CTPartners enters into negotiations with DHR International

Global executive search firm CTPartners has confirmed it has entered negotiations with search firm DHR International, which had previously offered to buy the company.
Thu, 21 May 2015

Global executive search firm CTPartners has confirmed it has entered negotiations with search firm DHR International, which had previously offered to buy the company.

In February, CTPartners announced it had received an unsolicited, non-binding proposal from DHR International to acquire all of the outstanding shares of the company for US$7 (£4.47) per share.

Its board subsequently formed a special committee, formed solely of independent directors, to review “strategic alternatives”, including the DHR proposal.

CTPartners today announced the special committee had “agreed to negotiate exclusively with DHR for a limited period of time in an effort to reach a definitive agreement.

Pricing and other terms have not been disclosed.

Earlier this year, the company deferred filing its annual and Q4 financial reports as it was seeking alternative funding. It subsequently announced it had closed a round of fundraising with a publicly traded insurance company and an affiliate.

The fundraising was via the sale of $12.5m of second-lien notes with the first tranche ($6.25m) bought by the insurance company and affiliate.

It is not clear who agreed to buy the second tranche but CTPartners said this morning “the ‘notes purchaser’ is not expected to purchase a second tranche of $6.25m principal amount of notes, which had been scheduled to occur after 30 June 2015”.

The company also disclosed it had received a “limited duration waiver from its lenders relating to CTP’s non-compliance with a covenant included in both its term credit facility and note purchase agreement requiring the revenue generated by departing search executives not exceed specified levels. 

“In addition, the credit facility has been reduced from $20m to $15.5m and the interest rate increased by 25 basis points.”

No further information or clarification was available this morning.

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