Hours before an agreement was reached in late April for an Indian pharmaceutical giant to buy Hollister-Stier LLC, the deal fell through at the 11th hour, only to be put back together in a New York City hotel bar.
The $122 million transaction was resurrected when Hollister-Stier President and CEO Anthony Bonanzino and Shyam Bhartia, the chairman of Jubilant Organosys Ltd., the Indian drug giant, agreed to say their goodbyes and share their disappointment over a drink of expensive single-malt Scotch.
Their conversation, however, didnt end with just one drink. Both men made numerous phone calls as the meeting produced agreement on a number of issues over a couple of hours, and in the end, they had ironed out many of the problems.
Ive always liked Scotch, but now I have a newfound appreciation for a lot of Scotch, Bonanzino quips.
Although their journey ended with a multimillion-dollar deal thats expected to accelerate the Spokane companys already fast-paced growth, the ride got bumpy along the way.
The story began in January, when Hollister-Stier issued whats called a teaser, or an indication of its interest in being acquired, to 14 potential buyers. Uttar Pradesh, India-based Jubilant wasnt among that original stable of potential suitors.
Then, as deals go, word got out on the street about us, Bonanzino says. There are no secrets in this world.
While working out in a gym in New York City, one of Jubilants bankers overheard a conversation about Hollister-Stier being in play. The banker, knowing that Jubilant Organosys might be interested in such an acquisition, called Jubilants principals in India. The banker then contacted Hollister-Stiers banker.
They wondered why they werent invited to the party, Bonanzino says of Jubilant.
In the following months, Bonanzino developed a rapport with Hari Bhartia and Shyam Bhartia, brothers and co-founders of Jubilant. The brothers visited the Spokane company twice, and Bonanzino met with Shyam Bhartia, the companys chairman, in New York City for the negotiations that at first ended fruitlessly, then picked up steam again over expensive sipping whisky.
I just really enjoyed him as a person, and when I looked into his background, I saw that theyre an impressive family, Bonanzino says. Whats most impressive is that the organization is run by two gentlemen who have a very strong touch with people, and that makes it a wonderful cultural fit with us.
A few days before the fateful meeting in New York, Bonanzino was spending a guys weekend in Washington, D.C., with his son, whos also named Anthony, and his sons friend, when he received a phone call from the CEO of another of Hollister-Stiers suitors. By that time, the field had narrowed to two companiesJubilant and a financial company in Connecticut.
It was an interesting call, a soul-searching call, Bonanzino says of the conversation he had with the executive from the Connecticut firm.
On April 16, the following Monday night, while Bonanzino was sitting in a Chicago airport waiting for a connecting flight home, Bonanzinos cell phone rang. It was a representative from Windward Capital Partners, a New York firm that held a majority ownership in Hollister-Stier. The two men decided Bonanzino needed to fly to New York right away if a deal with Jubilant was going to happen.
By the time the phone conversation ended, Bonanzino already had boarded his plane. He disembarked, and a United Airlines employee working at the gate quickly arranged a red-eye flight to the Big Apple for him.
United held the Spokane-bound plane to retrieve Bonanzinos bags and send them on to New York City with him. Yet, when Bonanzino arrived in New York early Tuesday morning, he discovered that the wrong Anthony Bonanzinos bags had made the trip with him.
I arrived at the Four Seasons at 2 a.m. with my sons Led Zeppelin T-shirt, but no business attire, he says.
The luxurious hotel, where Shyam Bhartia insisted that Bonanzino stay, found business clothes for Bonanzino later that morning.
For half of Tuesday and all day Wednesday and Thursday, grueling negotiations followed, with sessions lasting late into the night.
At 11 p.m. Thursday, the two sides reached an impasse, and the deal seemed to be falling apart, Bonanzino says. The Jubilant team packed their briefcases and prepared to head home.
An executive with Windward Capital then told Bonanzino that if he wanted to save the deal, because of his personal relationship with Shyam Bhartia, he should pay a visit to the Jubilant Organosys chairman before he left for India. Bonanzino went to the room where the Jubilant team was to shake hands with Bhartia and to say goodbye. Bhartia asked Bonanzino if he would like to have a drink.
The two men went to the Four Seasons bar and began talking over drinks of 12-year-old Macallan Scotch. As they chewed over the points at issue, Bonanzino got up from the table a half-dozen times and called the Windward team to apprise them of the progress that was being made and to seek their advice, while Bhartia made calls to his brother in India. Bhartia conceded about 90 percent of what was keeping the deal from happening, Bonanzino says, and at around 1:30 a.m., the two men shook hands. The negotiations were back on track.
There are so many parts to a transaction like this, where you get caught up in the heat of the moment and make decisions that impact the whole transaction, Bonanzino says.
The two sides agreed to a deal by the following evening, and Bonanzino returned to Spokane that Saturday. The two companies announced their pending marriage the following Tuesday, April 24.
Now, Bonanzino says, with the added capital strength from Jubilants acquisition, Hollister-Stier expects to grow more rapidly than it would have otherwise.
They have a great deal of vision for this company, and our job is to execute, he says. They have a lot of confidence in our ability to do that.
As part of the acquisition, Jubilant has agreed to pay an $18.7 million reimbursement to cover the costs of expansion projects Hollister-Stier is wrapping up. Those projects included adding 25,000 square feet of floor space to the east end of the companys 135,000-square-foot facility, and a roughly 30,000-square-foot addition behind the west end of the building.
The company is working with Jubilant to put together proposals for $30 million worth of additional investments, including new equipment and facilities, which would take place over the next 18 months to two years. As a result of the planned growth, Hollister-Stier, which currently employs about 500 people, could have as many as 640 workers within two years.
Over the past four years, Hollister-Stiers sales have grown 20 percent annually. Last year, the companys revenue topped $60 million, says spokeswoman Janelle Jovick.
Thats pretty significant growth, and our objective is to keep that moving, Bonanzino says.
Hollister-Stier is looking at diversifying its product offerings to include pre-filled syringes. The company, which makes sterile and freeze-dried drugs, has been considering making pre-filled syringes for several years, and Jubilant supports the product expansion, Bonanzino says.
Theres just a huge market out there for them and they decided that to go in that direction is a no-brainer, he says. But theyre a very analytical company and they need to see justification for it.
Among other plans being discussed is a further expansion of Hollister-Stiers freeze-drying capabilities, he says. Last summer, the company installed a second freeze-dryer suite, formally called a lyophilization suite.
Hollister-Stier also is conducting an extensive review of its allergy business to decide how to accelerate that segments growth to match what its been experiencing on the contract manufacturing side of the company, Bonanzino says.
Contact Emily Brandler at (509) 344-1265 or via e-mail at emilyb@spokanejournal.com.