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Posts Tagged ‘steven r gerbsman’

 

The Bidding Process, Procedures for the Sale of certain Assets and Intellectual Property of Tarsa Therapeutics, Inc.

Further to Gerbsman Partners sales letters of December 6, 2017 regarding the sale of certain assets of Tarsa Therapeutics, Inc. (“Tarsa”), I am attaching updated information regarding the Assets and Intellectual Property of Tarsa for interested parties bidding on the assets and IP of Tarsa and performing due diligence, subject to the Tarsa CDA attached (TBRIA – Calcitonin–Salmon – Delayed Release Tablets; “the Only New Antirestorptive Drug for the Treatment of Osteoporosis).

Ken, Jim, Dennis and I will be following up to review the updated Bidding Process, schedule due diligence meetings and answer any questions regarding the “Date Certain M&A Process”.

I will be sending out a draft Asset Purchase Agreement “APA” and “Table of Contents” for the due diligence war room next week.  Prior to the bid date of January 23, 2018, I would encourage all interested parties to have their counsel speak with William Whelan, Esq. of Mintz Levin.   Bill will be available to discuss any questions or comments of a legal nature relating to the transactions contemplated by the APA.  Bill’s office number is 617 348-1869 wtwhelan@mintz.com

Any and all the assets of Tarsa will be sold on an “as is, where is” basis and will be subject to “The Bidding Process for Interested Buyers”, outlined below.

Gerbsman Partners (http://www.gerbsmanpartners.com) has been retained by Tarsa (http://tarsatherapeutics.com) to solicit interest for the acquisition of part or substantially all of Tarsa’s assets, including its Intellectual Property (“IP”), in whole or in part (collectively, the “Tarsa Assets”).

 

IMPORTANT LEGAL NOTICE

The information in this memorandum does not constitute the whole or any part of an offer or a contract.

The information contained in this memorandum relating to Tarsa’s Assets has been supplied by Tarsa. It has not been independently investigated or verified by Gerbsman Partners or their respective agents.

Potential purchasers should not rely on any information contained in this memorandum or provided by Tarsa or Gerbsman Partners (or their respective staff, agents, and attorneys) in connection herewith, whether transmitted orally or in writing as a statement, opinion, or representation of fact. Interested parties should satisfy themselves through independent investigations as they or their legal and financial advisors see fit.

Tarsa, Gerbsman Partners, and their respective staff, agents, and attorneys, (i) disclaim any and all implied warranties concerning the truth, accuracy, and completeness of any information provided in connection herewith and (ii) do not accept liability for the information, including that contained in this memorandum, whether that liability arises by reasons of Tarsa’s or Gerbsman Partners’ negligence or otherwise. 

Any sale of the Tarsa Assets will be made on an “as-is,” “where-is,” and “with all faults” basis, without any warranties, representations, or guarantees, either express or implied, of any kind, nature, or type whatsoever from, or on behalf of Tarsa and Gerbsman Partners. Without limiting the generality of the foregoing, Tarsa and Gerbsman Partners and their respective staff, agents, and attorneys, hereby expressly disclaim any and all implied warranties concerning the condition of the Tarsa Assets and any portions thereof, including, but not limited to, environmental conditions, compliance with any government regulations or requirements, the implied warranties of habitability, merchantability, or fitness for a particular purpose.

This memorandum contains confidential information and is not to be supplied to any person without Gerbsman Partners’ prior consent. This memorandum and the information contained herein are subject to the non-disclosure agreement attached hereto as Exhibit A.

 

The Bidding Process for Interested Buyers

Interested and qualified parties will be expected to sign a Confidential Disclosure Agreement (attached hereto as Appendix A) to have access to key members of management and intellectual capital teams and the due diligence “war room” documentation (“Due Diligence Access”). Each interested party, as a consequence of the Due Diligence Access granted to it, shall be deemed to acknowledge and represent (i) that it is bound by the bidding procedures described herein; (ii) that it has had an opportunity to inspect and examine the Tarsa Assets and to review all pertinent documents and information with respect thereto; (iii) that it is not relying upon any written or oral statements, representations, or warranties of Tarsa, Gerbsman Partners, or their respective staff, agents, or attorneys; and (iv) all such documents and reports have been provided solely for the convenience of the interested party, and Gerbsman Partners (and their respective staff, agents, or attorneys) do not make any representations as to the accuracy or completeness of the same.  

Following an initial round of due diligence, interested parties will be invited to participate with a sealed bid, for the acquisition of the Tarsa Assets. Each sealed bid must be submitted so that it is received by Gerbsman Partners no later than Tuesday – January 23, 2018 at 5:00pm Eastern Standard Time (the “Bid Deadline”) at Tarsa’s offices, located at 1628 JFK Blvd, # 1400, Philadelphia, PA 19103. Please also email steve@gerbsmanpartners.com with any bid.

Bids should identify those assets being tendered for in an identifiable way. 

Any person or other entity making a bid must be prepared to provide independent confirmation that they possess the financial resources to complete the purchase.  All bids must be accompanied by a refundable deposit in the amount of $200,000.  The deposit should be wired to an escrow agent who will be outlined in a future update.  The winning bidder will be notified within 3 business days of the Bid Deadline.  Unsuccessful bidders will have their deposit returned to them within 3 business days of notification that they are an unsuccessful bidder. 

Tarsa reserves the right to, in its sole discretion, accept or reject any bid, or withdraw any or all assets from sale.  Interested parties should understand that it is expected that the highest and best bid submitted will be chosen as the winning bidder and bidders may not have the opportunity to improve their bids after submission.  

