Mergers & Acquisitions

October 21, 2021

Milliken Acquires Encapsys

Milliken & Company Acquires Encapsys, LLC

October 18, 2021 03:38 PM Eastern Daylight Time

SPARTANBURG, S.C.–(BUSINESS WIRE)–Milliken & Company (“Milliken”), a global diversified manufacturer with more than a century and a half of materials science expertise, has formally acquired Encapsys, LLC (“Encapsys”), a world leader in microencapsulation, from the Cypress Performance Group LLC (“Cypress”). The transaction officially closed October 18, 2021.

“Our culture and values are a perfect fit, and we look forward to leveraging Milliken’s global capabilities to accelerate innovation and growth.”Tweet this

“Moving the needle on sustainability requires big thinking and powerful collaborations. We’re thrilled to welcome Encapsys to Milliken,” said Halsey Cook, president and CEO for Milliken & Company. “Encapsys’s expertise coupled with our ability to scale will propel our efforts to deliver sustainable innovations for our customers.”

“Encapsys brings a unique combination of innovation, science and technology to the Milliken team,” adds Cindy Boiter, executive vice president and president of Milliken’s Chemical Business. “Enhancing our portfolio of specialty chemicals with global reach, this acquisition will accelerate sustainable solutions for the markets and customers we serve.”

As Encapsys integrates into Milliken, daily operations will continue without interruption, including relationships with existing suppliers and customers.

Headquartered in Appleton, Wisconsin, Encapsys is a leader in microencapsulation technologies, which put a uniform polymeric shell around a core material at the micron level to create capsules. Microencapsulation has applications across industries and helps companies achieve more sustainable products by advancing responsible consumption and efficient delivery of active materials.

“Encapsys associates are excited to become a member of the Milliken team and welcome a world-class organization to Northeast Wisconsin,” stated Mary Goggans, president of Encapsys. “Our culture and values are a perfect fit, and we look forward to leveraging Milliken’s global capabilities to accelerate innovation and growth.”

Milliken was represented by legal advisor Jones Day and financial advisor J.P. Morgan Securities LLC. BofA Securities, Inc. and Credit Suisse Securities (USA) LLC acted as financial advisors, and Morgan, Lewis & Bockius LLP acted as legal advisor to Encapsys.

About Milliken

Milliken & Company is a global manufacturing leader whose focus on materials science delivers tomorrow’s breakthroughs today. From industry-leading molecules to sustainable innovations, Milliken creates products that enhance people’s lives and deliver solutions for its customers and communities. Drawing on thousands of patents and a portfolio with applications across the textile, flooring, specialty chemical and healthcare businesses, the company harnesses a shared sense of integrity and excellence to positively impact the world for generations. Discover more about Milliken’s curious minds and inspired solutions at milliken.com and on Facebook, Instagram, LinkedIn and Twitter.

About Encapsys

Headquartered in Appleton, WI, Encapsys is a worldwide recognized innovator in microencapsulation. Encapsys is the patented inventor of microencapsulation and has been providing innovative solutions to partners in home care, personal care, agriculture, textiles, bedding and carbonless paper for over 65 years. To learn more about Encapsys, please visit www.encapsys.com.

About The Cypress Performance Group LLC

Encapsys has been owned since 2015 by The Cypress Performance Group. Cypress is a holding company founded by George Sherman focused on value-added manufacturing or industrial service businesses. Cypress helps companies implement their strategic plan by using its business system to focus on growth and operational efficiency while developing industry leading practices to improve customer experience and delivering shareholder value.

https://www.businesswire.com/news/home/20211018005946/en/Milliken-Company-Acquires-Encapsys-LLC

October 21, 2021

Milliken Acquires Encapsys

Milliken & Company Acquires Encapsys, LLC

October 18, 2021 03:38 PM Eastern Daylight Time

SPARTANBURG, S.C.–(BUSINESS WIRE)–Milliken & Company (“Milliken”), a global diversified manufacturer with more than a century and a half of materials science expertise, has formally acquired Encapsys, LLC (“Encapsys”), a world leader in microencapsulation, from the Cypress Performance Group LLC (“Cypress”). The transaction officially closed October 18, 2021.

“Our culture and values are a perfect fit, and we look forward to leveraging Milliken’s global capabilities to accelerate innovation and growth.”Tweet this

“Moving the needle on sustainability requires big thinking and powerful collaborations. We’re thrilled to welcome Encapsys to Milliken,” said Halsey Cook, president and CEO for Milliken & Company. “Encapsys’s expertise coupled with our ability to scale will propel our efforts to deliver sustainable innovations for our customers.”

