Cassel Salpeter Facilitates Sale of Intergalactic Therapeutics Assets to Aldevron for Over 250% Premium Above Stalking Horse Bid in Chapter 11 Bankruptcy

MIAMI – April 23, 2024 Cassel Salpeter & Co. (“Cassel Salpeter”), an independent investment banking firm that provides advisory services to middle market and emerging growth companies in the United States and worldwide, today announced that it has successfully facilitated the sale of substantially all of the assets of Intergalactic Therapeutics Inc. (“Intergalactic”), a developer of non-viral gene therapies initially targeting ophthalmic diseases, to Aldevron LLC (“Aldevron”), a subsidiary of Danaher Corp. (NYSE: DHR).

Headquartered in Boston, Intergalactic was focused on overcoming limitations of gene transfer by combining synthetic biology and precision engineering. Their technology platform enables the broad application of non-viral gene therapies by developing tunable, persistent and safe non-viral DNA in vivo and was on track to submit IND-enabling studies for its lead program in 2024.  

Based in Fargo, N.D., Aldevron is a developer of biological products, which include plasmid DNA, nucleic acids, proteins, antibodies and other related products which are used extensively in gene therapy and gene editing. These products enable companies to manufacture novel treatments for a wide range of indications, including cancer, infectious diseases and rare diseases.

“We were very pleased to maximize the value of the assets for the estate, holding an auction with over 50 bids,” said Cassel Salpeter Managing Director Philip Cassel. “The collective team effort and attention to detail allowed us to achieve this positive result.” 

The Cassel Salpeter team was led by Managing Directors Philip Cassel, Ira Leiderman and Chairman James Cassel, with the assistance of Associate Tahz Rashid.

“CS was great to work with on this engagement,” said Intergalactic President Charles Allen. “The team worked under aggressive timelines to run a thorough process with extensive outreach to prospective bidders. I am thrilled with the outcome providing a greater return to the estate.”

John Madden, a principal of Emerald Capital Advisors, served as independent director for the debtor.

Harold B. Murphy, Andrew G. Lizotte and Leah A. O’Farrell of Murphy & King PC, served as counsel for the debtor.

George W. Shuster Jr. and Benjamin W. Loveland of Wilmer Cutler Pickering Hale and Dorr LLP, served as counsel for the buyer.

About Cassel Salpeter & Co.:

Cassel Salpeter & Co. LLC is an independent investment banking firm that provides advice to middle market and emerging growth companies in the United States and worldwide. Together, the firm’s professionals have more than 100 years of experience providing private and public companies with a broad spectrum of investment banking and financial advisory services, including: mergers and acquisitions; equity and debt capital raises; fairness and solvency opinions; valuations; and restructurings, such as 363 sales and plans of reorganization. Cofounded by James Cassel and Scott Salpeter, the firm provides objective, unbiased, results-focused services that clients need to achieve their goals. Personally involved at every stage of all engagements, the firm’s senior partners have forged relationships and completed hundreds of transactions and assignments nationwide. The firm’s headquarters are in Miami. Member FINRA and SIPC. More information is available at www.CasselSalpeter.com

Distressed Scooter Giant Bird Global Sold to Third Lane Mobility for $145 Million

By Bob Clair

Bird Global Inc., one of the largest scooter rental businesses in North America, was sold to its debtholders in a bankruptcy-led process.

Bird, which went public via SPAC in 2019, had failed to reach profitability and burned more than $650 million of cash from 2020 through 2022. In total, the company dispatched more than $1.1 billion in venture funding.

“They were very successful in raising capital for a substantial period of time, but the markets have not been as forgiving for growth companies as they were a few years ago,” said James Cassel, chairman and co-founder of Miami-based investment bank Cassel Salpeter & Co., Bird’s financial advisor.

After reaching a peak valuation of $2.5 billion in its Series D, the business was delisted in September 2023 and entered into Chapter 11 bankruptcy in December—prompted by debtors’ desire for a Section 363 sale.

First lien holders were led by MidCap Financial, an affiliate of Apollo Global Management, while second lien holders were led by Obelysk Inc. The group provided up to $33 million in new money first lien DIP financing at a 15% interest rate (6% cash, 9% payment-in-kind), along with $6 million in new money second lien notes at an 18% PIK interest rate.