Tarsa will require the successful bidder to close within a 7 day period. Any or all of the assets of Tarsa will be sold on an “as is, where is” basis, with no representation or warranties whatsoever.

All sales, transfer, and recording taxes, stamp taxes, or similar taxes, if any, relating to the sale of the Tarsa Assets shall be the sole responsibility of the successful bidder and shall be paid to Bambeco at the closing of each transaction.

For additional information, please see below and/or contact:

Steven R. Gerbsman                                                  

Gerbsman Partners                                                    

steve@gerbsmanpartners.com                  

 

Kenneth Hardesty

Gerbsman Partners

ken@gerbsmanpartners.com

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The Bidding Process, Procedures for the Sale of certain Assets and Intellectual Property of Bambeco Inc.

Further to Gerbsman Partners sales letters of October 2, 2017 and September 28, 2017 regarding the sale of certain assets of Bambeco, Inc. (“Bambeco”), I am attaching the “Draft Asset Purchase Agreement (“APA”) and the Bambeco Dataroom “Table of Contents” for interested parties bidding on the assets and IP of Bambeco and performing due diligence, subject to the attached Bambeco NDA.

Please be aware that the bid date for the Assets and Intellectual Property of Bambeco is now Friday, October 20, 2017.  Bambeco is accelerating the bid date as it has received potential order in excess of $ 2million from a large retail customer.  Shipment is projected in December 2017 and January 2018 and in order to preserve value for a potential acquirer for these orders, Bambeco has moved the bid date to insure factory production.  Subject to an NDA, the CEO is available to discuss in greater detail. 

Ken, Jim, Dennis and I will be following up to review the updated Bidding Process, schedule due diligence meetings and answer any questions regarding the “Date Certain M&A Process”.

Prior to the bid date of October 20, 2017, I would encourage all interested parties to have their counsel speak with Geoff Willard, Esq. of Cooley.  He is availabel to discuss any questions or comments of a legal nature relating to the transactions contemplated in the attached “APA”.   Geoff is available to discuss any questions or comments of a legal nature relating to the transactions contemplated by the APA.  Geoff’s office number is 703 456 8188 and cell 202 257 0092; gwillard@cooley.com

Any and all the assets of Bambeco will be sold on an “as is, where is” basis and will be subject to “The Bidding Process for Interested Buyers”, outlined below.

Gerbsman Partners (http://www.gerbsmanpartners.com) has been retained by Bambeco (www.bambeco.com) to solicit interest for the acquisition of part or substantially all of Bambeco’s assets, including its Intellectual Property (“IP”), in whole or in part (collectively, the “Bambeco Assets”).

 

IMPORTANT LEGAL NOTICE

The information in this memorandum does not constitute the whole or any part of an offer or a contract.

The information contained in this memorandum relating to Bambeco’s Assets has been supplied by Bambeco. It has not been independently investigated or verified by Gerbsman Partners or their respective agents.


Potential purchasers should not rely on any information contained in this memorandum or provided by Gerbsman Partners (or their respective staff, agents, and attorneys) in connection herewith, whether transmitted orally or in writing as a statement, opinion, or representation of fact. Interested parties should satisfy themselves through independent investigations as they or their legal and financial advisors see fit.


Gerbsman Partners, and their respective staff, agents, and attorneys, (i) disclaim any and all implied warranties concerning the truth, accuracy, and completeness of any information provided in connection herewith and (ii) do not accept liability for the information, including that contained in this memorandum, whether that liability arises by reasons of Bambeco’s or Gerbsman Partners’ negligence or otherwise. 

Any sale of the Bambeco Assets will be made on an “as-is,” “where-is,” and “with all faults” basis, without any warranties, representations, or guarantees, either express or implied, of any kind, nature, or type whatsoever from, or on behalf of Bambeco and Gerbsman Partners. Without limiting the generality of the foregoing, Bambeco and Gerbsman Partners and their respective staff, agents, and attorneys, hereby expressly disclaim any and all implied warranties concerning the condition of the Bambeco Assets and any portions thereof, including, but not limited to, environmental conditions, compliance with any government regulations or requirements, the implied warranties of habitability, merchantability, or fitness for a particular purpose.

This memorandum contains confidential information and is not to be supplied to any person without Gerbsman Partners’ prior consent. This memorandum and the information contained herein are subject to the non-disclosure agreement attached hereto as Exhibit A.

 

The Bidding Process for Interested Buyers

Interested and qualified parties will be expected to sign a Confidential Disclosure Agreement (attached hereto as Appendix A) to have access to key members of management and intellectual capital teams and the due diligence “war room” documentation (“Due Diligence Access”). Each interested party, as a consequence of the Due Diligence Access granted to it, shall be deemed to acknowledge and represent (i) that it is bound by the bidding procedures described herein; (ii) that it has had an opportunity to inspect and examine the Bambeco Assets and to review all pertinent documents and information with respect thereto; (iii) that it is not relying upon any written or oral statements, representations, or warranties of Gerbsman Partners, or their respective staff, agents, or attorneys; and (iv) all such documents and reports have been provided solely for the convenience of the interested party, and Gerbsman Partners (and their respective staff, agents, or attorneys) do not make any representations as to the accuracy or completeness of the same.  

Following an initial round of due diligence, interested parties will be invited to participate with a sealed bid, for the acquisition of the Bambeco Assets. Each sealed bid must be submitted so that it is received by Gerbsman Partners no later than Friday, October 20, 2017 at 3:00pm Eastern Standard Time (the “Bid Deadline”) at Bambeco’s offices, located at 3430 Second Street, Suite 300, Baltimore, MD 21225. Please also email steve@gerbsmanpartners.com with any bid.

Bids should identify those assets being tendered for in an identifiable way. 

