TowerBrook announces acquisition of Bosal ACPS

TowerBrook Capital Partners announces today that it has entered into a definitive agreement to acquire Bosal ACPS (the “Company”), a German manufacturer of tow bars with operations in Europe and the Americas, from Bosal Group. Financial terms of the transaction were not disclosed.

Bosal ACPS is a leading manufacturer of tow bars for original equipment manufacturers and suppliers (OEM/OES) and for the aftermarket in Europe, generating sales in 2017 of approximately €250m with  around 2000 employees. The Company has manufacturing facilities in Germany (where it is headquartered), Hungary, Mexico, Russia and France. The Company has a history of innovation, having invented and introduced retractable tow bars in the early 2000s and the first fully electric retractable tow bar in 2010.

TowerBrook is also pleased to announce that Gerhard Boehm, Vice Chairman of Reydel Automotive, has agreed to serve on the Board as Chairman and as CEO.  Mr Boehm has extensive experience of the automotive industry: his former roles include head of FM Powertrain, CEO of Peguform and head of Continental Engine Systems.   Supporting Gerhard, Bosal ACPS has a highly-experienced management team with a collective 100 years of expertise in the automotive industry. The team sees significant potential for international growth, as well as opportunities for operational improvement.  They also have ambitious plans to accelerate technological innovation, partnerships and acquisitions.

Ramez Sousou, co-CEO and co-founder of TowerBrook said “Bosal ACPS enjoys a leading market position underpinned by its international footprint, product quality and innovation.   The business has a number of potential opportunities to drive growth and operational improvements. TowerBrook’s expertise, together with our transatlantic networks and longstanding relationships in the automotive industry, complement and support management’s ambitious plans.”

Gerhard Boehm added “I am very excited to be joining such a dynamic business and management team.  Bosal ACPS enjoys favourable mega trends in the take up of tow bars, along with a focus on more comfort, energy efficiency and leisure activity, which are driving product development in both the OEM and aftermarket segments of our business.  The business has a strong product pipeline and with TowerBrook’s help it will be able to ramp up in those markets in which it is currently under-represented, such as the NAFTA region, as well as pursue an international growth strategy, including potential acquisitions”.

It is anticipated that the transaction will close at the end of Q1 2018.

Rewards Network acquired by TowerBrook Capital Partners

Rewards Network, a provider of marketing, loyalty services, dining rewards programs and financing to the restaurant industry, and TowerBrook Capital Partners L.P., the New York and London-based investment management firm, announced today that TowerBrook has acquired Rewards Network, in its entirety, from Equity Group Investments (“EGI”). The transaction is complete and financial terms were not disclosed.

TowerBrook’s investment in Rewards Network is the result of a thesis-driven sourcing effort focused on identifying differentiated tech-enabled service providers to the rewards and loyalty sector. Merchant-funded rewards programs such as Rewards Network offer a strong value proposition for restaurants, consumers, and loyalty partners. TowerBrook will continue to explore ways to grow and scale Rewards Network for the benefit of these constituents.

In addition, Rewards Network announced that Edmond (“Ed”) Eger has been appointed CEO, Steven Freiberg has been named Chairman, and Dan Kazan will move into the role of President. Mr. Eger and Mr. Freiberg bring deep experience in the payments industry and will work alongside TowerBrook and the Rewards Network team in their efforts to drive growth, expand existing business opportunities, improve data analytics, and scale the platform through new partnerships and initiatives.

Mr. Eger was most recently the President, CEO, and member of the Board of Directors of OANDA Corporation, an online technology platform for trading, payments, and data services for individuals and businesses around the world. He previously served as PayPal’s SVP and General Manager of the Americas and before that was Chief Executive Officer of Citigroup’s International Cards business. Mr. Eger’s prior experiences also include business management roles at Standard Chartered Bank, Wells Fargo, and McKinsey & Company.

Mr. Freiberg is a global payments industry veteran, who previously served as Co-Chairman and CEO of Citigroup’s Global Consumer Group and most recently as the CEO of Etrade Financial Corporation. He currently serves as a Board Member of MasterCard, SoFi, Regional Mgmt, Fair Square (Ollo), Purchasing Power & OANDA, as well as a Senior Advisor to BCG, Verisk, and [24]7.

