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NEWS

September 6, 2017
Tower Three Partners Announces Controlling Investment in Parterre Flooring Systems
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Tower Three Partners Announces Controlling Investment in Parterre Flooring Systems

 

GREENWICH, Conn., Sept. 6, 2017 – Tower Three Partners (“Tower Three”), a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies, today announced that it has made a controlling investment in Parterre Flooring Systems (“Parterre” or the “Company”), a privately-held leader in the luxury vinyl tile segment of the flooring industry.

 

Founded in 1991 and headquartered in Wilmington, Massachusetts, Parterre was one of the first designers and manufactures of luxury vinyl tile, plank and sheet flooring products in the United States. Since its inception, it has grown into the leading design brand in its category, with a national sales force and distribution across a broad range of end-use segments including hospitality, retail, healthcare, multi-family and commercial real estate. The Company is uniquely positioned to meet the needs of its diverse customer base, offering more than 200 SKUs of proprietary stone and wood grain patterns and colors. In addition, Parterre has been honored with numerous awards for product design and quality, including ADEX Interior Design Best of Year; Buildings Magazine Editor’s Choice; and Floor Focus Magazine Favorite Resilient and Hard Surface Manufacturers.

 

  1. Fred Roche, President of Parterre, said, “Over the past two years, Parterre has experienced significant growth, approximately doubling in size, and we were looking for the right investment partner to help us continue on this exciting trajectory. With a successful history in the premium home interiors industry and a proven track record of applying an operationally-focused approach to partner with entrepreneurs, we are confident that Tower Three has the right team to help us reach the next phase of our Company’s growth. We look forward to working together to continue to build our unique brand and customer experience to create and deliver long-term value.”

 

Peter Fitzsimmons, Managing Director of Tower Three, said, “We are thrilled to partner with Parterre, the clear leader in vinyl flooring products. With a strong brand identity, broad product line, loyal customer following and highly talented management team, Parterre is positioned for long-term growth. We look forward to working together as we expand Parterre’s position as a leader in the industry, accelerate the introduction of unique designs to the contract community and scale the business across geographies.”

 

William D. Forrest, Managing Partner of Tower Three, said, “We see tremendous potential in Parterre and believe this is an opportune time to facilitate the transformative growth of a proven business. We look forward to leveraging our experience helping companies broaden their infrastructure to support the continued growth of Parterre.”

 

Terms of the transaction, which was completed in August 2017, were not disclosed.

 

About Tower Three Partners
Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience revitalizing businesses, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

 

Tower Three Partners works collaboratively with the management teams of its portfolio companies to prioritize and implement transformative changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Its professionals are experienced in operational improvement, revenue acceleration and mergers & acquisitions. The firm has invested in a range of businesses, including retail, consumer, automotive and telecommunications.

 

For more information, visit our website at www.towerthreepartners.com or call 203-485-5800.

 

About Parterre Flooring Systems
Founded in 1991 and headquartered in Wilmington, Massachusetts, Parterre Flooring Systems is the leading design innovator of luxury vinyl tile, plank and sheet flooring with unsurpassed quality and performance. The company offers a broad selection of premium vinyl flooring products that authentically replicate the beauty of nature in wood and stone colors and designs, as well as metallic surfaces and other unique finishes. Parterre Flooring is asbestos-free, recyclable, constructed of post-consumer and post-industrial recycled content, environmentally safe, easily installed and affordable.

 

Contacts

Tower Three Partners:

Loisann Poppo

203-485-5811

 

Media:

Eric Brielmann / Jonathan Keehner / Aura Reinhard

Joele Frank, Wilkinson Brimmer Katcher

212-355-4449

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March 2, 2017
Tower Three Partners Announces the Promotion of Philip Taub to Senior Associate
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GREENWICH, Conn., March 2, 2017 /PRNewswire/ — Tower Three Partners (“Tower Three”), a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies, today announced the promotion of Philip Taub to Senior Associate, effective immediately. Mr. Taub joined Tower Three in August 2015 and has taken on increasing levels of responsibility since that time.

 

“I am delighted to announce Philip’s promotion,” said Daniel Bellissimo, Managing Director at Tower Three. “He has been an integral member of our team during his time here, and his contributions have positively impacted Tower Three’s ability to execute on our investments. I am confident that Philip will continue to succeed in this important role.”

 

Prior to joining Tower Three, Mr. Taub was an investment banking analyst in the Mergers & Acquisitions Group at Bank of America Merrill Lynch, where he worked on a variety of buy-side and sell-side transactions across industries. He holds a B.S.B.A. in Finance and Accounting and a B.S. in Environmental Studies from Washington University in St. Louis.

 

About Tower Three Partners
Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience revitalizing businesses, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

Alongside management, Tower Three Partners prioritizes and implements transformative changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Our professionals are experienced in operational improvement, mergers & acquisitions and financial restructurings.

 

For more information, visit our website at towerthreepartners.com or call 203-485-5800.

 

Contacts

Tower Three Partners:
Loisann Poppo
203-485-5811

 

Media:
Eric Brielmann / Jonathan Keehner / Sharon Stern / Aura Reinhard
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449

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March 2, 2015
Cyrus Driver Appointed Chief Executive Officer of NTS Communications, Inc.
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LUBBOCK, Texas, March 2, 2015 – NTS Communications, Inc. (“NTS”) a regional provider of advanced communications services, today announced that Cyrus Driver has been appointed Chief Executive Officer and a member of the Board of Directors.