Any person or other entity making a bid must be prepared to provide independent confirmation that they possess the financial resources to complete the purchase.  All bids must be accompanied by a refundable deposit in the amount of $200,000 (payable Bambeco, Inc.).  The deposit should be wired to an escrow agent who will be outlined in a future update.  The winning bidder will be notified within 3 business days of the Bid Deadline.  Unsuccessful bidders will have their deposit returned to them within 3 business days of notification that they are an unsuccessful bidder. 

Bambeco reserves the right to, in its sole discretion, accept or reject any bid, or withdraw any or all assets from sale.  Interested parties should understand that it is expected that the highest and best bid submitted will be chosen as the winning bidder and bidders may not have the opportunity to improve their bids after submission.  

Bambeco will require the successful bidder to close within a 7 day period. Any or all of the assets of Bambeco will be sold on an “as is, where is” basis, with no representation or warranties whatsoever.

All sales, transfer, and recording taxes, stamp taxes, or similar taxes, if any, relating to the sale of the Bamboo Assets shall be the sole responsibility of the successful bidder and shall be paid to Bambeco at the closing of each transaction.

For additional information, please see below and/or contact:

Steven R. Gerbsman                                                  

Gerbsman Partners                                                    

steve@gerbsmanpartners.com                  

 

Kenneth Hardesty

Gerbsman Partners

ken@gerbsmanpartners.com

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The Bidding Process, Procedures for the Sale of certain Assets and Intellectual Property of Bambeco.Inc.

Further to Gerbsman Partners sales letters of September 28, 2017 regarding the sale of certain assets of Bambeco, Inc. (“Bambeco”), I am attaching the Bambeco Dataroom “Table of Contents” for interested parties bidding on the assets and IP of Bambeco and performing due diligence, subject to the attached Bambeco NDA.

Ken, Jim, Dennis and I will be following up to review the Bidding Process, schedule due diligence meetings and answer any questions regarding the “Date Certain M&A Process”.

Gerbsman Partners (http://www.gerbsmanpartners.com) has been retained by Bambeco (www.bambeco.com) to solicit interest for the acquisition of part or substantially all of Bambeco’s assets, including its Intellectual Property (“IP”), in whole or in part (collectively, the “Bambeco Assets”).

Any and all the assets of Bambeco will be sold on an “as is, where is” basis and will be subject to “The Bidding Process for Interested Buyers”, outlined below.

  

IMPORTANT LEGAL NOTICE

The information in this memorandum does not constitute the whole or any part of an offer or a contract.

The information contained in this memorandum relating to Bambeco’s Assets has been supplied by Bambeco. It has not been independently investigated or verified by Gerbsman Partners or their respective agents.
Potential purchasers should not rely on any information contained in this memorandum or provided by Gerbsman Partners (or their respective staff, agents, and attorneys) in connection herewith, whether transmitted orally or in writing as a statement, opinion, or representation of fact. Interested parties should satisfy themselves through independent investigations as they or their legal and financial advisors see fit.


Gerbsman Partners, and their respective staff, agents, and attorneys, (i) disclaim any and all implied warranties concerning the truth, accuracy, and completeness of any information provided in connection herewith and (ii) do not accept liability for the information, including that contained in this memorandum, whether that liability arises by reasons of Bambeco’s or Gerbsman Partners’ negligence or otherwise. 

Any sale of the Bambeco Assets will be made on an “as-is,” “where-is,” and “with all faults” basis, without any warranties, representations, or guarantees, either express or implied, of any kind, nature, or type whatsoever from, or on behalf of Bambeco and Gerbsman Partners. Without limiting the generality of the foregoing, Bambeco and Gerbsman Partners and their respective staff, agents, and attorneys, hereby expressly disclaim any and all implied warranties concerning the condition of the Bambeco Assets and any portions thereof, including, but not limited to, environmental conditions, compliance with any government regulations or requirements, the implied warranties of habitability, merchantability, or fitness for a particular purpose.

This memorandum contains confidential information and is not to be supplied to any person without Gerbsman Partners’ prior consent. This memorandum and the information contained herein are subject to the non-disclosure agreement attached hereto as Exhibit A.

 

The Bidding Process for Interested Buyers

Interested and qualified parties will be expected to sign a Confidential Disclosure Agreement (attached hereto as Appendix A) to have access to key members of management and intellectual capital teams and the due diligence “war room” documentation (“Due Diligence Access”). Each interested party, as a consequence of the Due Diligence Access granted to it, shall be deemed to acknowledge and represent (i) that it is bound by the bidding procedures described herein; (ii) that it has had an opportunity to inspect and examine the Bambeco Assets and to review all pertinent documents and information with respect thereto; (iii) that it is not relying upon any written or oral statements, representations, or warranties of Gerbsman Partners, or their respective staff, agents, or attorneys; and (iv) all such documents and reports have been provided solely for the convenience of the interested party, and Gerbsman Partners (and their respective staff, agents, or attorneys) do not make any representations as to the accuracy or completeness of the same.  

Following an initial round of due diligence, interested parties will be invited to participate with a sealed bid, for the acquisition of the Bambeco Assets. Each sealed bid must be submitted so that it is received by Gerbsman Partners no later than Thursday, October 25, 2017 at 3:00pm Eastern Standard Time (the “Bid Deadline”) at Bambeco’s offices, located at 3430 Second Street, Suite 300, Baltimore, MD 21225. Please also email steve@gerbsmanpartners.com with any bid.

Bids should identify those assets being tendered for in an identifiable way. 

