Clayton Headed Private, Enters Deal with Greenfield Partners

Clayton Holdings, Inc. (CLAY), a leading due diligence and surveillance provider for the mortgage industry, said Monday that it had agreed to be acquired by private equity firm Greenfield Partners, LLC in a deal worth approximately $134 million. Under the terms of the deal, a fund managed by Greenfield will acquire all outstanding shares of Clayton Holdings for $6.00 per share, a substantial premium over Friday’s closing price of $4.82. Shares immediately rose nearly 20 percent when trading began Monday morning on the New York Stock Exchange. The sale has been approved by the company’s board, but is subject to shareholder approval, the company said in a press statement. The company said it expects to close the deal by the third quarter of 2008, and that majority shareholder TA Associates — which owns approximately 37 percent of the company’s outstanding stock — agreed to vote in favor of the deal. “For our clients and employees, the transaction will strengthen our balance sheet and allow us to continue to invest in European operations and in the development of products and services that will deliver the greater transparency and predictive solutions that the market will require,” said Frank Filipps, chairman and CEO at Clayton. Eugune Gorab, CEO at Greenfield, said that the acquisition was made out of an interest to see Clayton expand its participation in “the restructuring of the asset-backed and mortgage-backed securities markets.” As the market crunch has worn on, demand for risk management and surveillance services has become central to what many expect to be the future of mortgage securitization. The deal with Clayton underscores that hedge funds and private equity firms are looking not only to swoop in and purchase distressed assets on both the primary and secondary sides of the mortgage market, but also to position themselves within those companies that provide key services to what is expected to be a burgeoning market for the next few years. Disclosure: Although he wishes he had, the author held no positions in CLAY when this story was originally published. HW reporters and writers follow a strict disclosure policy, the first in the mortgage trade.