Mistral Equity Partners
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Mistral Equity Partners
Executive Summary
Mistral Equity Partners was founded in 2007 to make control-oriented buyout and growth
equity investments in lower middle market companies in the consumer industry
Differentiated investment strategy has successfully combined the experience and networks of the
Investment Team and Management Board
 Thematic approach, focusing on businesses benefiting from changing consumer
demographics and psychographics
 Flexible transaction structures to enhance risk-reward profile of investments
 Advantaged transaction origination and due diligence
 Unique value creation capabilities
2
1
Excludes recapitalization of Worldlynx in August 2014 which generated $11.3 million of proceeds
Mistral Equity Partners
Top-tier Management Board
 Fund Management Board members have added significant value in due diligence and portfolio
company oversight; selected members of the Fund Management Board include:
 Jay Schottenstein, Chairman, Schottenstein Family of Companies
 Frank Belatti, Former Chairman and Chief Executive Officer, AFC Enterprises, Inc.
 Donny Deutsch, Chairman, Deutsch Inc.
 Steven Heyer, Former Chief Executive Officer, Starwood Hotels & Resorts Worldwide Inc.;
Former President of The Coca-Cola Company
 William Louis-Dreyfus, Former Chief Executive Officer, Louis Dreyfus Group
 David Simon, Chairman and Chief Executive Officer, Simon Property Group Inc.
 Irwin Simon, Chairman, Chief Executive Officer and Founder, The Hain Celestial Group, Inc.
 Aggregate commitments of approximately $120 million to Fund
3
Mistral Equity Partners
Investment Strategy
 Thematic approach to the consumer industry in the lower middle market
 Identify powerful demographic and psychographic trends impacting consumer behavior and
spending patterns
 Develop investment themes where the impact of these trends support substantial growth
under varying economic conditions
 Flexible transaction structures
 Fund transactions have included buyouts, growth equity investments, recaps, roll ups, PIPEs,
and both majority and minority investments
 Investments structured to meet company-specific needs and mitigate risks without
sacrificing full equity upside
 Advantaged transaction origination and due diligence
 Active participation by Strategic Partner and Management Board
 Design strategies to mitigate risks specific to investing in the consumer industry (commodity
prices, real estate costs, etc.) with input from sophisticated companies and industry
participants
 Unique value creation capabilities
 Drive value creation post-acquisition by leveraging resources and experience of Investment
Team, Strategic Partner and Management Board
 Help entrepreneurs develop institutional systems and processes, and help corporate
structures become more entrepreneurial
4
Mistral Equity Partners
Universe of retail investing
5
 Consumer spending accounts for ~70% of GDP, which creates a wide breadth of retail investment
opportunities
 Each retail sector has unique opportunities and risks. It’s important to “pick your spots”
Categories of Retail
Hard Goods
Electronics
Sporting
goods / action
sports
Furniture and
home goods
Home and
garden
Jewelry
(discount,
fashion, luxury)
Hobby and craft
Toys
Food and
Beverage
Grocery
Convenience
stores
Alcoholic
beverages
Pet and pet food
Dollar stores
Luxury /
specialty
Catering
Restaurants
Quick service
Fast casual
Entertiainment
Special occasion
Daypart:
breakfast, lunch,
snack, dinner
Apparel and
Footwear
Fast fashion
Lifestyle brands
Mens, womens,
kids, baby
Accessories
Multi-brand vs.
single brand
Department
stores vs.
specialty
Niche: bridal,
swim, big & tall
Health & Beauty
Cosmetics
Salon services
Gyms and yoga
Dentistry
Cosmetic
procedures
Weight loss
Other
Niche financial
services
Self-storage
Education
Value orientation: luxury/white tablecloth, aspirational, popular price/family dining, discount/outlet/QSR, dollar
Real estate strategy: malls, strip centers, urban, free-standing, pads, temporary, store-in-store
Demographic or psychographic appeal: Ethnic segment vs. broad appeal, age appeal, health vs. indulgence
Elements spanning all categories
Product/Brand lifecycle strategy: Exposure to fashion or obsolescence, seasonality, product diversity, menu changes
Franchising: Franchisor, franchisee, terms of relationship
Mistral Equity Partners
The zone of opportunity
Unrealized
Potential
Leadership /
Maturity
New
Unfocused
Eroding
Potential
Young Mature
Low
BrandandConceptVitality
(Differentiation&Relevance)
Company Lifecycle
Mistral invests
in the Zone of
Opportunity
Investing in this zone provides Mistral with the greatest growth opportunities and
return potential, at acceptable levels of risk. It is also unlikely that companies need
capital beyond this zone.
