Sun Capital Partners recapitalizes Exopack; transaction includes private placement for US$235M at 10% due 2018, six-year US$350M senior secured term loan facility

Alison Gallant

CHICAGO , June 21, 2011 (press release) – Sun Capital Partners recapitalized its Exopack Holding Corp., packaging company. The recapitalization transaction included a private placement for $235 million at 10% due 2018 and a six-year $350 senior secured term loan facility. Mesirow Financial advised Exopack in the transaction.

PRESS RELEASE:

MESIROW FINANCIAL ADVISES EXOPACK ON ITS RECAPITALIZATION TRANSACTIONS

Mesirow Financial, Inc. acted as co-manager and co-documentation agent to Exopack Holding Corp. (”Exopack” or the “Company”), an affiliate of Sun Capital Partners, Inc. (”Sun Capital”), in its recent recapitalization transactions, which included the private placement of $235.0 million aggregate principal amount of 10% Senior Notes due 2018 (the “2018 Notes”), the entry into a six-year $350.0 million senior secured term loan facility and the amendment and reinstatement of the Company’s existing revolving credit facility.

In conjunction with the closing of the transactions, the Company accepted for payment all of its outstanding 11¼% senior notes due 2014 (the “2014 Notes”) that were tendered to the Company pursuant to its previously announced cash tender offer and consent solicitation (the “Tender Offer”) prior to the expiration of the early consent deadline thereof. The Company used a portion of the net proceeds from the offering of the 2018 Notes and borrowings under the new term loan facility to purchase $291,512,000 aggregate principal amount of the 2014 Notes and make related consent payments. The Company also repaid all outstanding borrowings under the revolving credit facility, made a distribution to its stockholders and paid related transaction fees and expenses. The Company intends to use the remaining net proceeds from the offering of the 2018 Notes and borrowings under the new term loan facility to redeem all of the 2014 Notes that were not tendered pursuant to the Tender Offer.

“Mesirow Financial was delighted to have the opportunity to again work with the Exopack and Sun Capital teams, and to serve as co-manager and co-documentation agent in this strategic transaction,” said Jeffrey Golman, vice chairman and head of Mesirow Financial’s Investment Banking group.

Headquartered in Spartanburg, SC, Exopack is a full-service plastic and paper flexible packaging solutions manufacturer that specializes in substrate development, film extrusion, printing, lamination and converting of flexible packaging products.

Sun Capital is a leading private investment firm focused on leveraged buyouts, equity, debt and other investments in companies that can benefit from its in–house operating professionals and experience.

The transaction represents another successful engagement completed by Mesirow Financial’s Investment Banking Group. Having completed more than 80 packaging transactions in recent years, Mesirow Financial is one of the most active advisors in the paper, plastics and packaging sector.

About Mesirow Financial

Mesirow Financial is a diversified financial services firm headquartered in Chicago. Founded in 1937, it is an independent, employee-owned firm with 1,200 employees in locations across the country and in London. The firm is well capitalized and has been consistently profitable, with capital of $299 million and revenues totaling $526 million for fiscal year 2010. As of March 31, 2011, the firm had $55.4 billion in assets under management, of which $27.2 billion are in currency and commodities. With expertise in Investment Management, Global Markets, Insurance Services and Consulting, Mesirow Financial strives to meet the financial needs of institutions, public sector entities, corporations and individuals. For more information about Mesirow Financial, visit our website at mesirowfinancial.com.

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