Windjammer Capital’s Sale of Protective Industries to Berwind

Adviser to Seller – Scott Richardson

Choate recently represented Windjammer Capital Investors in the hugely successful exit of its investment in Protective Industries, Inc. (Caplugs), a leading Buffalo, NY-based manufacturer of plastic protection products, in a sale to an affiliate of Berwind.  The Choate deal team included partnersChristian Atwood, Louis Marett and Arthur Meyers.  Houlihan Lokey, led by Scott Richardson, Reed Anderson and Tony Meixelsperger, acted as Caplugs’ financial advisor.

Choate helped Windjammer navigate its initial platform acquisition of Caplugs in May 2011; went on to advise on four separate add-on acquisitions; and then worked closely with Houlihan Lokey to craft and direct a sale process that delivered significant value to Windjammer, its LPs, and Caplugs’ management team.  During Windjammer’s ownership, Caplugs’ revenues and EBITDA more than doubled as a result of both organic and M&A initiatives.

“Our now almost decade long partnership with Windjammer has been one of the highlights of my career at Choate.  It has been a tremendous honor to work with Windjammer and Caplugs’ management team, which is one of the best I’ve had the pleasure to advise, during the past four years,” said Christian Atwood, the partner in Choate’s Private Equity Group who led the deal from start to finish.  “This was a large, complex deal, with significant international operations, that required us to bring to bear not only the considerable resources of our firm, but those of our trusted network of advisors overseas.  I couldn’t be prouder of how our team performed and how well we integrated with Houlihan Lokey to help Windjammer book this significant win for its investors.”

The Caplugs acquisition and exit is a prime example both of Windjammer’s focus on investing in niche, category leading businesses that can be improved with strong management collaboration and a well-planned and properly executed improvement plan, and of Choate’s category leading expertise in middle-market M&A and investment transactions.

“From the beginning of our investment in Caplugs, we knew there were a number of acquisition targets to pursue.  Through our disciplined M&A approach we were able to augment the platform’s business through a series of acquisitions that increased Caplugs’ product breadth and geographic reach and positioned the company to take share in high growth markets,” said Greg Bondick, a Managing Director at Windjammer.  “Choate’s deep understanding of our goals and objectives, and their strong strategic counsel throughout the life cycle of this deal, have been invaluable to us.”

Choate has handled over $30 billion in middle market M&A and investment transactions in the past five years.  The firm received The M&A Advisor’s 2013 “Financial Services Deal of the Year” (over $200 million) award; swept the 2014 Manufacturing Sector “Deal of the Year” category at the ACG New York Champion’s Awards; and is a finalist for the 2015 “Cross Border M&A Deal of the Year” award in the $500MM – $1B category.  Choate is ranked nationally as a leading firm in Private Equity Buyouts and as a Tier 1 firm in Middle-Market M&A by The Legal 500. The firm recently ranked among the top “Most Active Law Firms” worldwide based on number of private equity and venture capital deals negotiated and closed by Dow Jones’ Private Equity Analyst.

Windjammer Capital Investors, with offices in Waltham, Massachusetts and Newport Beach, California, is a national private investment firm that makes control and non-control investments in leading middle market businesses in partnership with management.  Founded in 1990, Windjammer’s institutional funds total roughly $2.0 billion of capital.  Windjammer is currently investing out of its Windjammer Senior Equity Fund IV with capital commitments in excess of $725 million.