 Retailers typically start life in the bottom left quadrant, then travel in a clockwise direction
 A key consideration in investing in the retail zone of opportunity is determining what risk-adjusted combination
of top-line growth and operational improvements will provide acceptable equity returns
6
High
Maturing
Declining
Mistral Equity Partners
Theme Driven Investment Approach
7
Healthy living
Value /
recession
resistance
Affordable
luxury
Convenience
Diverse
channel / retail
strategy
Differentiated
brands /
products
 Lifestyle
products
 Natural and
organic
 Green / ethical
products
 Fitness
 Private label
 Consumer
staples
 Pets
 Juvenile
products and
services
 Leisure
 Small ticket
indulgences
 “Me time” and
self-pampering
 On-the-go
products
 Broad product
accessibility
 Novel
packaging and
design
 Small footprint
retail
 Multi-channel
 Internet and
non-traditional
locations
 Captive
customers
 Disruptive
technologies
 Innovative
designs
Investment themes
Demographic / psychographic trends
Shifting age
profile: maturing
boomers,
emerging
millenials
Increasing focus
on health and
wellness
Ever-busier
consumer
lifestyles
Evolving ethnic
profile and
household
composition
Abundant product
and pricing
information
readily accessible
to consumers
Sustained
economic
uncertainty
Mistral Equity Partners
Targeted Consumer Sectors
8
Pets
 Private label
 Natural, healthy,
organic
 Functional
 Convenience & on-the-
go
 Refrigerated & frozen
 Spirits & beer
 Supplies & durables
 Vet services
 Grooming & boarding
 Nutraceuticals,
supplements & treats
 Cosmetics &
cosmeceuticals
 Hair & skin care
 Wellness
 Gyms, yoga, spas
 Salons & services
 Small footprint,
internet & non-
traditional
 Lifestyle & luxury
brands
 Discounters
 Accessories
 Flexible format &
location
 Quick service
 Fast casual
 Franchise
RetailRestaurantsFood & Beverage
OtherServices & MediaApparel & AccessoriesHealth & Beauty
 Differentiated brands
 Affordable luxury
 Active & outdoor
 Focused advertising
 Technology driven
platforms
 Targeted content
 Consumer healthcare
services
 Innovative household
products
 Leisure & hospitality
 Juvenile products
Mistral Equity Partners
Mistral Fund Portfolio Composition
9
Opportunities reviewed and Fund portfolio by industry1
Fund I portfolio by industry2
1
Opportunities reviewed through 8/31/2014
Fund portfolio composition is consistent with investment themes
Portfolio overview
Invested
capital
1262 opportunities
reviewed
Jamba
Blueport
XpresSpa
Vino Volo
Lovesac
Worldwise
Worldlynx
Abe’s
Shearer’s
Orval
Kent
Country
Pure
#1 private label snack food company in North
America
Key national manufacturer of refrigerated
prepared foods for retail and foodservice channels
#1 provider of portion juices to the institutional
food service market (primarily schools and health
care facilities)
#1 smoothie retailer and leading consumer brand
Leading airport wine bar and wine retailer
#1 wireless retail franchisee of Bell Canada
Leading retailer of alternative furniture with
patented products
Largest airport spa retailer
Owns and operates furniture.com, as well as
managing a full-service e-commerce platform
Leading e-commerce provider of natural and
organic products
Major supplier of innovative, environmentally
sustainable pet products and accessories
Leading provider of pet care services in the New
York metropolitan area
Spot
Mistral Equity Partners
Investment Themes Evident Across Portfolio
Shearer’s Jamba Worldlynx
Orval
Kent Lovesac
Country
Pure Worldwise XpresSpa Blueport Vino Volo Abe’s Spot
Healthy living     
Convenience         
Value /
recession
resistant
    
Affordable
luxury   
Diverse channel
/ retail strategy            
Differentiated
brands /
products
          
10
 Mistral’s thematic focus on demographic and psychographic trends, and categories within the
consumer sector which stand to benefit from those trends, is evident across the portfolio.