“I am honored by this appointment and look forward to working alongside Steve and TowerBrook to build Rewards Network’s business. I also want to thank Dan for driving significant progress during his tenure as CEO – under his leadership, Rewards Network has built an impressive network of premier loyalty brands, affluent rewards-seeking members, and local independent restaurants,” Mr. Eger commented. “Looking ahead, we will strive to scale the business, accelerate growth, and develop new strategic partnerships and initiatives for the benefit of our network of restaurants, brands, members, and employees.”

Mr. Freiberg stated, “There is tremendous demand for loyalty and merchant-funded rewards programs right now, and Rewards Network is a pioneer in the space with a strong platform, ample opportunities for continued growth and potential to scale the business. TowerBrook’ s investment reflects Rewards Network’s success, and Ed and I are excited to partner with TowerBrook to find opportunities to build on this growth.”

Mr. Kazan commented, “Ed and Steve bring a wealth of industry experience and I am thrilled to have them on board. I also want to thank EGI for their support throughout the years. I look forward to working with TowerBrook, Ed and Steve to build on our strong foundation.”

Stifel served as financial advisor and Sidley Austin LLP served as legal advisor to the company.

TowerBrook was advised by Broadhaven Capital Partners and Kirkland & Ellis LLP served as legal advisor.

TowerBrook Capital Partners announces acquisition of Schweighofer Fiber GmbH

TowerBrook Capital Partners L.P. (“TowerBrook”) announces today that it has acquired Schweighofer Fiber GmbH (the “Company”), an Austrian company which produces high-quality viscose pulp and bio energy, from family-owned Schweighofer Group. Closing took place on September 12th. Financial terms of the transaction were not disclosed.

Schweighofer Fiber, based in Hallein, is one of the largest manufacturing companies in Austria. The Company employs 240 people at its site in Hallein near Salzburg and produces pulp and bio-energy from renewable energy sources. Schweighofer Fiber had a turnover of about 143 million Euros in 2016 and is one of the most profitable of the top 250 industrial companies in Austria. Jörg Harbring, who has been the Managing Director of the Company for 13 years, will become the CEO of the business, working alongside TowerBrook to build on the company’s success.

Ramez Sousou, co-founder and co-CEO of TowerBrook said: “We are delighted to have had the opportunity to acquire Schweighofer Fiber. This acquisition fits perfectly with our acquisition criteria and our overall investment strategy to back strong management teams operating in growth markets. We are keen to capitalise on the existing strength of the business by supporting the Company in a market that presents considerable growth opportunities.”

Jörg Harbring, Managing Director of Schweighofer Fiber said: “I am pleased to have TowerBrook not only as our new owner but as a true partner who brings financial strength and operational expertise to help us grow the business further. We have worked very hard over the last few years to strengthen our position within our key markets, while also building the platform for future growth. TowerBrook has a strong history of significantly developing portfolio companies during its period of ownership and we look forward to working with them in the coming years.”

Gerald Schweighofer, Managing Director of Schweighofer Group: “The pulp dissolving mill in Hallein is a success story in every aspect. Due to substantial investment, we were able to make the mill more profitable, thus securing the site and its employees. By doing so, we have clearly demonstrated our vision of merging economic, social and ecological responsibilities. The decision to sell this site is purely strategic from our point of view: we will focus entirely on our core business of wood processing. As we considered strategic options for our fiber business we found TowerBrook to be the perfect fit because of its plan to accelerate the growth of the company, its commitment towards the location in Hallein as well as towards the employees and the management team. Schweighofer Fiber is an attractive business with major opportunities and we are confident that, with TowerBrook’s expertise, the business will be in good hands.”

TowerBrook has a strong experience in carve outs of similar sizes, a strong network in the sector and a long history of investing in German-speaking Europe. Successful investments over more than a decade include Cablecom GmbH (Switzerland), Monier Group (Germany), Odlo Sports (Switzerland), and PolymerLatex (Germany). TowerBrook opened an office in Munich in 2016.

TowerBrook will work closely with the talented team of Schweighofer Fiber and support the Company’s successful strategy of enhancing its capacity and diversifying its product portfolio.

