Overview of the role of fundless sponsors in the aviation infrastructure and services markets for private capital

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G l o b a l A v i at i o n I n f r a s t r u c t u r e
A v i at i o n E q u i t y S p o n s o r s h i p
www.aviationinfrastructure.com • stevenslevesque@aviationinfrastructure.com • (843) 412-6881

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T h e R o l e o f F u n d l e s s S p o n s o r s i n A v i at i o n
I n f r a s t r u c t u r e a n d S e r v i c e s T r a n s a c t i o n s

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W h at i s a fu n d l ess s p o n s o r ?
Fundless sponsors are experienced industry-specific companies with deep financial expertise that
originate and execute buyout transactions through the use of private capital. Unlike traditional
private equity funds they do not raise a pool of committed capital prior to entering the operating
stage of buying private companies; rather they provide the experience and expertise to a
transaction which facilitates its funding.
Benefits of the Fundless Sponsor model in aviation infrastructure and service company
transactions:
• Not bound by the restrictive size and holding time horizons of traditional funds, this approach
takes a flexible and bespoke approach to execute on unique opportunities presented in the
aviation industry
• Less expensive to the equity investor than a mainstream private equity approach
• Provides voting and board control directly to the equity investors

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T h e r o l e o f f u n d l e s s s p o n s o r s i n a v i at i o n
i n f r a s t r u c t u r e a n d s e r v i c e s

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Av i at i o n S p o n s o r s h i p
The aviation infrastructure and services segment is an appropriate market for fundless sponsorship of
transactions for several reasons:
• First, apart from whole commercial airport transactions, aviation assets (both infrastructure and service
companies) are usually too small for institutional investors; fundless sponsors offer a proven vehicle to invest
in smaller assets in an expense efficient manner
• As the aviation infrastructure and service markets are highly fragmented, they are uniquely situated to rollup
strategies which create new platforms and networks
• Fixed Base Operators (FBOs), Maintenance Repair and Overhaul (MRO) companies and Aircraft Charter and
Management (ACM) companies are excellent examples of service companies which possess the attributes
and characteristics suitable for this strategy
• They are real assets with infrastructure attributes—long lives, high barriers to entry and low risk of sudden
disruption
• Private capital sources implementing a direct aviation infrastructure investment strategy through a fundless
sponsor benefit not only from a lower expense structure but also from the depth and breadth of an
experienced management team with a proven track record in private equity

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C U R R I C U L U M V I TA E

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G lo b a l Av i at i o n I n f r ast r u ct u r e
Steven Levesque
Mr. Levesque originally entered the aviation services industry in 1995. In 1998, following the first Carlyle Group
sponsored transaction which resulted in the formation of Piedmont Hawthorne Holdings, Inc., Mr. Levesque
took responsibility for corporate development and mergers & acquisitions for that company. In 2003, he was
appointed Senior Vice President & Chief Financial Officer and led the transformational merger of Piedmont
Hawthorne with Garrett Aviation Services, serving as CFO of the combined companies until the integration
effort was complete. Under the Landmark Aviation operating name he led merger and acquisition activity until
January 2007 when he moved back to Hawthorne.
He was appointed President of Hawthorne Corporation in April, 2008 and President & CEO of Hawthorne FBO
Holdings, LLC and Hawthorne Global Aviation Services in 2010.
Prior to joining Hawthorne, he was an account executive for Bank of America from 1993 to1995 and served on
active duty as a naval officer from 1989 to 1992. He retired in 2015 as a Commander in the Navy Reserve
having held the position of Commanding Officer of a commissioned expeditionary combat logistics unit
headquartered in Gulfport, MS.
Mr. Levesque graduated from the University of North Carolina – Chapel Hill Kenan-Flagler Business School with
a B.S.B.A. concentrating in finance and earned his M.B.A. at The Citadel.