Investment themes
Mistral Equity Partners
Flexible Transaction Structures
11
 Mistral structures its transactions to enhance the risk-reward profile of its investments, offering
flexible capital deployed in a variety of ways with the goal of accelerating a company’s growth
 Focus on companies with total enterprise value less than $200 million and EBITDA less than $25
million
Portfolio Company Transaction Type Transaction Structure1
Control2
Buyout Common equity, preferred
equity
Yes
PIPE Convertible preferred equity 2 board seats; negative controls
Buyout / Consolidation Subordinated debt, common
equity
Yes
Recapitalization / Growth Subordinated debt, preferred
equity, senior debt, warrants
Shared
Recapitalization / Growth Common equity, convertible
preferred equity, warrants
Yes
Buyout Common equity, preferred
equity
Yes
Buyout Common equity, preferred
equity
Yes
Recapitalization / Growth Common equity Yes
Growth Common equity Yes, with Strategic Partner
Growth Convertible preferred equity 2 board seats; negative controls
Growth Convertible preferred equity 1 board seat; negative controls
Growth Common Equity 1 board seat; negative controls
1
Includes follow-on investments
2
Represents control at time of initial investment
Mistral Equity Partners
Mistral Differentiation
12
 As the cornerstone of Mistral’s strategy, the Fund leveraged the experience of the Investment
Team and Management Board across its portfolio to source and evaluate transaction
opportunities and enhance the value of its portfolio companies
Shearer’s Jamba Worldlynx Orval Kent Lovesac
Country
Pure Worldwise XpresSpa Blueport Vino Volo Abe’s Spot
Ability to add
value            
Proprietary
origination
Advantaged
due diligence
Post-closing
value creation
Potential
synergies with
other portfolio
cos.
        
Note: shaded portion of circle is intended to signify level of differentiation over other potential acquirers provided by Mistral’s Investment Team and Management Board

Recipe for Retail Sector Success: Q&A with Andrew Heyer, Jamba Juice Investor, Mist

  • 1.
  • 2.
    Mistral Equity Partners ExecutiveSummary Mistral Equity Partners was founded in 2007 to make control-oriented buyout and growth equity investments in lower middle market companies in the consumer industry Differentiated investment strategy has successfully combined the experience and networks of the Investment Team and Management Board  Thematic approach, focusing on businesses benefiting from changing consumer demographics and psychographics  Flexible transaction structures to enhance risk-reward profile of investments  Advantaged transaction origination and due diligence  Unique value creation capabilities 2 1 Excludes recapitalization of Worldlynx in August 2014 which generated $11.3 million of proceeds
  • 3.
    Mistral Equity Partners Top-tierManagement Board  Fund Management Board members have added significant value in due diligence and portfolio company oversight; selected members of the Fund Management Board include:  Jay Schottenstein, Chairman, Schottenstein Family of Companies  Frank Belatti, Former Chairman and Chief Executive Officer, AFC Enterprises, Inc.  Donny Deutsch, Chairman, Deutsch Inc.  Steven Heyer, Former Chief Executive Officer, Starwood Hotels & Resorts Worldwide Inc.; Former President of The Coca-Cola Company  William Louis-Dreyfus, Former Chief Executive Officer, Louis Dreyfus Group  David Simon, Chairman and Chief Executive Officer, Simon Property Group Inc.  Irwin Simon, Chairman, Chief Executive Officer and Founder, The Hain Celestial Group, Inc.  Aggregate commitments of approximately $120 million to Fund 3
  • 4.
    Mistral Equity Partners InvestmentStrategy  Thematic approach to the consumer industry in the lower middle market  Identify powerful demographic and psychographic trends impacting consumer behavior and spending patterns  Develop investment themes where the impact of these trends support substantial growth under varying economic conditions  Flexible transaction structures  Fund transactions have included buyouts, growth equity investments, recaps, roll ups, PIPEs, and both majority and minority investments  Investments structured to meet company-specific needs and mitigate risks without sacrificing full equity upside  Advantaged transaction origination and due diligence  Active participation by Strategic Partner and Management Board  Design strategies to mitigate risks specific to investing in the consumer industry (commodity prices, real estate costs, etc.) with input from sophisticated companies and industry participants  Unique value creation capabilities  Drive value creation post-acquisition by leveraging resources and experience of Investment Team, Strategic Partner and Management Board  Help entrepreneurs develop institutional systems and processes, and help corporate structures become more entrepreneurial 4
  • 5.
