IPO Terms/Details

Total Public Proceeds at IPO ($mm):$300.0
% Held in Trust:100.0%
$ Held in Trust per Unit:$10.00
Mgmt's Sector Expertise/Focus:General / Broad
IPO Date:---
Months to Complete:24
Deadline Date:
Unit Structure (LOU.U)
Share (LOU):1 Class A Ordinary Share
Warrant (LOU.WS):1/3 Warrant
Public Warrant Terms:
Exercise Price:$11.50
Redemption Price:$18.00
Cash or Cashless Redemption:Mgmt's Discretion
Book-runner(s) and Lead Mgr(s):Citigroup, Goldman Sachs
Fees (Upfront/Deferred):2.0% / 3.5%
Issuer's Counsel:Kirkland & Ellis LLP
Underwriter's Counsel:Davis Polk & Wardwell LLP


Executive Officers

Steven F. Mayer, 58
Chairman and CEO

Mr. Mayer’s 26 years of special situation and private equity investment experience includes substantial experience in pursuing the management strategies outlined herein. Mr. Mayer is one of our Founders and previously served as Co-Head of Global Private Equity of Cerberus. In addition to being our Chairman and Chief Executive Officer, Mr. Mayer was a Senior Managing Director of CCM until February 2018 and, from 2009 until co-founding our company, served as chairman of its Private Equity Investment Committee. As the Co-Head of Cerberus’ global Private Equity group and chairman of Cerberus’ Private Equity Investment Committee, Mr. Mayer oversaw complex acquisitions and divestitures of controlling and substantial minority equity interests in companies engaged in retail, consumer products, media, technology, telecommunications, healthcare, manufacturing, distribution, business services, and other industries, primarily in the United States and Europe. Following completion of these acquisitions, Mr. Mayer was heavily involved in the formulation, implementation, and ongoing direction of the acquired companies’ respective strategies and operational initiatives. Prior to joining Cerberus in 2002, Mr. Mayer was an executive managing director of each of Gores Technology Group and Libra Capital Partners, L.P. He was also a managing director and co-head of the Corporate Finance division of U.S. Bancorp Libra. Prior to joining Libra, Mr. Mayer was a managing director of Aries Capital Group, LLC, a private equity investment firm that he co-founded, and was a principal with Apollo Advisors, L.P. and Lion Advisors, L.P. Prior to that time, Mr. Mayer was an attorney with Sullivan & Cromwell specializing in mergers, acquisitions, divestitures, leveraged buyouts and corporate finance. Mr. Mayer is a member of the boards of directors (or equivalent governance bodies) of Avon Products, Inc. (NYSE:AVP) and New Avon LLC (both of which are direct sellers of beauty, fashion and home products); Grifols S.A. (NASDAQ:GRFS) (a leading global producer of plasma-derived therapeutic and diagnostic products); and Staples Solutions B.V. (the largest supplier of office products and services to businesses and consumers in Europe). After joining Cerberus in 2002, Mr. Mayer also served as a member of the boards of directors of BlueLinx Holdings Inc. (NYSE:BXC) (the nation’s leading independent distributor of building materials); Acterna, Inc. (test and measurement solutions for optical transport, access, and cable networks); DecisionOne Corporation (IT hardware maintenance); Innkeepers USA LLC (hotels); LNR Property Holdings Ltd. (commercial real estate); Solocal Group (local advertising in France); Spyglass Entertainment Holdings, LLC (film production); Starrus Holdings Limited (waste management); Talecris Biotherapeutics Holdings, Inc. (biologics); TransCentra, Inc. (billing and remittance services); Velocita Wireless Holding Corp. (telecommunications); YP Holdings LLC (“YP”) (marketing solutions); and various affiliates of the foregoing companies. Mr. Mayer received his AB, cum laude, from the Woodrow Wilson School of Public and International Affairs at Princeton University and his JD, magna cum laude, from Harvard Law School.

Mark W. Smith, 55

Mr. Smith previously served as Executive Vice President and Chief Financial Officer of YP, which he joined at the time of its formation in 2012. In that capacity, Mr. Smith led the finance, legal and audit functions. Mr. Smith also led efforts associated with YP’s June 2017 sale by funds managed by Cerberus and AT&T to Dex Media Inc. Prior to joining YP, Mr. Smith was the Executive Vice President and Chief Financial Officer of SFN Group, Inc. (“SFN”), a staffing and recruiting company previously listed on the NYSE (formerly NYSE:SFN) prior to its sale to Randstad Holding NV (“Randstad”). In addition to overseeing the finance, information technology, audit and legal functions, he led the implementation of SFN’s enterprise resource planning system, one of the most far-reaching operating initiatives ever undertaken at the company. He also played a critical role in SFN’s sale to, and integration with, Randstad. Prior to his 15-year tenure at SFN, Mr. Smith held numerous roles of increased responsibility at Ryder System, Inc. Mr. Smith received his BA in accounting from Hillsdale College and is a licensed Florida CPA.

