Live Oak LOAK.U = 1C + 1/2W
Warrant 1 year exercise rule May 8 2021
1 w + 11.50.
Term 24 months
Jefferies Co-Managers BMO Capital Markets BTIG
We expect to focus on identifying potential target companies in the financial services, industrial, business services, and real estate sectors with above-industry-average growth, substantial free cash flow generation, and a defensible market position with an enterprise value of $500 million to $1.5 billion where our management team’s operational, strategic or managerial expertise can assist in maximizing value.
Our Chairman, Mr. John P. Amboian, has over 30 years of experience in mergers and acquisitions, capital management, product development, branding and distribution for public and private companies across multiple industries. Mr. Amboian spent over twenty years of his career at Nuveen Investments, Inc., or Nuveen (formerly NYSE: JNC), where he served as Chairman and Chief Executive Officer for almost a decade. Prior to this, he served as Nuveen’s president for eight years, after joining Nuveen in 1995 as Chief Financial Officer. During his time at Nuveen, Mr. Amboian guided Nuveen through 12 acquisitions or merger transactions aggregating to more than $13 billion and numerous capital markets transactions, playing key roles in Nuveen’s 2014 sale to TIAA (Teacher’s Insurance and Annuity Association) for a total enterprise value of $6.25 billion and Nuveen’s leveraged buyout transaction in 2007. Nuveen’s assets under management grew from approximately $29 billion to over $231 billion in 2014, which is the last year of publicly available information. Mr. Amboian also served on the Nuveen Mutual Funds Board and Nuveen Investment’s public board. Prior to Nuveen, Mr. Amboian was the Chief Financial Officer and Senior Vice President of Strategy of the Miller Brewing Company. He began his career in Corporate and International Finance at Kraft Foods, Inc., where he ended his tenure as Treasurer. Mr. Amboian also serves at Madison Dearborn Partners as an industry advisor and is an Independent Director of the general partnership of Adams Street Partners, a private-market investment management firm with approximately $40 billion of asset under management. Additionally, Mr. Amboian is currently a senior advisor to Estancia Capital, a middle market private equity fund with a focus on financial services and chairs the board of North Square Investments, a boutique asset management firm. He is on the advisory board of Cresset Capital Management, a wealth management firm, and advises several small businesses on organic and inorganic growth initiatives through JA Capital Advisors, LLC.
Our Chief Executive Officer and Director, Mr. Richard J. Hendrix, has significant experience in executive leadership, corporate strategy, M&A, capital markets, and corporate finance for public companies. Over the course of his career, Mr. Hendrix has worked extensively with issuers and investors focused on companies in the financial services, real estate, energy, industrial, and business and consumer services sectors. He has led dozens of initial equity offerings, raising funds for founder-led and sponsor-backed companies primarily within the banking, insurance, and real estate sectors. Additionally, Mr. Hendrix has considerable experience advising chief executives, boards of directors, and large shareholders regarding strategy, capital structure, and capital access. He has significant leadership experience in the financial industry, having served as Chief Executive Officer and Chairman of FBR & Co., or FBR (formerly NASDAQ: FBRC), a capital markets firm. Mr. Hendrix helped FBR grow into a leading bookrunner for initial common stock offerings for middle market U.S. companies. Mr. Hendrix oversaw numerous strategic transactions while in his role as Chairman and Chief Executive Officer at FBR, ultimately executing a merger with B. Riley Financial, Inc. (NASDAQ: RILY) in 2017. Following the merger, Mr. Hendrix also served as director of B. Riley Financial. Prior to his tenure as Chief Executive Officer of FBR, Mr. Hendrix served as Arlington Asset Investment Corp.’s, or Arlington (NYSE: AI), President and Chief Operating Officer as well as its Chief Investment Officer. Arlington reached a peak
market capitalization of approximately $4.5 billion during his tenure, and he oversaw FBR’s carveout from Arlington. Previously, he was the President and Chief Operating Officer of FBR Asset Investment Corporation and concurrently headed the Real Estate and Diversified Industrials Investment Banking groups of FBR. Prior to FBR, Mr. Hendrix was a Managing Director in PNC Capital Markets’ investment banking group and headed PNC’s asset-backed securities business. Mr. Hendrix is a co-founder and Managing Partner of Live Oak Merchant Partners, a merchant bank providing capital and advisory services to middle market companies across several industries. Mr. Hendrix also currently serves as a Senior Advisor to Crestview Partners, a private equity firm with $9 billion of capital commitments, and is currently the Chairman of Protect My Car, a portfolio company of Crestview Partners that provides extended auto warranty plans to consumers. His affiliation with Crestview Partners began with Crestview’s investment in FBR. Mr. Hendrix is also the Founder and Chief Executive Officer of RJH Management Co, a privately held investment management business.