    Mistral Equity Partners Universeof retail investing 5  Consumer spending accounts for ~70% of GDP, which creates a wide breadth of retail investment opportunities  Each retail sector has unique opportunities and risks. It’s important to “pick your spots” Categories of Retail Hard Goods Electronics Sporting goods / action sports Furniture and home goods Home and garden Jewelry (discount, fashion, luxury) Hobby and craft Toys Food and Beverage Grocery Convenience stores Alcoholic beverages Pet and pet food Dollar stores Luxury / specialty Catering Restaurants Quick service Fast casual Entertiainment Special occasion Daypart: breakfast, lunch, snack, dinner Apparel and Footwear Fast fashion Lifestyle brands Mens, womens, kids, baby Accessories Multi-brand vs. single brand Department stores vs. specialty Niche: bridal, swim, big & tall Health & Beauty Cosmetics Salon services Gyms and yoga Dentistry Cosmetic procedures Weight loss Other Niche financial services Self-storage Education Value orientation: luxury/white tablecloth, aspirational, popular price/family dining, discount/outlet/QSR, dollar Real estate strategy: malls, strip centers, urban, free-standing, pads, temporary, store-in-store Demographic or psychographic appeal: Ethnic segment vs. broad appeal, age appeal, health vs. indulgence Elements spanning all categories Product/Brand lifecycle strategy: Exposure to fashion or obsolescence, seasonality, product diversity, menu changes Franchising: Franchisor, franchisee, terms of relationship
  • 6.
    Mistral Equity Partners Thezone of opportunity Unrealized Potential Leadership / Maturity New Unfocused Eroding Potential Young Mature Low BrandandConceptVitality (Differentiation&Relevance) Company Lifecycle Mistral invests in the Zone of Opportunity Investing in this zone provides Mistral with the greatest growth opportunities and return potential, at acceptable levels of risk. It is also unlikely that companies need capital beyond this zone.  Retailers typically start life in the bottom left quadrant, then travel in a clockwise direction  A key consideration in investing in the retail zone of opportunity is determining what risk-adjusted combination of top-line growth and operational improvements will provide acceptable equity returns 6 High Maturing Declining
  • 7.
    Mistral Equity Partners ThemeDriven Investment Approach 7 Healthy living Value / recession resistance Affordable luxury Convenience Diverse channel / retail strategy Differentiated brands / products  Lifestyle products  Natural and organic  Green / ethical products  Fitness  Private label  Consumer staples  Pets  Juvenile products and services  Leisure  Small ticket indulgences  “Me time” and self-pampering  On-the-go products  Broad product accessibility  Novel packaging and design  Small footprint retail  Multi-channel  Internet and non-traditional locations  Captive customers  Disruptive technologies  Innovative designs Investment themes Demographic / psychographic trends Shifting age profile: maturing boomers, emerging millenials Increasing focus on health and wellness Ever-busier consumer lifestyles Evolving ethnic profile and household composition Abundant product and pricing information readily accessible to consumers Sustained economic uncertainty
  • 8.
    Mistral Equity Partners TargetedConsumer Sectors 8 Pets  Private label  Natural, healthy, organic  Functional  Convenience & on-the- go  Refrigerated & frozen  Spirits & beer  Supplies & durables  Vet services  Grooming & boarding  Nutraceuticals, supplements & treats  Cosmetics & cosmeceuticals  Hair & skin care  Wellness  Gyms, yoga, spas  Salons & services  Small footprint, internet & non- traditional  Lifestyle & luxury brands  Discounters  Accessories  Flexible format & location  Quick service  Fast casual  Franchise RetailRestaurantsFood & Beverage OtherServices & MediaApparel & AccessoriesHealth & Beauty  Differentiated brands  Affordable luxury  Active & outdoor  Focused advertising  Technology driven platforms  Targeted content  Consumer healthcare services  Innovative household products  Leisure & hospitality  Juvenile products
  • 9.