Any person or other entity making a bid must be prepared to provide independent confirmation that they possess the financial resources to complete the purchase.  All bids must be accompanied by a refundable deposit in the amount of $200,000 (payable Bambeco, Inc.).  The deposit should be wired to an escrow agent who will be outlined in a future update.  The winning bidder will be notified within 3 business days of the Bid Deadline.  Unsuccessful bidders will have their deposit returned to them within 3 business days of notification that they are an unsuccessful bidder. 

Bambeco reserves the right to, in its sole discretion, accept or reject any bid, or withdraw any or all assets from sale.  Interested parties should understand that it is expected that the highest and best bid submitted will be chosen as the winning bidder and bidders may not have the opportunity to improve their bids after submission.  

Bambeco will require the successful bidder to close within a 7 day period. Any or all of the assets of Bambeco will be sold on an “as is, where is” basis, with no representation or warranties whatsoever.

All sales, transfer, and recording taxes, stamp taxes, or similar taxes, if any, relating to the sale of the Bamboo Assets shall be the sole responsibility of the successful bidder and shall be paid to Bambeco at the closing of each transaction.

For additional information, please see below and/or contact:

 

Steven R. Gerbsman                                                  

Gerbsman Partners                                                    

steve@gerbsmanpartners.com                  

 

Kenneth Hardesty

Gerbsman Partners

ken@gerbsmanpartners.com

 

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SALE OF BAMBECO, INC. 

Gerbsman Partners (www.gerbsmanpartners.com) has been retained by Bambeco, Inc. (www.bambeco.com) to solicit interest for the acquisition of all, or substantially all, Bambeco Inc.’s (“Bambeco”) assets. 

Headquartered in Baltimore, Maryland, Bambeco is the leader in sustainable and socially responsible home décor and furnishings in the Unites States. Founded in 2009, Bambeco is a private, Maryland-based, growth stage sustainable home goods company. Over the past 9 years, Bambeco has raised approximately $31mm in equity and debt from leading venture capital firms including ABS Capital, New Atlantic Ventures and NOVUS Capital.  Please see detail “Executive Summary”, Bambeco NDA and Schedule of Trademarks and Patents attached.

IMPORTANT LEGAL NOTICE:
The information in this memorandum does not constitute the whole or any part of an offer or a contract.

The information contained in this memorandum relating to Bambeco’s Assets has been supplied by Bambeco. It has not been independently investigated or verified by Gerbsman Partners or their respective agents.
Potential purchasers should not rely on any information contained in this memorandum or provided by Gerbsman Partners (or their respective staff, agents, and attorneys) in connection herewith, whether transmitted orally or in writing as a statement, opinion, or representation of fact. Interested parties should satisfy themselves through independent investigations as they or their legal and financial advisors see fit.


Gerbsman Partners, and their respective staff, agents, and attorneys, (i) disclaim any and all implied warranties concerning the truth, accuracy, and completeness of any information provided in connection herewith and (ii) do not accept liability for the information, including that contained in this memorandum, whether that liability arises by reasons of Bambeco’ or Gerbsman Partners’ negligence or otherwise. 

Any sale of the Bambeco Assets will be made on an “as-is,” “where-is,” and “with all faults” basis, without any warranties, representations, or guarantees, either express or implied, of any kind, nature, or type whatsoever from, or on behalf of Bambeco and Gerbsman Partners. Without limiting the generality of the foregoing, Bambeco and Gerbsman Partners and their respective staff, agents, and attorneys, hereby expressly disclaim any and all implied warranties concerning the condition of the Bambeco Assets and any portions thereof, including, but not limited to, environmental conditions, compliance with any government regulations or requirements, the implied warranties of habitability, merchantability, or fitness for a particular purpose.

This memorandum contains confidential information and is not to be supplied to any person without Gerbsman Partners’ prior consent. This memorandum and the information contained herein are subject to the non-disclosure agreement attached hereto as Exhibit A.

Bambeco believes its assets are attractive for a number of reasons:

  1.  Market leader in a fast growing $31B (by 2020) sustainable home décor and furniture market.
  2.  Intellectual Property – proprietary product design and sourcing platform and network of 360+ vetted factories around the globe (27 countries) that can produce home furnishings and furniture products with stringent environmental and people standards.  The standards reduce carbon emissions and water while eliminating toxic chemicals and metals.
  3.  Significant dollars invested into the conception, design and development of sustainable products for all home décor and furniture categories, product lines and material types.  The company will continue to innovate; however, research and development and design costs for all key categories have been invested and the company’s only product costs are related to seasonal product and design refreshes and future innovation.
  4. $750K invested in SAP Hybris B2C and B2B omni-channel POS, CMS, and WMS platforms to enable best-in-class home décor and furnishings shopping experience, seamless expansions across markets and countries. Supply chain and sourcing network tapping less than 1% of its overall combined capacity and highly scalable.
  5.  Clear customer profile of the sustainable and socially responsible customer and a customer file of loyal buyers (repeat rate 55%+).  132MM sustainable and socially responsible consumers in the US spanning GenX, Millennials and Boomers
  6.  A fast growing Millennial segment, which cares about socially responsible and sustainable brands, is the largest home buyer in the US real estate market.  The segment has grown more than 170% in the Bambeco file over the past two years.
  7.  Vertically integrated supply chain executing stringent environmental and people standards that can produce authentic sustainable products with 75%+ margins.
  8.  Large strategic B2B customers:  Costco, Total Wine, Whole Foods, The Home Depot and more featuring Bambeco shop-in-shops showcasing the brand in the market.  Bambeco is in 1600 retail doors, hotels and restaurants.
  9.  Experienced and innovative team with sustainable market know-how and a CEO & Founder (from Williams-Sonoma) that is the thought leader in the sustainable home goods sector and in sustainability and climate change
  10. Blueprint for achieving first net neutral home goods retail company. The Company is on track to achieve this by 2020.
  11. Partnerships to deliver CarbonFree to the customers’ doors across the US.
  12. Certifications from Forest Stewardship Counsel (FSC), OEKO-TEX and Global Organic Textile Standards (GOTS).
  13. Strategic relationships with press, environmental organizations, and celebrities.
  14. Net Revenue since inception is $20.4MM, FY16 $5MM, and as of Aug 31st$4MM in FY17 (fiscal year ends January 31, 2018, 45% annual revenue occurs in Q4).

