LOS ANGELES--(
BUSINESS WIRE)--Gores Holdings, Inc. (“Gores Holdings”) (NASDAQ CM: GRSHU, GRSH, GRSHW),
a special purpose acquisition company sponsored by an affiliate of The
Gores Group, LLC (“The Gores Group” or “Gores”), today announced that it
completed the acquisition of Hostess Brands, LLC (“Hostess Brands”), the
maker of Hostess
® Twinkies
®, Ding Dongs
®
and CupCakes. The transaction has been unanimously approved by the
Boards of Directors of both Gores Holdings and the indirect parent of
Hostess Brands, and was approved at a special meeting of Gores Holdings’
shareholders on November 3, 2016. In connection with the transaction,
Gores Holdings has been renamed Hostess Brands, Inc. (“Hostess” or “the
Company”), and its common stock and warrants will trade on NASDAQ under
the symbols “TWNK” and “TWNKW”, respectively.
As previously announced, along with the $375 million of Gores Holdings’
shareholder equity, additional investors comprising large institutional
investors, C. Dean Metropoulos (through $50 million of additional
rollover contribution) and Gores affiliates participated in a $350
million private placement, led by Alec Gores, Chairman and CEO of The
Gores Group. Additionally, funds managed by affiliates of Apollo Global
Management, LLC (together with its consolidated subsidiaries, “Apollo”)
(NYSE: APO) and C. Dean Metropoulos and family, the prior majority
owners of Hostess, will continue to hold an approximately 42% combined
stake in the Company. Dean Metropoulos and William Toler continue to
lead Hostess as Executive Chairman and Chief Executive Officer,
respectively.
Dean Metropoulos, Executive Chairman of Hostess, stated, “We are excited
to introduce Hostess as a public company and I am extremely proud of the
job our team has done in repositioning and growing Hostess during the
past four years. I believe the Company has strong growth potential and
can think of no one better to partner with in this next journey than
Alec Gores and the Gores team who have a well-earned reputation for not
only identifying, but adding value to the businesses with which they
affiliate.”
Alec Gores, Chairman and CEO of The Gores Group, said, “Hostess and its
best-known product are the epitome of American icons. Dean, Bill and
their team have done an outstanding job of positioning the Company for
future, profitable growth. We are thrilled to be part of the next stage
in this Company’s life and look forward to helping create value for our
shareholders.”
Andrew Jhawar, Senior Partner and Head of the Consumer & Retail Group at
Apollo, added, “Hostess has many exciting levers for continued growth
going forward, and the Company is well positioned given its strong
leadership, dedicated team members and loyal customer base. Becoming a
public company is the next evolution in the revitalization of Hostess.
Our team at Apollo looks forward to working with the Gores team, the
Company’s new Board members and Dean, Bill and the rest of the
management team in assisting to drive profitable growth and future
shareholder value at Hostess.”
In 2013, C. Dean Metropoulos and certain funds affiliated with Apollo
acquired select Hostess assets out of the liquidation of the old Hostess
Brands company. That summer, they returned Hostess products to store
shelves after a months-long absence in what became one of the biggest
news stories of the year. Since that time, the management team has
successfully rebuilt the business and the brand through investments to
enhance operations, creative product innovation, expanded distribution
through a direct-to-warehouse system, targeted acquisitions and a
competitive business model. Hostess had revenues for the twelve months
ended June 30, 2016 of approximately $658 million and operates five
baking facilities located in Emporia, KS, Indianapolis, IN, Columbus, GA
and Southbridge, MA.
Upon completion of the transaction, the Hostess Board of Directors
consists of Dean Metropoulos, Mark Stone, Andrew Jhawar, Larry Bodner,
Neil Defeo, Jerry Kaminski and Craig Steeneck.