Speaking to Transacted, Cassel described a broad sale process with a mix of sponsor and strategic interest.

“We went to 137 potential purchasers, 81 that we identified as strategic parties,” Cassel said. “We talked to anybody and everybody. People like Lime and Uber and Citi Bike, as well as private equity firms that buy distressed businesses. We went to all the players, both domestic and foreign.”

Christopher Rankin, Bird’s Chief Restructuring Officer, confirmed there was interest from strategics, though declined to share how far competitors progressed in the bidding process.

When asked, Lime, the Uber-backed industry leader, said via spokesman Russell Murphy only that “we are not going to comment on Bird’s situation.”

In the absence of a competitive offer, Bird was purchased by stalking horse bidder Third Lane Mobility, an entity formed by a consortium of the company’s first and second lien holders.

“The stalking horse bidders were a related party, so that adds a fair amount of complexity to make sure the proper process was run and that we went to the proper parties. We got the cooperation of management, which, on the one hand, may be conflicted because they are part of the buyer, but on the other hand, they are part of the seller,” Cassel said.

MidCap Financial did not respond to requests for comment.

Bird’s outcome is the latest setback for the challenged scooter and bike rental industry. Once a hotbed of venture activity, unprofitable operators have shut down or consolidated in recent years – Bird itself had bought rival Spin and platform partner Bird Canada as recently as late 2023.

Cassel said he expects further consolidation, particularly among the large number of smaller regional players.

Along with scale, Cassel notes that micromobility M&A “can be a way to get into certain markets or a way to obtain certain contracts.”

As for Bird, Rankin said he doesn’t expect new owner Third Lane to be acquisitive anytime soon.

“I don’t think they’ll be making acquisitions. It’s up to them, but I don’t expect that,” Rankin said.

Bob Clair

Bob Clair is a reporter at Transacted covering private equity and investment banking. He has covered breaking M&A news for several years and is a general assignment freelance reporter for The New York Times, where he shared in a 2021 Pulitzer Prize win.

 

Click here to read the PDF.

Click here to read the full article.

Q1 2024: Tech Deal Report

Miami Investment Banking Firm Cassel Salpeter Releases Tech Industry Deal Report
South Florida firm publishes Q1 2024 Tech Investment Banking Report surveying technology deals, industry M&A, and public markets activity

Intergalactic

  • Background: Intergalactic Therapeutics, Inc. (“Intergalactic”), headquartered in Boston, MA, is a developer of non-viral gene therapies, focused on overcoming the major limitations of gene transfer by combining synthetic biology and precision engineering. In December 2023, Intergalactic filed for Chapter 11 bankruptcy protection.
  • Cassel Salpeter:
    • Served as investment banker to the company
    • Conducted a deliberate sales process, identifying and contacting nearly 100 global public and private companies, focused on ophthalmology or gene therapies
    • Ran a succesful auction, resulting in a winning bid with a value over 250% greater than the stalking horse bid
  • Challenges:
    • Company mothballed operations, leaving limited staff members for diligence inquires
    • Assisting parties in expedited review of intellectual property and related patents
  • Outcome: In March 2024, the court approved the sale of certain assets to Aldevron LLC (“Aldevron”), a subsidiary of Danaher Corporation (NYSE: DHR).  Aldevron engages in the custom production of biological products used in the fields of gene therapy and gene editing.

Bird

  • Background: Bird Global, Inc. (“Bird”), based in Miami, FL, is a micromobility company that engages in delivering and operating on-demand electric transportation solutions such as e-scooters and e-bikes for short distances to 350 cities across the world.  In December 2023, Bird filed for Chapter 11 bankruptcy protection.

  • Cassel Salpeter:
    • Served as investment banker to the company
    • Conducted a global sales process, identifying and contacting a broad set of strategic and financial parties
    • Provided assistance throughout all phases of the Chapter 11 Section 363 sales process, due diligence, and closing
  • Challenges:
    • In a niche industry facing challenging headwinds, only a handful of strategic parties had the financial resources to consider the opportunity
    • Filing Chapter 11 during the seasonal period of least demand, Bird faced cash flow issues to continue funding its operations
    • Due to the significant capital needed to avoid administrative insolvency, the sale process was completed on an expedited basis
  • Outcome: On March 6, 2024, the court approved the sale of Bird’s assets to a newly organized private company called Third Lane Mobility Inc., for approximately $145 million. 