Bambeco Company Profile

Founded in 2009, Bambeco is a private, Maryland-based, growth stage sustainable home goods company. Over the past 9 years, Bambeco has raised approximately $31mm in equity and debt from leading venture capital firms including ABS Capital, New Atlantic Ventures and NOVUS Capital.

Bambeco is a leader in designing and developing innovative, sustainable home décor and furnishings with reduced carbon footprint and water and elimination of toxicity to allow consumers to live their environmental values and create a healthier home.

In 2016 at Climate Week in New York City, Bambeco announced its commitment to become carbon neutral by 2020, making the company the first carbon neutral home goods retailer in the world. Bambeco was accompanied by General Electric, Phillips. Bank of America, and Apple in this announcement at the event attended by world leaders – business and government. The company has been executing a carbon neutrality blueprint since being founded by Aplin in 2009.  She and Bambeco serve as a market leader and driver pushing the retail industry to change its practices to produce and deliver products with less of an impact on the environment by reducing greenhouse gases, water usage, and eliminating toxic chemicals and production methods.

Bambeco has set the sustainability standards bar for the home décor and furnishings industry.  The company has achieved certifications from the top three organizations that govern responsible forestation and organic and toxic free textiles. The remaining home décor and furnishings categories lack third party certifications. Bambeco has developed those standards and a supply chain that can meet those standards across the remaining product types and categories and the company continues to innovate.  Today, all of the company’s wood products come from FSC or “good wood” sources (e.g. reclaimed barn wood, responsibly harvest highly renewable woods); glassware made from recycled soda bottles; textiles from certified organic and natural fibers without pesticides and reduced water; dinnerware made from natural minerals and biomass from previous production with toxic free dyes and glazes; and outdoor furniture made from recycled detergent bottles. Bambeco is a product innovator that has reimagined every home décor and furniture product, delivery method, packaging, business practice, consumer engagement, and company culture through the lens of sustainability and social responsibility. The company’s mission is to Change the World…One Room at a Time.

The company designs and produces home products for all rooms in the house, as well as products made for outdoor living.  Our more than 4,000 products are made by more than 10,000 fair wage and safe workers around the world.

Sustainable Home Goods Market

The sustainable home goods market opportunity is estimated to be $31B by 2020.  The rapid growth is fueled by a growing consumer demand for socially responsible high quality products that are made with less of an impact on the planet and fair and safe wage employee practices by authentic brands.  Today, there are 132 million socially responsible, sustainable consumers in the United States (58MM Millennials, 32MM GenX and 42MM Boomers).

  • Recent accelerated growth is being fueled by the large eco-conscious millennial consumer segment.  The millennial household formations continue to grow, representing 35% of all new home buyers. Millennials will be 46% of the workplace in 2020.
  • Passionate GenX and Boomer segments, inspired to leave the world in a better place and concerned by chemicals and toxins found in traditional home goods products, continue to see an expansion in discretionary spending and prioritize a more sustainable lifestyle.

Sustainable home décor and furnishings consumers are inspired by sustainable living across other aspects of their lives (sustainably focused hotel lodging, organic and natural groceries, hybrid/electric/green diesel autos, natural body products and cleaning supplies, etc).  These consumers report that sustainability is the first or second filter used in all purchase decisions and 40% of consumers are willing to pay more for sustainable goods.

The sustainable home goods market is fragmented and underserved today with limited and targeted product lines sold across retailers and small mom and pop stores.  Bambeco is the only home brand fully dedicated to selling only sustainable home goods and a trusted product offering across all home categories. 

Bambeco’s Assets

Bambeco has developed a portfolio of assets critical to the sustainable home décor and furnishings market. These assets fall into a variety of categories, including:

  1.  Recognized authentic and credible sustainable brand in the market
  2.  Intellectual Property and Technology platforms:  IMPACT sourcing platform, omni-channel POS, content management and warehouse management platform, and ERP and B2B order processing system
  3.  Vetted Factory Network of 360 Factories
  4.  Inventory in the categories:  Kitchen and Tabletop, Furniture, Bedding, Bath, Outdoor, Home Décor & Accessories, and Gifts
  5.  Patents, Patent Applications, Copyrights and Trademarks
  6.  Sustainable Product Designs and Ingredients
  7.  Customer File and Profile of the Sustainable Customer
  8.  Warehousing Storage and Processing Equipment
  9.  Strategic Accounts and additional $1.3 million in Purchase Orders from Costco, Whole Foods, and Total Wine in-house
  10.  B2C and B2B Revenue
  11. .Intellectual Capital and Premium Brand and Home Industries Expertise (from company’s such as, Williams Sonoma, Pottery Barn, West Elm, Gap, Hallmark, Red Envelope, and TravelSmith) and Sustainability Expertise as the pioneer and leader of the Sustainable Home Goods market.

The assets of Bambeco will be sold in whole or in part (collectively, the “Bambeco Assets”). The sale of these assets is being conducted with the cooperation of Bambeco. Bambeco and its employees will be available to assist purchasers with due diligence and a prompt, efficient transition to new ownership. Notwithstanding the foregoing, Bambeco should not be contacted directly without the prior consent of Gerbsman Partners.