Deutsche Bank Securities Inc. acted as lead capital markets advisor and
financial advisor, Moelis & Company and Morgan Stanley acted as
joint-capital markets advisors and Weil, Gotshal & Manges LLP acted as
legal advisor to Gores Holdings. Rothschild Inc., Credit Suisse
Securities (USA) LLC and Perella Weinberg Partners LP acted as M&A
advisors to Hostess Brands. Morgan, Lewis & Bockius LLP acted as legal
advisor to Apollo and Hostess Brands. Paul, Weiss, Rifkind, Wharton &
Garrison LLP acted as legal advisor and UBS acted as financial advisor
to Dean Metropoulos and his family.
About Hostess Brands, Inc.
Hostess is one of the largest packaged food companies focused on
developing, manufacturing, marketing, selling and distributing fresh
baked sweet goods in the United States. The brand’s history dates back
to 1919, when the Hostess CupCake was introduced to the public, followed
by Twinkies
® in 1930. Today, Hostess produces a variety of
new and classic treats including Ding Dongs
®, Ho Hos
®,
Donettes
® and Fruit Pies, in addition to Twinkies
®
and CupCakes.
For more information about Hostess products and Hostess Brands, please
visit
hostesscakes.com.
Follow Hostess on Twitter:
@Hostess_Snacks;
on Facebook:
facebook.com/Hostess;
on Instagram:
Hostess_Snacks;
and on Pinterest:
pinterest.com/hostesscakes.
About Gores Holdings, Inc.
Gores Holdings is a special purpose acquisition company sponsored by an
affiliate of The Gores Group, for the purpose of effecting a merger,
capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with one or more
businesses. Gores Holdings completed its initial public offering in
August 2015, raising approximately $375 million in cash proceeds. Gores
Holdings’ officers and certain of its directors are affiliated with The
Gores Group. Founded in 1987 by Alec Gores, The Gores Group is a global
investment firm focused on acquiring controlling interests in mature and
growing businesses which can benefit from the firm's operating
experience and flexible capital base. Over its nearly 30 year history,
The Gores Group has become a leading investor having demonstrated a
reliable track record of creating value in its portfolio companies
alongside management. Headquartered in Los Angeles, The Gores Group
maintains offices in Boulder, CO, and London. For more information,
please visit
www.gores.com.
About Apollo Global Management, LLC
Apollo (NYSE: APO) is a leading global alternative investment manager
with offices in New York, Los Angeles, Houston, Chicago, Bethesda,
Toronto, London, Frankfurt, Madrid, Luxembourg, Singapore, Mumbai,
Delhi, Shanghai and Hong Kong. Apollo had assets under management of
approximately $189 billion as of September 30, 2016, in private equity,
credit and real estate funds invested across a core group of nine
industries where Apollo has considerable knowledge and resources. For
more information about Apollo, please visit
www.agm.com.
About Metropoulos & Co.
Metropoulos & Co. is a merchant banking and management firm focused
principally on the food and consumer sectors in the United States and
Europe. Dean Metropoulos and his management team partners have been
involved in more than 83 acquisitions with over $20 billion of aggregate
transaction value. Companies where Metropoulos & Co. has been an
investor and Dean Metropoulos has been an executive include: Pabst
Brewing Company, Pinnacle Foods, Aurora Foods, Stella Foods, The
Morningstar Group, International Home Foods, Ghirardelli Chocolates,
Mumm and Perrier Jouet Champagnes and Hillsdown Holdings, PLC (Premier
International Foods, Burtons Biscuits and Christie Tyler Furniture),
among others.
Forward-Looking Statements
This press release contain statements reflecting our views about our
future performance that constitute “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995 that
involve substantial risks and uncertainties. Forward-looking statements
are generally identified through the inclusion of words such as
“believes,” “expects,” “intends,” “estimates,” “projects,”
“anticipates,” “will,” “plan,” “may,” “should,” or similar language.
Statements addressing our future operating performance and statements
addressing events and developments that we expect or anticipate will
occur are also considered as forward-looking statements. All forward
looking statements included herein are made only as of the date hereof.
The Company undertakes no obligation to update any forward-looking
statement, whether as a result of new information, future events, or
otherwise.
