CLIENT

Directed, LLC (“Directed”), is a Vista, California-based producer of automotive aftermarket electronics. Directed, a world leader in automotive electronics, is the largest North American designer and marketer of consumer-branded vehicle security and remote start systems, and a pioneer in the connected car space. Its products connect more consumers to their vehicles than anyone else on the planet. Directed markets its broad portfolio (sold under Viper®, Clifford®, Python®, Autostart®, AstroStart®, Alcohol Detection Systems® and other brands) through leading national retailers and specialty chains.

SITUATION

In March, Directed experienced significant operational and cash flow challenges due to the impact of the global COVID-19 pandemic. It’s customers, who represent leading national automotive after-market retailers and specialty chains, experienced a significant decline in store traffic and related consumer spending, especially on account of actions taken in response to the public health crisis. Mandated store closures significantly contributed to missed sales targets and resulted in unsold inventory.

ENGAGEMENT

Faced with a liquidity crisis, Directed engaged G2 Capital Advisors, LLC (“G2”) as its restructuring advisor. Directed’s board of directors tapped G2 Managing Director Jeffrey T. Varsalone to serve as Directed’s Chief Restructuring Officer (“CRO”). Through the CRO, G2 developed and executed liquidity management tactics to maximize runway for a potential restructuring transaction and assessed strategic options for the Company and its stakeholders. With a focus on maximizing value for creditors and preserving jobs, G2 provided the board with restructuring expertise in negotiating a consensual resolution with the Company’s lender and facilitating a restructuring transaction that preserved the going concern. G2 teamed with Livingstone Partners, LLC, which ran an expedited sale process as the Company’s investment banker.

OUTCOMES

Implementing tight liquidity management measures, G2 assisted Directed in negotiating a series of forbearance agreements without creating additional exposure for the Company’s senior lender. As a result of the ability to avoid incremental risk to the senior lender, the Company had sufficient runway to consummate two asset sale transactions in July 2020 that preserved the value of the going concern. The first was the sale of Directed’s Remote Start & Security and Connected Car Solutions businesses to VOXX International Corporation (NASDAQ: VOXX), a leading manufacturer and distributor of automotive and consumer technologies for the global markets. The second was the sale of Directed’s ignition interlock device business, Alcohol Detection Systems (“ADS”), to CST Holding Company (“CST”). CST is a portfolio company of private equity firm Welsh, Carson, Anderson & Stowe (“WCAS”) and also owns the nation’s largest ignition interlock brand, Intoxalock.

“Having assessed the limited potential recovery to stakeholders in a liquidation scenario, this was a particularly challenging situation,” said Jeffrey T. Varsalone, the Company’s Chief Restructuring Officer. “The uncertainty of being able to consummate a going concern sale transaction during the height of the Covid lockdown this spring created a dynamic where the runway had to be created without asking stakeholders to take on material additional risk. The board, the Company’s management and the Company’s professionals worked together tirelessly and cohesively to maximize value for all stakeholders. We are very proud to be part of the team that provided value to creditors, provided an ongoing customer to vendors, and saved over 100 jobs at a time when the annualized unemployment rate was at an all-time high”, Varsalone concluded.

Joseph Greenwood and Andrew Bozzelli from Livingstone led the investment banking effort in selling Directed. L. Katherine Good, Esq. and Michael W. Whittaker, Esq. of Potter Anderson & Corroon LLP served as legal counsel to Directed.

This transaction is part of several recent G2 transactions, including The Paper Store, LLC (CRO engagement culminating in Chapter 11 Section 363 Sale) and a regional casual dining restaurant chain (CRO engagement culminating in a sale transaction).

About Directed:
Headquartered in Southern California, Directed is the largest designer and marketer in North America of consumer-branded vehicle security and remote start systems (sold under Viper®, Clifford®, Python®, Autostart® and other brand names). Directed markets its broad portfolio of products through many channels including leading national retailers and specialty chains throughout North America and around the world.

About VOXX International:
VOXX International Corporation (NASDAQ: VOXX) has grown into a leader in Automotive Electronics and Consumer Electronics, with emerging Biometrics technology to capitalize on the increased need for advanced security. Over the past several decades, with a portfolio of approximately 35 trusted brands, VOXX has built market-leading positions in in-vehicle entertainment, automotive security, reception products, a number of premium audio market segments, and more. VOXX is a global company, with an extensive distribution network that includes power retailers, mass merchandisers, 12-volt specialists and many of the world’s leading automotive manufacturers.

About Intoxalock:
Intoxalock, is the primary DBA of Consumer Safety Technology, LLC, is a leading provider of ignition interlock devices, which are breathalyzers installed in vehicles. Intoxalock is based in Des Moines, Iowa, United States. CST is a portfolio company of private equity firm Welsh, Carson, Anderson & Stowe.

About G2 Capital Advisors

G2 Capital Advisors provides M&A, capital markets and restructuring advisory services to the middle market. We offer integrated, multi-product and sector-focused services by pairing highly experienced C-level executives with specialist investment bankers. We aspire to be the trusted advisor of choice to our clients including corporations and institutional investors.

Securities offered through Hollister Associates, LLC, Member FINRA & SIPC.
G2 Capital Advisors, LLC and Hollister Associates, LLC are separate and unaffiliated entities. This does not constitute an offer to buy or sell securities.

CONTACTS ON THIS DEAL:

Jeffrey Varsalone, Managing Director, Restructuring: T: 516.410.0615
E: [email protected]

Konstantin A. Danilov: Vice President, Restructuring: T: 413.841.2717
E: [email protected]

Zach Talotta: Associate, Restructuring: T: 802.745.9291
E: [email protected]