Revenue

Bambeco has two primary distribution channels today:  B2C (ecommerce) and B2B (retail, restaurant, and hotel customers).  The direct-to-consumer channel and the wholesale (SiS:  shop-in-shop) channels have continued to grow year-over-year.   FY17 includes 8 months of actual sales (fiscal year ends January 31,2018 and 45% of sales occur in Q4.

Key Personnel –

Susan Aplin — CEO & Founder:  Formerly head of Direct-to-Consumer at Williams-Sonoma with over 25 years of retail and ecommerce industry experience.  Held management roles at Gap, The Sports Authority and Staples.

Deborah Baldini — Chief Brand Officer:  Formerly of Cambria Cove, Hallmark, Levis and Style Savvy.   30+ years in the retail and technology industries.

Brian Tsung — Chief Marketing Officer & Head of Direct to Consumer:  Formerly of TravelSmith, Williams-Sonoma / Pottery Barn, Red Envelope and Hallmark.   25+ years of marketing and ecommerce retail and director-to-consumer experience.

Sol Garay — Chief Merchandising Officer:  Formerly of Williams-Sonoma, Pottery Barn, Gap, Proctor & Gamble, and S.C. Johnson Wax.  20+ years of product management experience.

Carolyn Wapnick – Chief Sustainability Officer:  Formerly of Live Elements, Corporation for Public Broadcasting, Cable in the Classroom and VMS.  25 years of creating social and educational platforms.

Colleen Wood – Chief People Officer:  Formerly of SVP of HR at Living Social.  Held management HR roles at Attachmate Group and EDS. 15+ years of HR management experience.

 

Bambeco, Inc. Board of Directors-

Susan Aplin, Chairman of the Board: Baltimore, MD

Cal Wheaton:  ABS Capital – Baltimore, MD

Thanasis Delistathis: New Atlantic Ventures – Reston, VA

Catherine Levene: Former digital media and ecommerce CEO – New York, NY

The Bidding Process for Interested Buyers

Interested and qualified parties will be expected to sign a nondisclosure agreement (attached hereto as Exhibit A) to have access to key members of the management and intellectual capital teams and the due diligence “war room” documentation (the “Due Diligence Access”). Each interested party, as a consequence of the Due Diligence Access granted to it, shall be deemed to acknowledge and represent (i) that it is bound by the bidding procedures described herein; (ii) that it has an opportunity to inspect and examine the Bambeco Assets and to review all pertinent documents and information with respect thereto; (iii) that it is not relying upon any written or oral statements, representations, or warranties of Gerbsman Partners, or their respective staff, agents, or attorneys; and (iv) all such documents and reports have been provided solely for the convenience of the interested party, and Gerbsman Partners (and their respective, staff, agents, or attorneys) do not make any representations as to the accuracy or completeness of the same.  

Following an initial round of due diligence, interested parties will be invited to participate with a sealed bid, for the acquisition of the Bambeco Assets. Sealed bids must be submitted so that the bid is actually received by Gerbsman Partners no later than Thursday, October 25, 2017 at 3:00 p.m. Pacific Standard Time (the “Bid Deadline”) at Bambecos’ office, located at 3430 Second Street, Suite 300, Baltimore, MD 21225.  Please also email steve@gerbsmanpartners.com with any bid.

Bids should identify those assets being tendered for in a specific and identifiable way. The attached Bambeco fixed asset list may not be complete and Bidders interested in the Bambeco must submit a separate bid for such assets. Be specific as to the assets desired. 

Any person or other entity making a bid must be prepared to provide independent confirmation that they possess the financial resources to complete the purchase where applicable. All bids must be accompanied by a refundable deposit check in the amount of $200,000 (payable to Bambeco, Inc.). Information on where to send the refundable depoist will be sent in a later update.  The winning bidder will be notified within 3 business days after the Bid Deadline. Non-successful bidders will have their deposit returned to them. Bambeco reserves the right to, in its sole discretion, accept or reject any bid, or withdraw any or all assets from sale.

Bambeco will require the successful bidder to close within 7 business days.  Any or all of the assets of Bambeco will be sold on an “as is, where is” basis, with no representation or warranties whatsoever.

All sales, transfer, and recording taxes, stamp taxes, or similar taxes, if any, relating to the sale of the Bambeco Assets shall be the sole responsibility of the successful bidder and shall be paid to Bambeco at the closing of each transaction.

For additional information, please see below and/or contact: 

Steven R. Gerbsman                                                                                               

(415) 456-0628                                                           

steve@gerbsmanpartners.com                                

 

Kenneth Hardesty

(408) 591-7528

ken@gerbsmanpartners.com

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San Francisco August, 2017

Gerbsman Partners – Maximizing Enterprise Value

Gerbsman Partners focuses on maximizing enterprise value for stakeholders and shareholders in under-performing, under-capitalized and under-valued companies and their Intellectual Property, as well as maximizing value for Intellectual Property Patents. Since 2001, Gerbsman Partners has been involved in maximizing value for 100 technology, medical device, life science, solar, fuel cell, cyber security and digital marketing companies and their Intellectual Property and has restructured/terminated over $810 million of real estate executory contracts and equipment lease/sub-debt obligations. Since inception in 1980, Gerbsman Partners has been involved in over $2.3 billion of financings, restructurings and M & A Transactions.

Gerbsman Partners has offices and strategic alliances in San Francisco, New York, McLean, VA/Washington DC, Orange County, Boston, Europe and Israel.

