A bankruptcy court has approved the sale of the Center for Autism and Related Disorders (CARD).
The “successful bid” has a $48.5 million price tag and comes from a pair of companies — Pantogran, an organization led by CARD founder and former CEO Doreen Granpeesheh, and a consortium made up of PE firm Audax Group and its portfolio companies, including Proud Moments ABA and New Story.
CARD will likely be split into multiple companies. Pantogran will pay $37.4 million and take control of 10 CARD state markets and other assets. The remainder will be split between Audax’s portfolio companies for $11.1 million, according to a review of the sale documents and several other court papers.
The transactions are expected to close by August 25.
The bankruptcy proceedings also generated a “backup bid” with another autism therapy company should the Panotgran deal fall through. Audax Group would be a part of the backup bid too.
The Pantogran takeover means the beginning of the end of the bankruptcy process for CARD. However, the Henderson, Nevada-based autism therapy company still has a ways to go before it’s under new ownership, including closing the deal and other bankruptcy procedures.
CARD was keen to highlight to the courts through its filings the importance of quickly approving either the “successful bid” or a “backup bid” to protect its clinical integrity.
“Crucially, the [bankruptcy plan] and asset sales provide for the transition of all of [CARD’s] patients and each of the approximately 130 treatment centers without disrupting patient care,” new filings with the court state.
CARD became the largest autism therapy service provider in the U.S., in part, by securing private equity backing from Blackstone Inc. (NYSE: BX) in May 2018 and debt financing from Ares Capital Corp. in November 2018.
But the pandemic severely interrupted CARD’s operations. It faced several industry-wide headwinds, forcing it to shed “onerous lease liabilities,” the filings state. That kicked off a process of cutting the company’s footprint and eventually considering strategic options such as a sale or bankruptcy.
Previous court documents show several other efforts to keep CARD going kicked off in October 2022. CARD filed for Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Texas on June 11.
CARD came to the bankruptcy proceedings with a $25 million stalking-horse bid agreement in hand with Pantogran LLC. Sangam Pant is also part of Pantogran.
Since filing for bankruptcy, CARD received five bids for some or all of the company’s assets after engaging with 84 parties during that time, the filings state. CARD certified two of the bids.
The bids triggered what ended up being a five-day auction meeting process that “featured multiple rounds of bidding and around the clock negotiations,” the filings state.
Pantogran and Audax Group won out with the successful bid. CARD selected El Segundo, California-based Behavior Frontiers and its private equity backer, Lorient Capital, as the backup bid. Audax Group would be a part of Pantogran’s bid or Behavior Frontiers’ backup bid, court documents show.
New Story will pay $11 million to acquire CARD’s Virginia facilities and all of CARD’s school assets. This includes three special education schools New Story operates seven offices in Virginia through Your Life ABA; CARD operates 12 offices in Virginia, according to each organizations’ website.
Proud Moments ABA entities pay $1 for CARD’s facilities in New York (minus two Pantogran will acquire), New Jersey and Nevada. Today, Proud Moments ABA operates 42 autism therapy locations in 12 states, according to its website.
Pantogran will take the rest of the facilities in California, Texas, Louisiana, Colorado, Arizona, Illinois, Washington, Maine, Kentucky, Florida and Mamaroneck and Bayside, New York. Pantogran also acquires CARD’s intellectual property such its longitudinal database and its clinical training and protocol system Skills Global.
Collectively, Pantogran would operate 112 clinics, while the Audax consortium would operate 15 clinics and three special education schools, should the Pantogran bid receive court approval.
If the backup bid with Behavior Frontiers and Lorient comes into play, Behavior Frontiers will assume the Nevada facilities.
Behavior Frontiers was founded in 2004 and now operates in 12 states. It holds insurance contracts allowing it to operate in 20 states.
In April, Helen Mader, CEO of Behavior Frontiers, told BHB that the company had grown exclusively through de novo efforts to “control the quality” of care in its offices. Lorient Capital invested in the company in May 2020.
CARD will take the deals before the judge overseeing the case on July 26.
“Unless the Court orders otherwise, the Sale Hearing shall be an evidentiary hearing on matters relating to the Sale, and there will be no further bidding at the Sale Hearing,” the filing states.
The deals put a potential resolution in sight for CARD. However, many details remain unclear at this point.
While Granpeesheh may have a hand in owning CARD, it’s unclear if she will run the organization as an executive. Granpeesheh left the CARD leadership team in 2019 and left a board member spot in late 2022.
During that time, she retained a 21% stake in the company. Since her departure, CARD has had two CEOs — Tony Kilgore, who took over the CEO role following Granpeesheh’s departure, and Jennifer Webster, who took over the role in early 2022.