Validus

  • Background: Validus Pharmaceuticals LLC (“Validus”), headquartered in Parsippany, NJ, is a pharmaceutical holding company focused on the acquisition, reformulation, and commercialization of prescription products.

  • Cassel Salpeter:
    • Served as financial advisor to the company
    • Ran a broad, competitive sales process, identifying and contacting strategic and financial buyers both in the U.S. and internationally
    • Successfully identified a strategic acquirer looking to expand its presence in the U.S. markets through a platform acquisition
  • Challenges:
    • Navigating the regulatory hurdles of selling to an international buyer
    • Carving out certain products in the Validus portfolio for sales to other buyers
    • Ensuring a seamless technology transfer and transition of products with existing distribution agreements
  • Outcome: In February 2024, Validus was acquired by Rubicon Research (“Rubicon”).  Rubicon is a specialty pharmaceutical company focused on the manufacturing of drugs across multiple dosage forms.  The acquisition of Validus will expand their presence in the U.S. market for the manufacture and sale of prescription pharmaceuticals.

Healthly

  • Background: Healthly, LLC (“Healthly”), headquartered in Los Angeles, CA, is a provider empowerment platform, providing a one-stop solution for independent physicians to assume full-risk and succeed in value-based care, driving optimal outcomes for patients, providers, and health plans.
  • Cassel Salpeter:
    • Served as financial advisor to the company
    • Ran a targeted capital raise process, identifying and contacting over 60 investors
    • Advised Healthly in evaluating its financing options and provided assistance throughout the due diligence and closing process
  • Challenges:
    • Healthly was under LOI to purchase two IPAs and a Knox-Keene license and needed to move quickly to secure the capital necessary to execute the transaction
    • Required approval from California Department of Managed Health Care on transfer of the Knox-Keene license
  • Outcome: In June 2023, Healthly received financing from Corbel Capital Partners to support its acquisition of the Knox-Keene license and IPAs and fund its growth initiatives.

 

Cassel Salpeter & Co. Facilitates Sale of Bird Global Inc. Assets to Third Lane Mobility Inc. For $145 Million in Micromobility Firm’s Chapter 11 Bankruptcy

MIAMI – April 11, 2024 Cassel Salpeter & Co., an independent investment banking firm that provides advisory services to middle market and emerging growth companies in the United States and worldwide, today announced that it has successfully facilitated the sale in a Chapter 11 363 sale process of substantially all of the assets of Bird Global Inc. (“Bird” or the “Company”), one of the largest micromobility operators in North America and abroad to Third Lane Mobility Inc. for approximately $145 million.

Bird, headquartered in Miami, Fla., is an electric vehicle company dedicated to providing affordable, environmentally-friendly transportation solutions and was the first company to deploy e-scooters and e-bikes to communities across the world. The Company’s clean, affordable, on-demand mobility solutions are available in 350 cities across the United States, Canada, Europe and the Middle East. Bird partners closely with the cities in which it operates to provide a reliable and affordable transportation option for people who live and work there.

Third Lane Mobility Inc., a newly organized private company formed by the stalking horse and winning bidder as a consortium of the second and first lien holders, acquired Bird’s assets. The second lien holder was led by John Ivan Bitove of Obelysk Inc. and supported by the first lien holder. The first lien holder was MidCap Financial Services LLC, in alliance with Apollo Investment Corporation.

“We are pleased to have collaborated closely with the Bird team and its advisors to navigate a complex Chapter 11 process on an expedited basis,” said Cassel Salpeter Chairman James Cassel. “Our collective efforts have enabled Bird to come out of bankruptcy and continue to serve communities throughout the world.”

“Cassel Salpeter conducted a thorough process, engaging a wide array of parties and realizing the highest value for the business,” said Bird Chief Restructuring Officer Christopher Rankin. “I highly recommend the Cassel Salpeter team for high-stakes situations, where their diligence and persistence can help optimize outcomes, and would welcome the opportunity to work with them again.”

The Cassel Salpeter team was led by Chairman James Cassel and Managing Director Philip Cassel, with the assistance of Director Laura Salpeter, Associate Charles Davis and Analyst Alejandro Sanchez.