Technology – IP

Software

  • Emergent Game Technologies, Inc. – Licensed and supported 3D/game software.
  • Capital Thinking – Enterprise Risk Management (ERM) platform, a credit and risk management software solution for the financial services industry.
  • Cesura – Web and on demand business software.
  • Conformia Software Inc. – Software solutions for highly regulated process industries – Life Science.
  • deNovis – Enterprise softwa re for government health and health insurance industry.
  • Aperion Inc. – Software.
  • Gentiae Inc. – Real-time fully automated processing of cardiac safety input and core lab operations. The system offers a comprehensive, real time web portal for sponsor and site access.
  • Banquet – Interactive sports entertainment.
  • ID Engines Inc. – Role-based access control (RBAC) across enterprise networks.
  • InDplay Inc. – Online, B2B video content distribution (monetization) platform, deployed on enterprise-quality software components, served in the SaaS (software-as-a-service) model.
  • Metreo Inc. – Pricing software for manufacturers and distributors.
  • Neohapsis Inc. – IT management services platform. Zone4Play – Interactive game technology.
  • Roots Web, Inc. – Geneology software.
  • StreamSearch, Inc. – Multimedia aggregator that has created a unique solution for indexing, locating, promoting, and distributing rich media on the Internet.
  • Technion University – Technology patents
  • Teranode Corporation – Business intelligence and lab automation solutions for the Life Science market.
  • USA Democracy, Inc. – Direct, verifiable, credible communications between elected representatives and their constituents through its non-partisan legislative-based website.
  • Utility.com, Inc. – Multi-utility eCommerce/eCRM technology, Web-based energy management technology.
  • Vcommerce, Inc. – Developed, deployed, and operated fully integrated, end-to-end supply chain execution systems and direct fulfillment infrastructure.
  • Intelectron, Inc. – Commercial lighting technology.
  • Skunk Technologies – Java based software
  • Bell & Howell – Information Intellectual Property/Patents

Food and Beverage Industry

  • Vigilistics, Inc. – Manufacturing analytic software

Telecom

  • Dialpad, Inc. – Web-to-phone service.
  • Simpler Networks, Inc./Hercules Technology Growth Capital – Telco software – a matrix switch platform that sits within the Telco’s central office (CO) or street cabinets. Developed to allow for universal access to any service, the system’s protocol-transparent design allows it to be placed in front of any existing or future access gear that delivers services over the local loop

Storage

  • Cornice Inc. – Storage and flash controllers.
  • PhaseMetrics Inc. – Storage systems manufacturer.
  • Plasmon, Inc. – Data archival storage technology

Networking/Optical Networking

  • CipherMax, Inc. – Storage networking.
  • Private Networks, Inc. – Broadband multicast delivery system utilizing digital satellite technology. The technology has universal applicability to many industries for distribution of high-band data and video.
  • Teak Technologies Inc. – Internet switching and gateway networking products.
  • Zeus Communications, Inc. – Hardware architecture of 10 Gbps IPSec VPN and firewall in a single board.
  • Optivia, Inc & Hercules Technology Growth Capital – Optical transport systems.
  • Princeton Lightwave, Inc. – Optical networking technology
  • T-Networks, Inc. – Optical networking components.
  • Transparent Networks, Inc. – Wavelength Selective Switch, a high performance large scale Photonic cross-connect functional prototype, detailed design and simulation validation of a Light Path Exchange with integrated DWDM, an HDTV display mirror array high level design and simulation, proprietary and unique MEMS design and validation engineering tools.
  • Network Photonics, Inc.
  • Cambridge NanoTech, Inc. – Materials Science company that developed high Performance turnkey equipment for Atomic Layer Deposition (“ALD”).

Mobile

  • eBiz mobility – Mobile business payment
  • YPS Software – ASP and software vendor for the PC and mobile phone industries, Mobile Entertainment Centre.
  • Teleflip – Mobile messaging.

Media/Advertising/Internet

  • Active Response Group Inc. – On line marketing company.
  • Akimbo Inc. – Monitizing on line media.
  • Competition Accessories, Inc. – Online direct marketing.
  • Gallery Player Inc. – Provider and distributor of high-value, rights managed high definition imagery for high definition televisions.
  • MeMedia Inc. – Online advertising solutions provider and ad network that delivers contextually and behaviorally targeted advertisements across a multi-modal network of websites and desktop applications.
  • MyWire Inc. – Paid content and advertising.
  • NebuAd, Inc. – Online advertising model. Next-generation digital media technology and solutions.
  • Syncapse, Inc. – Provider of technology-enabled social performance management services for global enterprise clients with multiple B2C brands.
  • Optify, Inc. – Software-as-a-Service (SaaS) provider of digital marketing suites company, its Assets and Intellectual Property.

Holographic & Biometric Technology – Laser Manufacturer

  • Aprilis, Inc./Dow Corning – Holographic Data Storage Drives and Biometric Security
  • Raydiance, Inc. – Manufacturer of precision solutions laser technology

Security

  • NeoScale Inc. – Storage encryption and key management solution for organizations securing information stored on tape and disk media.
  • Oviso Inc. – Semi conductor manufacturing equipment.
  • SciCortex, Inc. – Manufacturer of high performance computers.