“Encapsys brings a unique combination of innovation, science and technology to the Milliken team,” adds Cindy Boiter, executive vice president and president of Milliken’s Chemical Business. “Enhancing our portfolio of specialty chemicals with global reach, this acquisition will accelerate sustainable solutions for the markets and customers we serve.”

As Encapsys integrates into Milliken, daily operations will continue without interruption, including relationships with existing suppliers and customers.

Headquartered in Appleton, Wisconsin, Encapsys is a leader in microencapsulation technologies, which put a uniform polymeric shell around a core material at the micron level to create capsules. Microencapsulation has applications across industries and helps companies achieve more sustainable products by advancing responsible consumption and efficient delivery of active materials.

“Encapsys associates are excited to become a member of the Milliken team and welcome a world-class organization to Northeast Wisconsin,” stated Mary Goggans, president of Encapsys. “Our culture and values are a perfect fit, and we look forward to leveraging Milliken’s global capabilities to accelerate innovation and growth.”

Milliken was represented by legal advisor Jones Day and financial advisor J.P. Morgan Securities LLC. BofA Securities, Inc. and Credit Suisse Securities (USA) LLC acted as financial advisors, and Morgan, Lewis & Bockius LLP acted as legal advisor to Encapsys.

About Milliken

Milliken & Company is a global manufacturing leader whose focus on materials science delivers tomorrow’s breakthroughs today. From industry-leading molecules to sustainable innovations, Milliken creates products that enhance people’s lives and deliver solutions for its customers and communities. Drawing on thousands of patents and a portfolio with applications across the textile, flooring, specialty chemical and healthcare businesses, the company harnesses a shared sense of integrity and excellence to positively impact the world for generations. Discover more about Milliken’s curious minds and inspired solutions at milliken.com and on Facebook, Instagram, LinkedIn and Twitter.

About Encapsys

Headquartered in Appleton, WI, Encapsys is a worldwide recognized innovator in microencapsulation. Encapsys is the patented inventor of microencapsulation and has been providing innovative solutions to partners in home care, personal care, agriculture, textiles, bedding and carbonless paper for over 65 years. To learn more about Encapsys, please visit www.encapsys.com.

About The Cypress Performance Group LLC

Encapsys has been owned since 2015 by The Cypress Performance Group. Cypress is a holding company founded by George Sherman focused on value-added manufacturing or industrial service businesses. Cypress helps companies implement their strategic plan by using its business system to focus on growth and operational efficiency while developing industry leading practices to improve customer experience and delivering shareholder value.

https://www.businesswire.com/news/home/20211018005946/en/Milliken-Company-Acquires-Encapsys-LLC

October 18, 2021

Recticel Clarification

Clarification with regard to Recticel’s strategic intent

Occasional information, Brussels, 15/10/2021 — 18:07 CET, 15.10.2021

Recticel clarifies certain key elements with regard to its recent announcement on the sale of its Engineered Foams division:

  • As communicated in its press release of 11 October 2021, Recticel has received a binding offer from Carpenter to acquire Recticel’s Engineered Foams business which is only subject to shareholder approval and to customary conditions including regulatory approval and confirmatory due diligence. Carpenter’s binding offer is not subject to any financing condition. The outcome of the confirmatory due diligence will be known before the general meeting that will decide on the transaction and further details of this deal will be communicated upon publication of the convocation for this general assembly. 
  • The cash consideration of Carpenter’s offer for the Engineered Foams business is based on an enterprise value1 of EUR 656 million, which represents EUR 11.65 per Recticel share on a fully diluted basis. The offer is made on a cash and debt free basis. 
  • Greiner states in its press release that its public offer on Recticel values the company at an enterprise value of EUR 1,173 million or EUR 20.8 per Recticel share. This is not in line with Greiner’s prospectus, which implies an enterprise value of EUR 1,058 million  or EUR 18.8 per share. 
  • The implied value of the Insulation business in Greiner’s offer amounts to only EUR 411 million, which is significantly below the average broker consensus valuation of EUR 708 million. It substantially undervalues Recticel’s Insulation business; the difference between both amounts to EUR 297 million, equivalent to EUR 5.3 per share on a fully diluted basis.
  • As communicated in the 11 October 2021 Recticel press release, the Board of Directors of Recticel will review at a later stage options for the use of proceeds from the sale of the Engineered Foams business, including a potential partial distribution to shareholders in a tax effective way (capital reduction, repurchase of own shares). 
  • Recticel expects to publish in due course its Response Memorandum which will describe the view of the Board of Directors of Recticel on the Prospectus of Greiner, including on the Offer Price   
  • The divestment process of the Bedding business is on track and in line with the previously communicated schedule, i.e. a signing in 4Q2021 and a closing in 1Q2022. 