Aernnova strengthens its position with new shareholders TowerBrook, Torreal and Peninsula

Aernnova (the Company) is pleased to announce three new investors. TowerBrook Capital Partners LP (TowerBrook), the London and New York based investment management firm, Torreal, one of the largest private investment firms in Spain, and Península S.a.r.l., an asset management firm focused on the south of Europe, will all become part of the company’s shareholder structure.

The transaction, signed on Friday 16th June, is expected to close within approximately six months, following the necessary regulatory approvals in Spain, the USA and the European Union.

The President of Aernnova, Mr Iñaki López Gandásegui, the Company’s Deputy CEO Mr Pedro Fuente Arce, other members of the Executive Committee of Aernnova and its management team will remain significant shareholders, assuring continuity of business management and strategy.

Under the leadership of Mr López Gandásegui, the Company has consolidated its market position and is recognized as one of the world’s leading Tier 1 aerostructures suppliers, having diversified both its client portfolio and its commercial relationships. In particular, the acquisition of Brek Manufacturing Company in February 2017 has strengthened the position of Aernnova in the large aerospace market of the USA.

The new investors, led by TowerBrook, provide Aernnova with financial resources, experience and extensive industry connections, making them excellent partners for the Company and its management team.

This is TowerBrook’s first investment in a Spanish-based company. TowerBrook opened a satellite office in Madrid in 2016.

TowerBrook brings meaningful financial resources, together with a transatlantic team of professionals with solid investing experience in the sector in which Aernnova operates.

Torreal is one of the largest private investment firms in Spain, with a recognized standing in strategic industrial sectors including aerospace, and will contribute to the further enhancement of Aernnova’s position both national and internationally.

The President of Aernnova, Mr López Gandásegui, said: “The participation of TowerBrook, Torreal and Península will help us to consolidate further our leadership in the aerospace sector. We also owe our strong market position to SpringWater, our shareholder until today, who supported our aims and ambitions when we first established Aernnova in Álava as a Spanish company with an international perspective.”

Ramez Sousou, co-founder and co-CEO of TowerBrook said: “Iñaki’s strategic vision and leadership has enabled Aernnova to establish a unique position in the aerospace sector. Aernnova has numerous opportunities for further development and we will work closely with the Company and its management team to ensure they can achieve their objectives. We are very pleased to have participated in this investment alongside Torreal and Península, both highly reputable investors.”

Torreal said: “We are delighted to support Aernnova in becoming a leader in the sector. The experience, know-how and leading positioning of Aernnova will ensure that together we will achieve our objectives”.

Javier de la Rica, member of the board of directors of Península, said: “Aernnova has one of the most successful track records in the Spanish industrial sector. We are pleased to work with Iñaki and the rest of the management team and to contribute to the company’s development. It is a pleasure for us to work with both TowerBrook and Torreal”.

The sellers have been assisted by Citi as a Financial Advisor to the transaction.

TowerBrook Capital Partners Endorses ILPA Reporting Template

TowerBrook Capital Partners L.P. (“TowerBrook”), today announced that it has endorsed the Institutional Limited Partners Association’s (ILPA) standard Reporting Template on fees, expenses and carried interest for its flagship $3.7bn TowerBrook Investors IV private equity fund.

Ramez Sousou, Co-Founder and Co-CEO of TowerBrook, said: “The ILPA Reporting Template has been widely endorsed by the private equity community as the best standard for collecting fee and expense data for private equity funds. Transparency is a critical part of our relationship with our LPs, and we are committed to providing them with clear and comprehensive information.” Neal Moszkowski, Co-Founder and Co-CEO of TowerBrook, added, “We hope that over time this template creates a uniform process for disclosure to provide our LPs with an improved baseline of information to streamline analysis and drive decision making.”

Since its launch in January 2016, the ILPA Reporting Template has been endorsed by many of the largest public pension plans in the world. The initiative aims to establish more robust and consistent standards for fee and expense reporting and compliance disclosures among investors, fund managers and advisers.

Peter Freire, CEO of ILPA, stated: “We applaud TowerBrook for embracing the ILPA Reporting Template and demonstrating a clear commitment to transparency and disclosure with their limited partners. Firms such as TowerBrook who have endorsed this standard have contributed to the improved efficiency and effectiveness of the private equity industry, raising the bar for everyone.”