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St e v e n l e v es q u e
Hawthorne FBO Holdings, LLC
President & CEO
Spearhead strategic development; report directly to Board of Directors. Act as decision-making authority and
public face of Hawthorne. Oversee expansion, market penetration, acquisitions, policies/procedures, and
operations. Negotiate C-level contracts and financing; secure all capital. Ensure regulatory compliance.
Establish strong brand recognition in Flight Operations, MRO (Maintenance, Repair, and Overhaul), Line Service,
and aviation/ airport infrastructure management. Engage stakeholders and ensure optimal business
relationships/community standing. Streamline operations/ workflow, increasing profitability and efficiency.
Led company from start-up to position as industry leader, with approximately $100 million annual revenue and
5 FBO locations and 5 additional aircraft management locations across North America.
Established successful, high-volume locations; negotiated Letters of Intent for four additional locations.
Reduced healthcare costs by 40% without adversely affecting coverage, and with no cost increase to
employees.
In 2013-2014, quoted over 50 times as industry expert in 15 national/regional news outlets and general
aviation publications, including Newsday, MarketWatch, Yahoo! Finance, Aviation International News, Flying,
Airport Business, Business & Commercial Aviation, Charleston Business Journal, and others.
Regularly consulted with high-ranking government officials and staff to shape national aviation policy.
Elected as CEO in 2010 in recognition of exceptional record as President, Hawthorne Corporation.

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St e v e n l e v es q u e
Piedmont Hawthorne Holdings, Inc. - Winston-Salem, NC; 1998 to 2007
Prominent aviation company, operating 40 locations across the United States and Canada; $850 million/
average annual revenue.
Senior Vice President
• Oversaw all corporate financial management, including business development, internal growth, and
acquisition strategies. Liaised with equity sponsors/investors. Reported directly to CEO. Recruited, trained,
and mentored staff.
• Directed two large change of control transactions that returned 2.5 times and 4.3 times the equity capital
invested, respectively.
• Significantly increased internal rate of return to shareholders (over 60% IRR on one change of control).
Chief Financial Officer
• Directed all strategic financial planning, forecasting, and budgeting. Led acquisition and divestiture
strategies. Ensured regulatory compliance in all banking, investing, and financial operations. Assumed day-
to-day custodianship of funds,
• securities, and assets. Assessed and managed risk, leverage opportunities, long-term financing, capital costs,
and best financing tools for an $850 million revenue company.
• Guaranteed optimal capital structure, increasing security, leverage, and profitability.
• Directed comprehensive analysis of investments, including tax/ cash flow implications; strategy resulted in
unprecedented gain in internal rate of return.

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St e v e n l e v es q u e
United States Navy/Navy Reserve (retired)
Commanding Officer, NCHB-13 (2007 – 2008)
• Led commissioned expeditionary unit that provided crucial logistical/transportation support to combat, crisis
actions, humanitarian, and peacetime missions across the globe. Coordinated detachments in Texas, Mississippi, and
Missouri. Commanded staff of five active duty personnel and 250 reservists. Ran high-volume air cargo and maritime
port operations.
• Directed unit-wide contribution of 2,600 personnel days (internationally) and 1,900 days (domestically) in 2007-2008.
• Planned and provided key mission support for operations and campaigns in numerous countries, including Iraq,
Antarctica, Australia, Bahrain, Hawaii, Korea, Japan, Guam, Guatemala, the United Arab Emirates, and Singapore.
• Awarded Meritorious Service Medal in recognition of outstanding service.
Staff Action Officer, United States Joint Forces Command (2005-2006)
• Served as Deputy Director, Reserve Operations J3/4 Logistics Operations Division. Oversaw Reserve Component
operations in the Logistics Operations Division (LOD), leading the watch team in Combat Service Support (CSS) force
sourcing, force projection and sustainment, and force tracking. Supported Crisis Action Team Logistics (CAT06) in
overseeing all assigned logistics forces in the USJFCOM area of responsibility as well as USJFCOM forces assigned or
deploying to other AORs; assumed responsibility for Joint and Multinational integration, concept development and
support for USJFCOM assets.
• Awarded the Joint Service Commendation Medal for exceptional service.

