court-supervised auction of its business under Section 363 of the U.S. Bankruptcy Code.
Under the terms of the APA, The Gores Group would purchase substantially all of the Company’s operating assets, subject to various conditions, the completion of the auction process and Bankruptcy Court approval. Based on the current timeline, the Company expects the purchase and sale transaction to be consummated by November 2011.
Jim Henderson, CEO of Point Blank Solutions stated, “Despite our being in Chapter 11, we continue to make significant improvements in our ability to service our customers – starting with R&D, manufacturing and continuing throughout our customer service and sales organization. We’ve enhanced our supply chain relationships, formed new alliances, and brought to market the industry’s most advanced and innovative ballistic solutions. Our delivery times are second to none and we are well positioned in the markets we service. With this Agreement in place with The Gores Group, we believe the business will emerge from this process shortly and be much stronger. Gores has a proven track record and a strong reputation for operational excellence; and we believe they will be a great asset enabling the business to grow into the future.”
The Company filed for protection under Chapter 11 of the U.S. Bankruptcy Code in April 2010 and since that time, has been exploring various approaches for the continuation of the business. This proposed sale agreement, which is supported by the current lenders and both the equity and creditor committees, is for the operating assets of the Company only. The Company has filed a series of motions related to the proposed sale process with the U.S. Bankruptcy Court in Delaware and those documents can be viewed on the Company’s website http://www.pointblanksolutionsinc.com.
Scott Avila, Chief Restructuring Officer of Point Blank, added, “We have been working hard to find the right buyer for the business and have explored a number of strategic options to maximize value for Point Blank’s creditors and stockholders. This Asset Purchase Agreement with The Gores Group, which has the support of the respective committees, provides the best avenue for impacted stakeholders.”
Mr. Henderson continued, “Since we filed for Chapter 11, we have stayed true to our word that it is business as usual at Point Blank. I am proud of the sacrifices and commitments our employees have made and for the continued support of our business partners and our growing customer base, all of which have enabled us to maximize the value to be realized by the Company through this transaction.”
Pachulski Stang Ziehl & Jones LLP served as the Company’s general bankruptcy counsel and CRG Partners Group, LLC served as its Chief Restructuring Officer and financial advisor.
The Bankruptcy Case is In re Point Blank Solutions, Inc., Bankr. Del. Case No. 10-11255 (PJW).
About Point Blank Solutions, Inc.
Point Blank Solutions Inc., through its subsidiaries Point Blank Body Armor (“PBBA”) and PACA Body Armor (“PACA”), manufacturers and markets protective technologies, such as bullet, fragmentation and stab resistant apparel, and related ballistic accessories. The Company’s solutions are used domestically and internationally by military, law enforcement, security and corrections personnel, as well as by government agencies. Point Blank is a recognized market leader in the law enforcement community with a growing international platform. With state-of-the-art manufacturing and laboratory testing facilities, strategic technology and marketing alliances, and an ongoing commitment to drive innovation, Point Blank Solutions believes that it delivers the most advanced body armor solutions, quicker and better than anyone in the industry. The Company maintains facilities in Pompano Beach, FL, and Jacksboro, TN. To learn more about Point Blank Solutions, Inc. visit our website at www.PointBlankSolutionsInc.com.
About The Gores Group, LLC
The Gores Group, LLC is a private equity firm focused on acquiring controlling interests in mature and growing businesses which can benefit from the firm’s operating experience and flexible capital base. The firm combines the operational expertise and detailed due diligence capabilities of a strategic buyer with the seasoned M&A team of a traditional financial buyer. The Gores Group, which was founded in 1987 by Alec E. Gores, has become a leading investor having demonstrated over time a reliable track record of creating substantial value in its portfolio companies alongside management. The firm has $4 billion in capital under management. Headquartered in Los Angeles, CA, the Gores Group maintains offices in Boulder, CO, and London. For more information, please visit www.gores.com.
SAFE HARBOR STATEMENT
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: THE STATEMENTS WHICH ARE NOT HISTORICAL FACTS CONTAINED IN THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS, WHICH ARE BASED LARGELY ON THE COMPANY’S EXPECTATIONS AND ARE SUBJECT TO VARIOUS BUSINESS RISKS AND UNCERTAINTIES, CERTAIN OF WHICH ARE BEYOND THE COMPANY’S CONTROL. WORDS SUCH AS “EXPECTS,” “ANTICIPATES,” “TARGETS,” “GOALS,” “PROJECTS,” “INTENDS,” “PLANS,” “BELIEVES,” “SEEKS,” “ESTIMATES,” VARIATIONS OF SUCH WORDS, AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY SUCH FORWARD-LOOKING STATEMENTS. THESE FORWARD-LOOKING STATEMENTS ARE ONLY PREDICTIONS THAT SPEAK AS OF THE DATE HEREOF AND ARE SUBJECT TO RISKS, UNCERTAINTIES AND ASSUMPTIONS THAT ARE DIFFICULT TO PREDICT. THEREFORE, ACTUAL RESULTS MAY DIFFER MATERIALLY AND ADVERSELY FROM THOSE EXPRESSED IN ANY FORWARD-LOOKING STATEMENTS. FACTORS THAT MIGHT CAUSE OR CONTRIBUTE TO SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED TO, (1) CHANGES IN THE COMPANY’S INTERNAL CONTROL STRUCTURE OVER FINANCIAL REPORTING, (2) UNCERTAINTY OF FUTURE FINANCIAL RESULTS, (3) ADDITIONAL FINANCING REQUIREMENTS, (4) DEVELOPMENT OF NEW PRODUCTS, (5) GOVERNMENT APPROVAL AND CONTRACTING PROCESSES, (6) THE IMPACT OF COMPETITIVE PRODUCTS OR PRICING, (7) TECHNOLOGICAL CHANGES, (8) THE EFFECT OF POLITICAL AND ECONOMIC CONDITIONS, (9) THE OUTCOME AND IMPACT OF LITIGATION TO WHICH THE COMPANY IS A PARTY AND THE SECURITIES AND EXCHANGE COMMISSION AND OTHER INVESTIGATIONS REGARDING THE COMPANY, (10) TURNOVER IN THE COMPANY’S SENIOR MANAGEMENT AND (11) UNCERTAINTIES ASSOCIATED WITH THE REORGANIZATION PROCESS AND (12) OTHER UNCERTAINTIES DETAILED IN THE COMPANY’S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING, WITHOUT LIMITATION, THOSE UNCERTAINTIES AND RISKS DISCUSSED IN DETAIL IN “RISK FACTORS,” IN THE COMPANY’S PERIODIC REPORTS ON FORMS 10-K AND 10-Q. THE COMPANY UNDERTAKES NO OBLIGATION TO REVISE OR UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS TO REFLECT ANY CHANGE IN THE EXPECTATIONS OF OUR MANAGEMENT WITH REGARD THERETO OR ANY CHANGE IN EVENTS, CONDITIONS, OR CIRCUMSTANCES ON WHICH ANY SUCH STATEMENTS ARE BASED.