TowerBrook Capital Partners expands team with three new hires

TowerBrook Capital Partners L.P. (“TowerBrook”), a London and New York-based investment firm, is pleased to announce the appointments of three new principals in its London and New York offices. Walter Weil has joined as a Senior Principal in the New York office, Ron van Loo has joined as Senior Principal in the portfolio group in London, whilst Jeroen Bischops will join as a Principal in the London office.

The appointments follow an active start to the year, with the successful IPO of J. Jill on the New York Stock Exchange earlier this month and three new investments from TowerBrook’s Structured Opportunities fund, bringing to ten the total number of invested deals since the fund’s inception a year ago.

Ramez Sousou, founder and Co-CEO of TowerBrook, said: “We are delighted to welcome our new Principals to the firm. At the heart of TowerBrook’s business model is performance improvement of our portfolio companies and Ron’s experience will be of great value in our portfolio group.”

Neal Moszkowski, founder and Co-CEO of TowerBrook, said: “These are important new hires as we continue to build the strength and depth of our teams. As we continue to identify new growth opportunities, Jeroen and Walter’s extensive experience will benefit us greatly.”

Ascent completes acquisition of two enterprise-grade data centers

Ascent, a leading provider of comprehensive data center solutions, today announced that, in partnership with TowerBrook Capital Partners, it has completed the purchase of two enterprise-grade data centers located in the Greater Atlanta and Toronto markets. Ascent and the seller, a global technology company, have entered into partial leasebacks for data center space at the properties, known as Ascent ATL1 and Ascent TOR1 Data Centers. The sale leaseback arrangement enables the customer to focus on its core business and provides them a partner in their data center facility operations, while at the same time allowing Ascent to bring additional high quality, purpose-built assets to market under its growing data center portfolio.

This strategic acquisition increases Ascent’s ability to immediately serve clients, offering new tenants the opportunity to step into enterprise-grade data center facilities in major markets. These facilities are exceptional assets, well suited for cloud and edge deployments with plug and play data center space immediately available and line of sight to substantial growth on the properties. ATL1 currently has up to 8.1 MW of critical power and is expandable up to 14 MW, and TOR1 will have up to 4.8 MW of critical power available in the 2nd quarter of this year with the overall site capable of expanding up to 75+ MW. Similar to Ascent’s data centers in Chicago and Dallas, both Atlanta and Toronto are equipped with significant security characteristics, concurrently maintainable infrastructure for 100 percent uptime, and other site-specific features.

“This acquisition is a perfect complement to Ascent’s solutions set and its ability to deliver quickly on complex customer data center challenges. Similar to other data center owners, this customer was reevaluating its real estate portfolio and operational needs. Our team and partners were able to put forth an action plan that enabled us to execute on this international transaction on a compressed timeline,” said Phil Horstmann, CEO of Ascent. “We look forward to working with our customer and bringing these enterprise-grade facilities and their respective data center capabilities to market for additional tenants.”

Ascent serves global clients with its data center facilities and critical infrastructure services, including 24×7 Critical Facility Operations, Ascent’s Navigator Platform, Engineering & Construction Services, IT Site Services, and related services.

Ladder Capital and Related announce strategic investment in Ladder by Related Companies

Ladder Capital Corp (“Ladder” or the “Company”) (NYSE:LADR) and Related Companies (“Related”) today jointly announced that Related has made a strategic investment in Ladder. Related purchased $80 million of Ladder stock from certain pre-IPO shareholders of Ladder, including affiliates of TowerBrook Capital Partners and GI Partners. In connection with the investment, Ladder has granted Related a right of first offer with respect to certain horizontal risk retention investments in which Ladder intends to retain an interest. The investment was made by Related Real Estate Fund II, an opportunity fund, with equity commitments of over $1 billion.

Justin Metz, Managing Principal of Related Fund Management said, “Ladder’s strong and seasoned management team operates a disciplined and differentiated mortgage-focused lending platform and we believe the Company is undervalued by the public marketplace. The ability to acquire a significant stake, as well as join the Board, makes this investment an ideal fit for Related Fund Management and we look forward to a long-term partnership with Ladder.”

