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SSG Advises Thousand Oaks in Sale of Pharmaceutical Assets

October 30, 2015, 07:27 AM
Filed Under: Industry News

SSG Capital Advisors acted as the investment banker to Thousand Oaks Holding Company, Inc.  on the sale of substantially all of the assets of Aerosol Science Laboratories, Inc. ("ASL"), Sinutopic, Inc. d/b/a Sinus Dynamics ("SD") and Topical Apothecary Group, LLC ("TAG") to Imprimis Pharmaceuticals.  The transaction closed in October 2015.

ASL, SD and TAG are specialty pharmacies focused on compounded medications and proprietary delivery options for the treatment of sinus conditions including allergies, sinusitis and rhinitis.  The Company's pharmacists work closely with prescribers to provide effective Topical Sinus Therapy ("TST") to more than 38,000 patients annually across the United States.  The pharmacies are considered national leaders in the area of TST for their time-tested formulary and clinical pharmacist support for both physicians and patients.

In May 2015, in response to tightening liquidity from declining revenue due to increased regulatory oversight of compounding pharmacies and pressure on insurance reimbursements in the industry, the company consolidated its operations and retained SSG to evaluate strategic alternatives.  SSG conducted a comprehensive marketing process to a wide universe of strategic and financial buyers to determine interest in the business as a going-concern.  Several parties engaged in a thorough review of the business and submitted offers for all or part of the assets.  The offer from Imprimis Pharmaceuticals, a San Diego, CA based pharmaceutical company, was determined to be the highest and best offer.

Imprimis Pharmaceuticals focuses on utilizing compounding pharmacies for the formulation and distribution of high quality, proprietary formulations that are supported by the clinical experience of physicians and their patients.  SSG's experience in identifying buyers and running a thorough sale process enabled key stakeholders to maximize value by selling the Company to an experienced strategic party with the resources to preserve this effective therapy and serve patients.

Other professionals who worked on the transaction include:

  • M. Blake Cleary and Craig D. Grear of Young Conaway Stargatt & Taylor LLP, counsel to the Company;
  • Noah Jussim of Hinshaw & Culbertson, LLP, regulatory counsel to the Company;
  • Leslie A. Berkoff and Lee J. Mendelson of Moritt Hock & Hamroff LLP, counsel to the Company;
  • Steven G. Rowles of Morrison Foerster, LLP corporate counsel to Imprimis Pharmaceuticals;
  • Dan Lawton of Lawton Law Firm, counsel to Imprimis Pharmaceuticals;
  • Stewart D. Roll of Climaco, Wilcox, Peca, Tarantino & Garofoli, Co., L.P.A., counsel to Imprimis Pharmaceuticals; and
  • Brad Bingham, Associate Counsel, Imprimis Pharmaceuticals.

SSG professionals on this deal include:

  • J. Scott Victor, Managing Director
  • Teresa C. Kohl, Director
  • Brian A. McAuley, Analyst

SSG Capital Advisors is an independent boutique investment bank that assists middle-market companies and their stakeholders in completing special situation transactions. We provide our clients with comprehensive investment banking services in the areas of mergers and acquisitions, private placements, financial restructurings, valuations, litigation and strategic advisory. SSG has a proven track record of closing over 300 transactions in North America and Europe and is a leader in the industry.

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