https://www.recticel.com/clarification-regard-recticels-strategic-intent.html

October 18, 2021

Recticel Clarification

Clarification with regard to Recticel’s strategic intent

Occasional information, Brussels, 15/10/2021 — 18:07 CET, 15.10.2021

Recticel clarifies certain key elements with regard to its recent announcement on the sale of its Engineered Foams division:

  • As communicated in its press release of 11 October 2021, Recticel has received a binding offer from Carpenter to acquire Recticel’s Engineered Foams business which is only subject to shareholder approval and to customary conditions including regulatory approval and confirmatory due diligence. Carpenter’s binding offer is not subject to any financing condition. The outcome of the confirmatory due diligence will be known before the general meeting that will decide on the transaction and further details of this deal will be communicated upon publication of the convocation for this general assembly. 
  • The cash consideration of Carpenter’s offer for the Engineered Foams business is based on an enterprise value1 of EUR 656 million, which represents EUR 11.65 per Recticel share on a fully diluted basis. The offer is made on a cash and debt free basis. 
  • Greiner states in its press release that its public offer on Recticel values the company at an enterprise value of EUR 1,173 million or EUR 20.8 per Recticel share. This is not in line with Greiner’s prospectus, which implies an enterprise value of EUR 1,058 million  or EUR 18.8 per share. 
  • The implied value of the Insulation business in Greiner’s offer amounts to only EUR 411 million, which is significantly below the average broker consensus valuation of EUR 708 million. It substantially undervalues Recticel’s Insulation business; the difference between both amounts to EUR 297 million, equivalent to EUR 5.3 per share on a fully diluted basis.
  • As communicated in the 11 October 2021 Recticel press release, the Board of Directors of Recticel will review at a later stage options for the use of proceeds from the sale of the Engineered Foams business, including a potential partial distribution to shareholders in a tax effective way (capital reduction, repurchase of own shares). 
  • Recticel expects to publish in due course its Response Memorandum which will describe the view of the Board of Directors of Recticel on the Prospectus of Greiner, including on the Offer Price   
  • The divestment process of the Bedding business is on track and in line with the previously communicated schedule, i.e. a signing in 4Q2021 and a closing in 1Q2022. 

https://www.recticel.com/clarification-regard-recticels-strategic-intent.html

October 12, 2021

Arsenal Makes Another Acquisition

Arsenal’s Applied Adhesives Acquires American Chemical
MINNETONKA, Minn., October 12, 2021 — APPLIED Adhesives, a premier custom adhesive solutions provider in North America, today announced the acquisition of American Chemical, a regional supplier of adhesives and sealants located in Minneapolis, MN. APPLIED’s acquisition of American Chemical serves to strengthen its commitment of providing industry leading technical expertise and exceptional service to its customers.
“American Chemical has consistently delivered innovative solutions and exceptional value to its customers, which aligns with our culture of relentless customer focus,” said John Feriancek, president and chief executive officer of APPLIED Adhesives. “We look forward to welcoming American Chemical’s customers to the APPLIED family and providing them outstanding service, support, and value.” 

For over 30 years, American Chemical has supported the needs of its customers through new product development and in-house lab services for unique applications. “I am very proud of American Chemical’s legacy of innovation and customer support,” said Dennis Werneke, former owner of American Chemical. “I’m excited that our customers will now have the opportunity to partner with APPLIED and their talented, customer-focused team of professionals. Our customers are in good hands.”

American Chemical is APPLIED Adhesives’ third acquisition in 2021 and its eighth in the last four years.

Financing & Advisors Krahn Capital Group, LLC advised American Chemical in the transaction.

About APPLIED Adhesives APPLIED Adhesives, founded in 1971, is a premier custom adhesive solutions provider for the packaging, paper converting, graphic arts, bottle labeling, product assembly, and automotive industries. The company is a value-added distributor of hot melt, water-based, and reactive adhesives as well as dispensing equipment. APPLIED Adhesives serves as a critical supply chain partner to leading adhesive manufacturers and formulators by offering reach and high service levels to an expansive customer base. For more information, please visit appliedadhesives.com.

About Krahn Capital Group, LLC Krahn Capital Group is a boutique investment banking firm specializing in mergers and acquisitions and capital advisory services for privately held businesses in the lower middle market. For more information, please visit www.krahncapitalgroup.com.

About Arsenal Capital Partners Arsenal is a leading private equity firm that specializes in investments in middle-market industrial growth and healthcare companies. Since its inception in 2000, Arsenal has raised institutional equity investment funds of $5.3 billion, has completed more than 200 platform and add-on investments, and achieved more than 30 realizations. Arsenal invests in industry sectors in which the firm has significant prior knowledge and experience. The firm works with management teams to build strategically important companies with leading market positions, high growth, and high value-add. Visit www.arsenalcapital.com.