    Mistral Equity Partners MistralFund Portfolio Composition 9 Opportunities reviewed and Fund portfolio by industry1 Fund I portfolio by industry2 1 Opportunities reviewed through 8/31/2014 Fund portfolio composition is consistent with investment themes Portfolio overview Invested capital 1262 opportunities reviewed Jamba Blueport XpresSpa Vino Volo Lovesac Worldwise Worldlynx Abe’s Shearer’s Orval Kent Country Pure #1 private label snack food company in North America Key national manufacturer of refrigerated prepared foods for retail and foodservice channels #1 provider of portion juices to the institutional food service market (primarily schools and health care facilities) #1 smoothie retailer and leading consumer brand Leading airport wine bar and wine retailer #1 wireless retail franchisee of Bell Canada Leading retailer of alternative furniture with patented products Largest airport spa retailer Owns and operates furniture.com, as well as managing a full-service e-commerce platform Leading e-commerce provider of natural and organic products Major supplier of innovative, environmentally sustainable pet products and accessories Leading provider of pet care services in the New York metropolitan area Spot
  • 10.
    Mistral Equity Partners InvestmentThemes Evident Across Portfolio Shearer’s Jamba Worldlynx Orval Kent Lovesac Country Pure Worldwise XpresSpa Blueport Vino Volo Abe’s Spot Healthy living      Convenience          Value / recession resistant      Affordable luxury    Diverse channel / retail strategy             Differentiated brands / products            10  Mistral’s thematic focus on demographic and psychographic trends, and categories within the consumer sector which stand to benefit from those trends, is evident across the portfolio. Investment themes
  • 11.
    Mistral Equity Partners FlexibleTransaction Structures 11  Mistral structures its transactions to enhance the risk-reward profile of its investments, offering flexible capital deployed in a variety of ways with the goal of accelerating a company’s growth  Focus on companies with total enterprise value less than $200 million and EBITDA less than $25 million Portfolio Company Transaction Type Transaction Structure1 Control2 Buyout Common equity, preferred equity Yes PIPE Convertible preferred equity 2 board seats; negative controls Buyout / Consolidation Subordinated debt, common equity Yes Recapitalization / Growth Subordinated debt, preferred equity, senior debt, warrants Shared Recapitalization / Growth Common equity, convertible preferred equity, warrants Yes Buyout Common equity, preferred equity Yes Buyout Common equity, preferred equity Yes Recapitalization / Growth Common equity Yes Growth Common equity Yes, with Strategic Partner Growth Convertible preferred equity 2 board seats; negative controls Growth Convertible preferred equity 1 board seat; negative controls Growth Common Equity 1 board seat; negative controls 1 Includes follow-on investments 2 Represents control at time of initial investment
  • 12.
    Mistral Equity Partners MistralDifferentiation 12  As the cornerstone of Mistral’s strategy, the Fund leveraged the experience of the Investment Team and Management Board across its portfolio to source and evaluate transaction opportunities and enhance the value of its portfolio companies Shearer’s Jamba Worldlynx Orval Kent Lovesac Country Pure Worldwise XpresSpa Blueport Vino Volo Abe’s Spot Ability to add value             Proprietary origination Advantaged due diligence Post-closing value creation Potential synergies with other portfolio cos.          Note: shaded portion of circle is intended to signify level of differentiation over other potential acquirers provided by Mistral’s Investment Team and Management Board

Editor's Notes

  • #2 Welcome to our 2011 annual meeting for Mistral Equity Partners. It is a pleasure having you all here today as well as those of you on the phone. I first want to introduce the Mistral Team-- Bill, Rob, Jeff, Beth Br., Griffin, Chris, Beth N.—Valerie Lynn, Stephanie Field and Tara Young Special thanks to Jodi Solieri for all the plans and arrangements for this meeting as well as Beth Nations for coordinating and producing the presentations today.
  • #4 Strong group of leading consumer executives with strong relationship to Mistral team Again differentiates Mistral in market and provides unique resources for sourcing and helping companies develop and meet strategic objectives Strong commitment to success
  • #6 Key Differentiator for Mistral is our strategic partnership with the Schottenstein Group and the Mgmt Board we have assembled Have the team and capacity to invest, oversee and manage Strong principal culture and all parties have made significant commitment to fund and have strong incentives to drive success Aggregate commitments in excess of $128 million
  • #10 We show this slide every year. I think it is worth noting here that we have deliberately focused on what I would call growth staples. By that I mean nothing trendy—but rather, generally speaking, areas of consumer areas ---which for different or unique reasons--- spending is continuously increasing. It is also worth noting that there have been very few quality opportunities available. When there are---- current prices, in our view, are very difficult to justify. I can elaborate on this in the Q and A if anyone wants more detail, but suffice to say we have been blown away on price several times this year.