Board of Directors

Chan W. Galbato, 54
Vice-Chairman Nominee

Mr. Galbato, who joined Cerberus in 2009, is currently the Chief Executive Officer and a member of the management board of COAC. He is a member of CCM’s Operating/Management Advisory, Private Equity Investment and Environmental, Social & Governance committees, and he serves as Chairman of COAC’s Competitiveness Council. As Chief Executive Officer of COAC, Mr. Galbato is responsible for managing COAC’s activities, including recruiting operating executives to join COAC, allocating operating resources, overseeing due diligence and planning concerning potential investments, and planning and implementing strategic and operational initiatives of Cerberus portfolio companies. Mr. Galbato also serves as Chairman of the board of Directors of Avon Products, Inc., and as a Director of DynCorp International (defense and governmental services); New Avon, LLC; Staples Solutions B.V.; Steward Healthcare LLC (operator of hospitals and related medical facilities and services); Blue Bird Corporation (NASDAQ:BLBD) (manufacturer of school buses and related products); and FirstKey Homes LLC (a real estate finance and investment services business). He is the former Chairman of the board of Directors of Blue Bird Holdings, Inc.; North American Bus Industries, Inc. (a leading manufacturer of heavy duty transport buses); Guilford Mills, Inc. (automobile parts manufacturing); and YP; and a former Director of Tower International, Inc. (NYSE:TOWR) (automobile parts manufacturing); The Traxis Group B.V. (specialty finance for the bus industry); and NewPage Corporation (a manufacturer of paper products). He also served as the Lead Director of Brady Corporation (NYSE:BRC) (diversified manufacturing). Prior to joining COAC, Mr. Galbato was President and Chief Executive Officer of the Controls Group of businesses for Invensys plc (engineering and information technology); President of Services and Commercial Distribution businesses for The Home Depot (home improvement supplies retailer); President and Chief Executive Officer of Armstrong Flooring (flooring manufacturer); and President and Chief Executive Officer of Coregis, a G.E. Capital company (insurance). Prior to that, he spent over a decade with the General Electric Company, holding operating and finance leadership positions within various industrial divisions (including Medical Systems, Transportation Systems, Aircraft Engines, and Appliances). Before beginning his business career, he played professional baseball with the Montreal Expos in their minor league system. Mr. Galbato received his BA in Economics from State University of New York and his MBA from the University of Chicago.

Frank W. Bruno, 52
Director Nominee

With over 21 years of investment experience at CCM, Mr. Bruno has deep and proven experience in pursuing the management strategies outlined above. Mr. Bruno joined Cerberus in 1998. He has served as President of CCM since 2018 and Senior Managing Director of Cerberus European Investments, LLC since 2003. As President of CCM, Mr. Bruno is responsible for overseeing and managing CCM’s global investment strategies. He served as President of Cerberus Global Investments, LLC from 2002 thru 2017. Since 2002, Mr. Bruno has served as a member of CCM’s Private Equity Investment Committee, and he also serves as a member of Cerberus’ Operating/Management Advisory committee, Real Estate committee, Valuation committee, and Europe Distressed Debt Investment Committee. As President of Cerberus Global Investments, LLC, Mr. Bruno was responsible for managing the European, Asian, and Latin American businesses for Cerberus, as well as its global activities in the financial services sector, and has overseen complex acquisitions, divestitures and other transactions involving companies and engaged in financial services, real estate, and a variety of other industries, worldwide. In addition, Mr. Bruno has served as the Managing Director of MP Finance B.V. since December 2005, and he previously was a Managing Director of Cerberus Japan, K.K. in 1998 and its President in 1999. At Cerberus Japan, Mr. Bruno focused on analyzing corporate and industrial credits. Prior to joining Cerberus, Mr. Bruno was a Vice President at Merrill Lynch Distressed Products Group New York and Tokyo from 1996 to 1998. From 1990 to 1994, he was a Vice President at Weber Management Consultants. Prior to that, in 1989 he was an Associate in International Business Development with Tiffany & Co, and in 1988 he was an Assistant Foreign Exchange Trader at the Bank of Tokyo, Ltd. in New York. Mr. Bruno is a member of the board of managers at CGI Holding LLC, a former business unit of Chrysler Financial LLC (automotive financing). Previously, he served as a member of the board of managers (or their equivalents) at GMAC LLC (banking and automotive financing), Aozora Bank, Ltd (Japanese commercial bank), and Green Tree Servicing, LLC (home loan servicing). Mr. Bruno received his BA from Cornell University, is a graduate of the Japanese Government JET program in Mie Prefecture, Japan. He received his MBA from the Wharton School, University of Pennsylvania.