Andrea K. Tarbox, our Chief Financial Officer and member of our Board of Directors, served as Chief Financial Officer and Vice President of KapStone Paper & Packaging, or Kapstone (formerly NYSE: KS), for over a decade. KapStone, a producer of unbleached kraft paper and corrugated packaging products, became public via a merger with Stone Arcade Acquisition Corporation, or Stone Arcade, a $120 million blank check company, in 2007. Ms. Tarbox joined KapStone during the business combination approval process in 2006. During her tenure as Chief Financial Officer, Ms. Tarbox negotiated major provisions in five key add-on acquisitions and secured financings of nearly $3.0 billion. While she served as Chief Financial Officer, KapStone grew from $224 million in revenue in 2007 to $3.5 billion for the trailing-twelve-month period ended September 30, 2018, the last reported financials before the sale of the company. Ms. Tarbox played a significant role in KapStone’s sale to WestRock Company (NYSE: WRK) for approximately $4.9 billion, or $35.00 per share. The initial public offering price of Stone Arcade, KapStone’s predecessor, was $6.00 per unit and the split-adjusted redemption price at the closing of the business combination between KapStone and Stone Arcade was $2.89. In 2014 and 2015, Institutional Investor named Ms. Tarbox to their All-America Executive team as one of America’s best Chief Financial Officers, and in 2012, Financial Executives International named Ms. Tarbox the Chicago Chief Financial Officer of the Year. Previously, Ms. Tarbox assumed positions of increasing responsibility at various companies, including Uniscribe Professional Services, Inc., a provider of paper- and technology-based document management solutions, Gartner Inc., a research and advisory company, British Petroleum, p.l.c., (NYSE:BP) and Fortune Brands, Inc., a holding company with diversified product lines. In these roles, Ms. Tarbox developed significant experience acquiring and integrating companies. Ms. Tarbox began her career at Ernst & Young LLP where she became a certified public accountant.
Gary K. Wunderlich, Jr., our President, is a Co-Founder and Managing Partner of Live Oak Merchant Partners, a merchant bank providing capital and advisory services to middle market companies across a wide range of industries. Prior to co-founding Live Oak Merchant Partners, Mr. Wunderlich was the founder and Chief Executive Officer of Wunderlich Securities, Inc., a full-service investment banking and brokerage firm. Under his leadership Wunderlich Securities, Inc. grew from a virtual start-up into a full-service investment banking firm with over 400 employees and over $10 billion of client assets under management. In 2017, Mr. Wunderlich helped lead the merger of Wunderlich Securities, Inc. into B. Riley Financial, Inc. (NASDAQ: RILY). Following the merger Mr. Wunderlich served as a director of B. Riley Financial, Inc. and as Chief Executive Officer of Wunderlich Securities, Inc (rebranded B. Riley Wealth). For two years, Mr. Wunderlich was a member of the Securities Industry and Financial Markets Association (“SIFMA”) National Board of Directors. He was also a founding board member of the American Securities Association, a trade association of regional financial services firms. He also served in various capacities with the Financial Industry Regulatory Authority (“FINRA”), including serving on the National Advisory Board, the District 5 Committee as both a Chairman and member, and on the National Membership Council as a member. Mr. Wunderlich has for 15 years been a member of the Young Presidents’ Organization and participates in the Family Business, Family Office, Financial Services and Entrepreneurship and Innovation Networks. Mr. Wunderlich was also inducted into the Society of Entrepreneurs, an organization of leading Memphis area business owners and executives, where he serves as a Director. He is also the Managing Member of Eighty Park Avenue Partners LLC, a family investment vehicle.