Paul Steven Singerman, Jordi Guso, Clay B. Roberts and Robin J. Rubens of Berger Singerman LLP were counsel for the debtor. Harvey L. Tepner was the independent director for the debtor. James S. Feltman, Scott Lyman, Matthew Rosenberg and Marc Kirscher of Teneo Capital were restructuring advisors to Bird. 

Hugh Murtagh of Latham & Watkins LLP was counsel for the first lien holders and Paul J. Battista and Eric D. Jacobs of Venable LLP were counsel for the second lien holders and the stalking horse bidder. 

The committee of unsecured creditors was represented by David Galfus, Ron Zaidman and Robert Cohen of Berkeley Research Group LLC as financial advisors and Gordon E. Gouveia, Robert F. Elgidely and Michael A. Sweet of Fox Rothschild LLP as counsel. 

About Cassel Salpeter & Co.:

Cassel Salpeter & Co. LLC is an independent investment banking firm that provides advice to middle market and emerging growth companies in the United States and worldwide. Together, the firm’s professionals have more than 100 years of experience providing private and public companies with a broad spectrum of investment banking and financial advisory services, including: mergers and acquisitions; equity and debt capital raises; fairness and solvency opinions; valuations; and restructurings, such as 363 sales and plans of reorganization. Cofounded by James Cassel and Scott Salpeter, the firm provides objective, unbiased, results-focused services that clients need to achieve their goals. Personally involved at every stage of all engagements, the firm’s senior partners have forged relationships and completed hundreds of transactions and assignments nationwide. The firm’s headquarters are in Miami. Member FINRA and SIPC. More information is available at www.CasselSalpeter.com

 

###

Editor’s note: Interviews available upon request.

Flying cars are coming! Here’s how they could change the way you travel.

Christopher Elliott

Special to USA TODAY

April 9, 2024

If you’d told me a few weeks ago that flying cars will change the way we travel, I probably would have laughed at you. 

But when Elon Musk hinted there might be a flying Tesla soon, the internet started buzzing with flying-car news. And now people are talking.

“There’s absolutely a sense that the time has come,” said aviation industry investment banker Joey Smith at Cassel Salpeter & Co. “Numerous well-funded companies are racing to build a viable production vehicle, and they could take to the skies as early as next year.”

Check out Elliott Confidential, the newsletter the travel industry doesn’t want you to read. Each issue is filled with breaking news, deep insights, and exclusive strategies for becoming a better traveler. But don’t tell anyone!

What’s more, attitudes toward Advanced Air Mobility (AAM) – that’s a fancy term for flying cars and other personal flying vehicles – have shifted. A new study suggests Americans, and particularly younger urban consumers, are warming to the idea of flying to their next destination. Even so, the definition of a flying car is a little hard to pin down. I’ll explain in a minute.

Don’t expect to open your apartment window and see a scene out of a sci-fi movie like “Minority Report” anytime soon. (You know, lanes of flying vehicles lining the sky.) It’ll be a slow rollout, but it has the potential to change the way we travel like we haven’t seen since the introduction of the jet engine.

What kind of flying vehicles are out there?

Personal flying vehicles defy simple classification, which may be part of their allure. There are STOLs and VTOLs, quadcopters, octocopters and hexacopters. Some are electric, some are gas-powered. 

Don’t be confused by all the acronyms. I think it’s OK to just call them flying cars.

Right now, the ones generating the most noise are electric vertical takeoff and landing vehicles (eVTOLs). These aircraft take off and land like a helicopter. For example, Joby’s air taxi service in Manhattan plans to use its eVTOL, which looks like an oversized drone, to shuttle passengers from New York to John F. Kennedy International Airport next year.

My categorization is a little unconventional, but here’s how I see it: There are really just two types of flying cars. The first are cars that can drive on the road and fly, just like the ones in “Back to the Future.” 

One of the most high-profile of these is the Model A being developed by Alef Aeronautics. It’s an eVTOL that looks like a sports car. But once it takes off, the passenger cabin pivots and the vehicle flies sideways, which looks a little jarring but very cool.

The second type of flying vehicle doesn’t even bother with the road. For example, the Lilium Jet is a fixed-wing aircraft and an eVTOL. But you won’t see it on the highway unless it’s making an emergency landing – so technically, it’s not a flying car.