Medical Device

Cardiovascular, Vascular, Endoscopy

  • Cardiomind Inc. – Stent delivery platform.
  • OmniSonics Medical Technologies Inc. – Vascular disease IP.
  • InnerPulse Inc. – Cardiac rhythm management (CRM) medical device company.
  • Myocor Inc. – Developing innovative cardiac reshaping devices to treat functional mitral regurgitation (FMR) and left ventricular (LV) dysfunction, both of which are significant in the progression of congestive heart failure (CHF).
  • NDO Surgical, Inc. – Flexible endoscopy technologies that enable surgical procedures through the body’s natural openings.
  • Viacor Inc. – Cardiac implant device for the treatment of functional mitral regurgitation.
  • XTENT Inc. – Customizable drug eluting stent systems for the treatment of cardiovascular disease.
  • GluMetrics, Inc. – Glucose monitoring medical device company
  • NeoGraft Technologies, Inc. – Acquired Vascular Patents from Kips Bay Medical
  • Palmaz Scientific, Inc. – Medical technology company
  • InterValve, Inc. – Medical devices for structural heart market

Spine

  • Applied Spine Technologies Inc. – Screw based dynamic stabilization system validated with Class 1 clinical data
  • AxioMed Spine, Corp. – Developed Freedom technology, with the goal of restoring spinal function to patients by adhering to the natural biomechanics of the spine.

Respiratory

  • Emphasis Medical Inc. – Endobronchial valves for the treatment of heterogeneous emphysema.
  • Uptake Medical, Inc. –  developing innovative, therapeutic bronchoscopic devices to treat advanced heterogeneous emphysema and lung cancer.

Orthopedics

  • NovaLign Orthopedic Inc. – Long bone fracture, intramedullary nail technology.

Opthomology

  • Optobionics – Retinal degeneration.
  • Refractec, Inc. – Radiofrequency (RF) device called ViewPoint CK System, used to perform NearVisionSM CK (Conductive Keratoplasty) treatment

Obesity

  • Satiety Inc. – Obesity product

Life Science

  • Pluristem, Inc. – Stem cell research – Israel company
  • Igenica Biotherapeutics, Inc.. – harnessing the natural tumor microenvironment to deliver a pipeline of high-impact antibody-based cancer therapeutics
  • Pegasus Biologics Inc. – Developed and is commercializing a revolutionary bioscaffold comprised of highly organized collagen, sourced from equine pericardium that encourages the healing process by addressing the demands of a challenging biological environment.
  • Radiant Medical, Inc. – Endovascular therapeutic cooling.
  • Valentis, Inc. – Biotechnology company with small molecule, antibody, protein, gene and manufacturing assets.
  • Relypsa, Inc. – Acquisition of BioPharmaceutical Patents and Intellectual Property

Energy – Solar & Fuel Cell

  • Nanosolar
  • AQT Solar
  • SVTC Solar
  • Clear Edge Power, LLC – sold to Doosan in Korea
Steven R. Gerbsman
Principal
Gerbsman Partners
http://www.gerbsmanpartners.com

BLOG of Intellectual Capital 
 

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San Francisco, August 2017

Steven R. Gerbsman, Principal of Gerbsman Partners, announced today that Gerbsman Partners successfully terminated the executory real estate lease for a life science intellectual property company.  The venture backed company executed a lease for space in Northern California.

Due to business and market conditions, the company made a strategic decision to terminate its real estate obligation.  Faced with potential contingent liabilities the company retained Gerbsman Partners to assist them in the termination of their prohibitive executory real estate lease.

About Gerbsman Partners

Gerbsman Partners focuses on maximizing enterprise value for stakeholders and shareholders in under-performing, under-capitalized and under-valued companies and their intellectual property.  Since 2001, Gerbsman Partners has been involved in maximizing value for 100 technology, medical device, life science, solar, fuel cell, cyber security and digital marketing companies and their intellectual property and has restructured/terminated over $810 million of real estate executory contracts and equipment lease/sub-debt obligations.  Since inception, Gerbsman Partners has been involved in over $ 2.3 billion of financings, restructurings and M&A transactions.

Gerbsman Partners has offices and strategic alliances in Boston, New York, Washington DC, McLean, VA, San Francisco, Orange County, Europe and Israel.

Steven R. Gerbsman

http://gerbsmanpartners.com

http://blog.gerbsmanpartners.com

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It is with pride of accomplishment that Gerbsman Partners announces a significant milestone: the completion of its 100th transaction utilizing its proprietary “Date Certain M&A Process” for Intellectual Property based companies.
 
These companies typically had $ 10-200 million invested by venture and private equity investors and senior secured lenders and were in the technology, medical device, life science, mobile, software, fuel cell, solar, digital marketing, social commerce and cyber security industries.
 
Gerbsman Partners was successful in maximizing and monetizing value for stakeholders and creditors in these companies, while also maintaining the validity of the IP technologies for future benefit and providing opportunities for employee’s to interview and potentially receive offers from acquirers.
 
I would like to personally thank our clients, advisors, national and international business partners and Gerbsman Partners “Board of Intellectual Capital” for their support and confidence.
 
By background, since 1981, Gerbsman Partners has been involved in $ 2.3 billion of financing/restructuring transactions, and since 2001 has been involved in maximizing enterprise and Intellectual Property value for 100 Intellectual Property companies.
 
Gerbsman Partners has also terminated/restructured approximately $ 810 million of prohibitive real estate, equipment lease, sub-debt and creditor liens on commercial and industrial real property..
 
Gerbsman Partners has offices and strategic relationships in San Francisco, Orange County, McLean, VA, Washington DC, New York City, Boston, Europe and Israel.
 
As we go forward, please know that Gerbsman Partners is committed to maintain the highest standards of ethics and integrity and will seek to earn the right to be a preferred resource for our clients.
 
With respect, gratitude and my best wishes for good health and safety.
 
Best regards
 
Steve Gerbsman
 
Steven R. Gerbsman
Principal
Gerbsman Partners
steve@gerbsmanpartners.com
http://www.gerbsmanpartners.com
 

BLOG of Intellectual Capital 
Skype: thegerbs

 

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