Timothy M. Donahue, 68
Director Nominee

Mr. Donahue served as the Chief Executive Officer of Nextel Communications Inc., a nationwide wireless telecommunications company, from August 1999 until 2005, when Nextel was merged with Sprint Corporation to form Sprint Nextel Corporation. Thereafter, and until 2006, Mr. Donahue was the Executive Chairman of Sprint Nextel and the Chairman of the Sprint Nextel Corporation. From 1996 until his appointment as Chief Executive Officer, Mr. Donahue served as the President and Chief Operating Officer of Nextel. For 1996, the year in which Mr. Donahue joined Nextel, the company reported revenues of $333 million and negative earnings before interest, taxes, depreciation and amortization of ($245) million. Under his leadership as Chief Operating Officer and Chief Executive Officer, revenues increased to a reported $13.4 billion in 2004, Nextel’s last full year prior to its merger with Sprint. Earnings before interest, taxes, depreciation and amortization as reported by Nextel were $5.1 billion in 2004. Over that same period, the equity market capitalization of the company increased from under $2 billion, when Mr. Donahue joined Nextel, to approximately $38 billion, when it was merged with Sprint. Mr. Donahue started his telecommunications career with McCaw Cellular in 1986, as president of its paging division. Mr. Donahue held several additional positions at McCaw Cellular between 1988 and 1996, when the company was acquired by AT&T Wireless Services including President of the Central region, President of the National Accounts Division and President of the Northeast region. Mr. Donahue is currently a member of the board of directors of NVR Inc. (national homebuilder) (NYSE:NVR). He has held this position since 2006. He is a former director of ADT Corporation (home security) (formerly NASDAQ:ADT); Covidien plc (medical devices) (NYSE:COV); Eastman Kodak Company (imaging) (NYSE:KODK); Nextel Partners Inc. (telecommunications); and Tyco International Ltd. (diversified) (formerly NYSE:TYC). He also served on the board of John Carroll University and is the former chairman of the Cellular Telecommunications & Internet Association (CTIA). In 2004, Institutional Investor Magazine honored him as the best chief executive officer in the telecommunications services and wireless sector based on ratings by investors and brokerage firm analysts. Mr. Donahue received his BA in English Literature from John Carroll University.

Deborah A. Henretta, 56
Director Nominee

From 1985 through 2015, Ms. Henretta served in several roles at The Procter & Gamble Company (“P&G”) (NYSE:PG). In 1999, she was appointed President of P&G’s Global Baby Care business. In 2005, she was appointed President of P&G’s business in ASEAN, Australia and India and then Group President, P&G Asia in 2007, Group President of P&G’s Global Beauty Sector in 2013 and then added responsibilities as Group President of P&G’s E-Business in 2013. Ms. Henretta is a Partner in and board member of G100 Companies, a private partnership of boutique businesses providing CEO advice and support and forums, and serves in an advisory capacity to SSA & Company, a G100 company, a position she has held since June 2015. Ms. Henretta is a member of the board of directors of NiSource, Inc. (NYSE:NI) (gas and energy utilities), Corning Inc. (NYSE:GLW) (materials science) and Meritage Homes Corporation (NYSE:MTH) (real estate development). From 2004 to 2005, she was a member of the board of directors of Sprint Corporation (NYSE:S), and from 2016-2017 she was a director of Staples, Inc. (formerly NYSE:SPLS). From 2007 to 2013, she was a member of the board of directors of the Singapore Development Board, Singapore’s governing body guiding investments and financial development for the country. From 2008 to 2012, Ms. Henretta was appointed by the U.S. State Department to the APEC Business Advisory Council. Ms. Henretta received her BA, summa cum laude, from St. Bonaventure University and also received an MA from Syracuse University.


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