TRADING QUOTES 11:39 AM September 24, 2018
IPO Terms/Details
Total Public Proceeds at IPO ($mm): $552.0
% Held in Trust: 100.0%
$ Held in Trust per Unit: $10.00
Mgmt's Sector Expertise/Focus: Energy
IPO Date: August 10, 2018
Months to Complete: 24
Deadline Date: August 10, 2020
Unit Structure (SPAQ.U)
Share (SPAQ): 1 Share Class A Common Stock
Warrant (SPAQ.WS): 1/3 Warrant
Public Warrant Terms:
Exercise Price: $11.50
Redemption Price: $18.00
Cash or Cashless Redemption: Mgmt's Discretion
Underwriters:
Book-runner(s) and Lead Mgr(s): Citigroup, Credit Suisse
Co-Manager(s): Jefferies, RBC, Tudor, Pickering and Holt
Fees (Upfront/Deferred): 2.0% / 3.5%
Lawyers:
Issuer's Counsel: Vinson & Elkins L.L.P.
Underwriter's Counsel: Kirkland & Ellis LLP
MANAGEMENT & BOARD
Executive Officers
Geoffrey Strong, 43
Chief Executive Officer and Director
Mr. Strong is a Senior Partner at Apollo having joined the Firm in 2012. Prior to that time, Mr. Strong was a member of the Private Equity group at Blackstone and prior to that he was Vice President of Morgan Stanley Capital Partners, the private equity business within Morgan Stanley. Mr. Strong serves on the board of directors of Apex Energy, Apollo Royalties Management, Caelus Energy, Chisolm Oil and Gas, Double Eagle Energy III, Great Salt Plains Midstream, Momentum Minerals, Northwoods Energy, Roundtable Energy, Tumbleweed Royalty, and Vistra Energy. Mr. Strong graduated summa cum laude with a BS in Business Administration from Western Oregon University, graduated cum laude with a JD from Lewis & Clark College, and graduated with an MBA from the University of Pennsylvania’s Wharton School of Business.
James Crossen, 45
Chief Financial Officer & Chief Accounting Officer
Chief Financial Officer and Chief Accounting Officer. Mr. Crossen has served as our Chief Financial Officer and Chief Accounting Office since October 18, 2017. Mr. Crossen is Chief Financial Officer for Private Equity and Natural Resources at Apollo, having joined the Firm in 2010. Prior to that time, Mr. Crossen was a Controller at Roundtable Investment Partners LLC. Prior thereto, Mr. Crossen was a Controller at Fortress Investment Group. Prior to that time, Mr. Crossen was a member of the Funds Management and Tax Group at JP Morgan Partners LLC. Mr. Crossen is a Certified Public Accountant in New York. Mr. Crossen served in the United States Marine Corps and graduated summa cum laude from the University of Connecticut.
Board of Directors
Gregory A. Beard, 46
Director
Mr. Bonderman is a founding partner of TPG, one of the world’s largest private equity investment firms. He was also a co-founder of both Hotwire.com and CoStar Group, Inc., a leading data company for commercial real estate. From 1993 to 1996, Mr. Bonderman served as the chairman of Continental Airlines, Inc. in order to lead its emergence from bankruptcy. In addition, he has also played a leading role in many of TPG’s turnaround investments including Ducati Motor Holdings, S.p.A., Armstrong World Industries, Inc., Burger King Holdings, Inc. and Seagate Technology plc, among others. He is currently active in working with high-growth companies through his service on the board of directors of Kite Pharma, Inc.
Prior to forming TPG in 1992, Mr. Bonderman was Chief Operating Officer of the Robert M. Bass Group, Inc. (RMBG), now doing business as Keystone Group, L.P., in Fort Worth, Texas. Prior to joining RMBG in 1983, he was a partner in the law firm of Arnold & Porter in Washington, D.C. where he specialized in corporate, securities, bankruptcy and antitrust litigation. From 1969 to 1970, Mr. Bonderman was a Fellow in Foreign and Comparative Law in conjunction with Harvard University and from 1968 to 1969 he was Special Assistant to the U.S. Attorney General in the Civil Rights Division. From 1967 to 1968, he was Assistant Professor at Tulane University School of Law in New Orleans, Louisiana. Mr. Bonderman graduated Magna Cum Laude from Harvard Law School where he was a member of the Harvard Law Review and a Sheldon Fellow. He is a graduate of the University of Washington in Seattle, Washington.
In the past five years, Mr. Bonderman also serves or has served on the board of directors of several public companies, including: Armstrong World Industries, Inc.; Caesars Entertainment Corporation (formerly known as Harrah’s Entertainment, Inc.); China International Capital Corporation Limited; CoStar Group, Inc. (formerly known as Realty Information Group); General Motors Company; Kite Pharma, Inc.; Ryan Air Holdings, plc, of which he is Chairman; VTB Group; and TPG Pace Energy.
Robert C. Reeves, 48
Independent Director Nominee
Mr. Reeves previously served as Athlon Energy’s Chairman, President, and CEO since its formation in August 2010 through to its $7.1 billion sale to Encana in November 2014. Mr. Reeves was Senior Vice President, Chief Financial Officer and Treasurer of Encore Acquisition Company and Encore Energy Partners until the $4.5 billion sale of both companies to Denbury Resources Inc. in March 2010. Prior to joining Encore, Mr. Reeves served as Assistant Controller for Hugoton Energy Corporation. Since its formation in August 2015 until present, Mr. Reeves has served on the Board of Directors for privately held Incline Niobrara Partners LP, which focuses on acquiring oil and liquids-rich minerals, royalties and non-operated working interest in the DJ basin of Colorado. Since February 2015, Mr. Reeves has served as Chairman and President of Solar Soccer Club, a private 501(c)3 non-profit organization focused on youth soccer development in the Dallas-Fort Worth area. Mr. Reeves received his BS in accounting from the University of Kansas and is a Certified Public Accountant.
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