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St e v e n l e v es q u e
Awards & Achievements
• Beta Gamma Sigma (Business Honor Society), The Citadel
• Dean's List, University of North Carolina
• Distinguished Naval Graduate, University of North Carolina
• Meritorious Service Medal
• Joint Service Commendation Medal
• Navy & Marine Corps Commendation Medal (3)
• Navy Achievement Medal (2)
• Southwest Asia Campaign Medal
• Kuwait Liberation Medal
• National Defense Service Medal
• Various other unit and individual awards
• Completed U.S. Marine Corps Marathon
• BoardMember, UNC NROTC Alumni Association, a 501 c (3)
charitable organization
Thought Leadership
Mr. Levesque is a sought after thought-leader in the aviation & infrastructure fields. In addition to his 20 year career as a senior
executive with Hawthorne Global Aviation Services, Landmark Aviation and Piedmont Hawthorne, Mr. Levesque is a member of
the President's Council of the National Air Transport Association (NATA) and Wings Club. In his leadership capacity with NATA he
meets with members of Congress and their staffs on general aviation public policy issues. In the past years, Mr. Levesque has
been cited over 50 times in national media (Marketwatch, Yahoo! Finance, etc.), general aviation industry publications (Aviation
International News, Business & Commercial Aviation, Flying, Airport Business, Aviation Pros, etc.) and regional media outlets
(Newsday, New Orleans City Business Journal, Charleston Business Journal, etc.).
Mr. Levesque’s most recent article, “Questions for Steven Levesque” published in the January 2015 issue of Business &
Commercial Aviation is available at: http://aviationweek.com/business-aviation/questions-steven-levesque

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St e v e n l e v es q u e
Deep experience working with major financial sponsors over the last 20 years in financial and operational roles
(primarily CFO & CEO):
• Citicorp Venture Capital: RES Associates of GA, FBO acquisition/management/expansion of Hawthorne
Aviation chain
• The Carlyle Group (CP II): Formation/rapid expansion of Piedmont Hawthorne (now Landmark)
• Lincolnshire Management: FBO acquisition and general aviation advisory and due diligence
• The Carlyle Group (CP III): Acquisition of Garrett Aviation Services and creation/rapid expansion of
Landmark Aviation
• CAI: ACM acquisition and general aviation advisory/due diligence
• GTI Capital Group: Acquisition and management of leading MRO/ACM company in India
• Carlyle Infrastructure Partners: Airport infrastructure platform acquisition and management
• Moelis Capital Partners: Formation of Hawthorne FBO Holdings LLC and creation of 5 location chain
2011-2015

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N E X T S T E P S

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Fu n d l ess S p o n s o r N e x t St e p s
Global Aviation Infrastructure, headed by Steven Levesque of Charleston, SC, is an example of a
fundless sponsor operating in the aviation industry.
• Led by an aviation industry executive with over twenty years experience operating under
private equity ownership, the company is exceptionally positioned to lead further consolidation
in the aviation infrastructure and services segments.
• With an extensive network of industry contacts, Global Aviation Infrastructure can provide
exclusive access to off market, negotiated transactions resulting in efficient transactions and
rapid scaling of an aviation platform to critical mass.
• While the company will provide turnkey management, ultimate board and voting control
remains with the direct equity investors. For more information, please visit our website at
www.aviationinfrastructure.com.

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A b o u t
About Global Aviation Infrastructure
Global Aviation Infrastructure is a leading aviation management company which provides Fixed
Base Operation (FBO), Maintenance Repair and Overhaul (MRO), Aircraft Charter and Management
(ACM), and aviation infrastructure management for aviation asset owners, corporations, airports,
private equity firms, family offices and financial institutions. For more information please visit
www.aviationinfrastructure.com
For more information please contact:
Steven Levesque, Principal
+1 (843) 412-6881