Like I said, these flying vehicles aren’t easy to categorize. And it hasn’t really mattered until now because you could find them only in aviation magazines and science fiction movies. But now there are serious discussions about flying cars, and developers have started taking orders. The future is almost here.

Flying cars aren’t cleared for takeoff – yet

Don’t get too excited. A few things still have to be worked out, experts say. For example, eVTOL manufacturers have struggled with several challenges. It’s not just how to design lightweight aircraft made from the right composite materials and with adequate battery life. It’s also piloting the flying car. Issues such as autonomous flight capability and pilot training have proven to be big barriers. 

There are also regulatory roadblocks. The Federal Aviation Administration, which has oversight of these new vehicles, has adopted a “crawl-walk-run” approach. And it’s still in “crawl” mode. Last year, it laid down some rules for flying cars. Among them: They have to use existing heliports and they must have a human pilot. But there are no special traffic lanes in the sky for these vehicles yet.

The U.K. is also preparing for flying cars. In March, the government said it envisioned eVTOLs taking to the skies within four years

Observers are skeptical of the proposed timeline. Charles Leocha, president of the consumer group Travelers United, has worked on regulations for low-level unmanned aerial vehicles for the last decade. He said the wheels are turning slowly.

“The FAA is at least a decade away from allowing or approving any kind of flying car,” he said.

All of that has made people reluctant to order a flying car – if they can afford one. Most vehicles can cost $150,000 to as much as $10 million.

“Prospective buyers are likely to hold off until regulatory barriers are dismantled,” said Francesco Cerroni, a mobility expert at the design firm Buro Happold.

Where to find personal flying vehicles now

If you want to see a flying vehicle for yourself, here’s where to find them (outside of the movie theater):

  • Lift Aircraft, which manufactures a single-seat eVTOL called Hexa, is offering test flights on its single-seat Hexas this spring. It’s scheduled to be in Lakeland Linder International Airport in Florida in April and Austin in May.
  • Early next year, you’ll be able to hail an air taxi from Abu Dhabi and Dubai on a four-passenger Midnight aircraft. The eVTOL, operated by UAE-based Falcon Aviation, will cover the 81-mile trip in just 30 minutes. By road, the drive can take a few hours in traffic.
  • There’s even a flying car driving school. Netherlands auto manufacturer PAL-V will show you the ins and outs of flying a car. They even have a flying car showroom in Munich where you can buy your own gyroplane/car combination. (It’ll cost you about $550,000.)

Bottom line: Flying cars remain rare. But change is on the horizon.

How flying cars could change the way we travel

High prices and continued doubts about the viability of zipping around town like George Jetson haven’t stopped people from thinking about the future. Experts seem to agree that safe VTOLs with FAA approval could change travel forever.

“It would reduce congestion by removing some traffic on the road and create a new aviation sector, with new jobs,” said Raj Rajkumar, professor of computer engineering at Carnegie Mellon University.

Flying cars could dramatically cut the drive time between destinations typically served by short-haul commercial flights. So instead of catching a shuttle flight from Washington to New York, you’d just fly there in your own car in a fraction of the time it used to take to drive.

But that’s just the beginning. As these vehicles become faster and more affordable, they hold the promise of competing with commercial aviation. Imagine flying your family car from the suburbs of an East Coast city to Florida for your next vacation in less time than it would take you to go to the airport, get through security, wait for your departure, fly, land, collect your luggage and rent an earthbound car?

The thought of ditching airlines, with their awful customer service and addictive loyalty programs, may be the greatest promise of the AAV revolution.

If you’d asked me a few weeks ago if such a future was possible, I would have been very skeptical. Now, I’m just a little skeptical.

This is the second of a two-part series on the future of air travel.

Christopher Elliott is an author, consumer advocate, and journalist. He founded Elliott Advocacy, a nonprofit organization that helps solve consumer problems. He publishes Elliott Confidential, a travel newsletter, and the Elliott Report, a news site about customer service. If you need help with a consumer problem, you can reach him here or email him at chris@elliott.org.

Click here to read the PDF.

Click here to read the full article.

 

Healthcare Report Q4 2023

Miami Investment Banking Firm Cassel Salpeter Issues Healthcare Industry Deal Report 

South Florida firm publishes Q3 2023 Healthcare Deal Report surveying year’s company M&A, deal flow, and market trends