Jeff Blau, CEO of Related Companies said, “Ladder’s core earnings have been positive each quarter since their inception and they have never had a credit loss. We saw a strategic investment opportunity because we believe that the Company’s reported depreciated book value is a conservative representation of Ladder’s actual value.”

Brian Harris, Ladder’s Chief Executive Officer, commented, “We are pleased about Related’s investment in Ladder and appreciate the endorsement of our team and business model by one of the premier global real estate firms in the country. We look forward to partnering with Related and feel confident that Related’s expertise in the commercial real estate funds management business will prove helpful to our efforts in expanding Ladder’s asset management and institutional co-investment businesses.”

In conjunction with Related’s investment in Ladder, Ladder agreed to appoint Richard O’Toole, Executive Vice President and General Counsel of Related, to replace Jonathan Bilzin, Managing Director of TowerBrook Capital Partners, on Ladder’s Board of Directors, effective as of closing.

Mr. Bilzin commented, “TowerBrook has enjoyed being a part of Ladder’s creation and then watching it grow. TowerBrook continues to remain a large shareholder in the Company and we look forward to watching the team and the Company enjoy continued success.”

In joining Ladder’s Board of Directors, Mr. O’Toole brings with him over 35 years of legal, investment, and tax experience with respect to commercial real estate. Mr. O’Toole joined Related in 2005 from Paul, Hastings, Janofsky & Walker LLP, where he served as a Partner in the Tax Department for 5 years. Prior to Paul, Hastings, Janofsky & Walker LLP, Mr. O’Toole was a Partner in the Tax Department at Battle Fowler LLP for 13 years. Mr. O’Toole serves on the board of directors of Sterling Bancorp and its subsidiary bank; Equinox; Motivate, the operator of Citi Bike; and numerous subsidiaries of Related, and serves as an adjunct at Columbia University. Mr. O’Toole holds an LLM from New York University, a J.D. from St. John’s University School of Law, and a B.A. from St. John’s University.

J.Jill launches Initial Public Offering

J.Jill, a leading omni-channel, nationally recognized women’s apparel brand, today announced that it has commenced an initial public offering of 11,666,667 shares of its common stock. All shares are being sold by an existing stockholder. J.Jill will not receive any of the proceeds of the offering. The selling stockholder has also granted the underwriters a 30-day option to purchase an additional 1,750,000 shares of common stock. The price range for the initial public offering is currently estimated to be between $14.00 and $16.00 per share. J.Jill has been approved to list its common stock on the New York Stock Exchange under the ticker “JILL”.

BofA Merrill Lynch, Morgan Stanley and Jefferies are serving as joint lead book-running managers and as representatives of the underwriters for the proposed offering. Deutsche Bank Securities, RBC Capital Markets, UBS Investment Bank and Wells Fargo Securities are acting as joint book-running managers for the proposed offering.

The offering will be made only by means of a prospectus. A copy of the preliminary prospectus relating to this offering, when available, may be obtained from any of the following sources:

  • BofA Merrill Lynch, Attention: Prospectus Department, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001.
  • Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.
  • Jefferies LLC, Attention: Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY, 10022, via telephone: 877-547-6340, or via email: Prospectus_Department@Jefferies.com.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy these securities be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

TowerBrook announces investment in Van Dijk Educatie

TowerBrook today acquired the majority of the shares in Van Dijk Educatie, the Netherlands’ largest provider of learning materials. The investment will accelerate the education company’s national and international growth strategy. The terms of the acquisition have not been disclosed.

Van Dijk Educatie (VDE) has a turnover of EUR 303 million (2016) and plays a leading role in the learning materials market for secondary and higher education. VDE works with more than 780 educational institutions in the Netherlands and Belgium with a total of over 1.3 million pupils and students. In the past school year VDE yielded 13.1 million books and 3.2 million licenses for digital learning resources.

Hans van der Wind, CEO of VDE said: “This is good news for teachers, students and schools. We are the most important link between schools and study materials. This new partnership allows us to grow to a full European educational service organization. TowerBrook will support the digitization of learning materials and its usage. They share our strategic vision for the education sector and support our investment in the area.”