With over 27 years of experience in the telecommunications and high-tech industry, Mr. Driver is a seasoned executive with an impressive track record of expanding fiber-based communications services businesses. Prior to joining NTS in January 2015 as President and Chief Revenue Officer, Mr. Driver served as a Vice President of Time Warner Cable’s Business Class and was a key member of the Time Warner Cable (TWC) senior executive team for over 10 years. Most recently, he led the aggressive growth of TWC’s business class services.

“Cyrus has the unique combination of industry experience, intellect and results-orientation to drive future success at NTS,” said Michael Nold, Interim CEO and a Director of NTS. “Under Cyrus’ leadership, we are confident that NTS will further capitalize on the extraordinary opportunities that lie ahead. Since joining NTS as President, Cyrus immediately demonstrated the ability to lead the entire company. I look forward to providing continued support to Cyrus and the rest of NTS’ great team.”

Mr. Driver said, “It is an honor to lead the talented NTS team, and I appreciate how deeply everyone at this organization cares about offering the best services and support to our customers. With market-leading products and technology, great customers and growing partnerships, NTS has a strong foundation. The Company is well positioned as a regional leader in the broadband communications industry and, during my time as CEO, will remain committed to further expanding NTS’ fiber-to-the-premise (FTTP) network. I am confident in our ability to continue to build on the Company’s momentum and lead NTS into the next phase of the Company’s growth and development.”

William D. Forrest, Founder and Managing Partner of Tower Three Partners and Director of NTS, said, “This seamless transition of leadership underscores the commitment and talent of the NTS team. In Cyrus, we believe we have found the next leader to successfully grow the company and build on the strong NTS framework already in place. During this transition period, Mike has been an exceptional leader and will continue to work closely with Cyrus and the leadership team.”

About Cyrus Driver
Cyrus Driver joined the NTS senior leadership team in January 2015 as President. Mr. Driver brings to NTS over 27 years of experience in the Telecom and other high-tech industries with turn-around experience and P&L responsibility. He has overseen sales, marketing, systems engineering, R&D, care, operations, product management and launches in 13 countries. Mr. Driver previously led TWC’s business class services as the Vice President and also served as a General Manager for Voice, launching both residential Digital Phone and Business Class Phone. Prior to Time Warner, Mr. Driver served as Vice President of Product Management for Siemens Mobile USA and as Director, Worldwide Marketing of DWDM for Nortel Networks. Mr. Driver received an MBA from West Texas A&M University and a BE from Bangalore University.

About NTS, Inc.
NTS is a provider of high speed broadband services, including internet access, digital TV programming and local and long distance telephone service to residential and business customers in northern Texas and southeastern Louisiana. NTS’ Fiber-To-The-Premise (FTTP) network provides one of the fastest internet connections available. The Company currently has operations in Texas, Mississippi and Louisiana and also serves customers in Arizona, Colorado, Kansas, New Mexico and Oklahoma. For the Company’s website, please visit: www.ntscom.com.

About Tower Three Partners
Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

Alongside management, Tower Three Partners prioritizes and implements changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Our professionals are experienced in operational improvement, mergers & acquisitions and financial restructurings. For more information, visit our website at towerthreepartners.com or call 203-485-5800.

This press release contains forward-looking statements. The words or phrases “would be,” “will allow,” “intends to,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” or similar expressions are intended to identify “forward-looking statements.” NTS’ financial and operational results reflected above should not be construed by any means as representative of the current or future value of its common stock. All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the Company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature of consumer preferences; and other factors set forth in the Company’s most recently filed annual report and registration statement. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other documents that the Company files from time to time with the U.S. Securities and Exchange Commission.

Contact
NTS Contact:
Don Pittman, CFO
Tel: 806.771.1181
E-mail: don.pittman@ntscom.com

Media:
Joele Frank, Wilkinson Brimmer Katcher
Sharon Stern / Jonathan Keehner
212-355-4449

Tower Three Partners:
Loisann Poppo
203-485-5811

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September 8, 2014
The Paslin Company Names Kirk Goins Chief Executive Officer
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WARREN, Mich., Sept. 8, 2014 /PRNewswire/ — The Paslin Company, a turnkey systems integrator focused on robotic automation in the automotive market, today announced that Kirk Goins has joined the company as Chief Executive Officer. Mr. Goins succeeds Chuck Pasque, who will remain on the Board of Directors, and assist with the leadership transition.

“We are excited to welcome Kirk to the Paslin team and know that he is ideally suited to lead the Company into its next phase of growth,” said Peter Fitzsimmons, Chairman of The Board of Directors. “Kirk has a long track record of developing and implementing comprehensive strategic plans in the automotive industry. His leadership skills and strong operational expertise is another important piece of the puzzle to accelerating Paslin’s growth. I look forward to working closely with Kirk and the Paslin management team.”

Mr. Fitzsimmons also added, “On behalf of the Company and the Paslin Board of Directors, I also want to express deep appreciation and respect to Chuck Pasque, together with his brother Danny and the Pasque family, for building Paslin into the successful business that it is today. The Pasques founded this company in 1937 and have worked relentlessly over the decades to mold it to adapt to any automotive market. I am grateful that Chuck will remain on our Board of Directors.”

“I am honored to be joining Paslin as the Chief Executive Officer,” commented Kirk Goins. “With the support of a strong team of talented leaders, the Pasque family has overseen the development of a superior company and I am committed to building on this foundation. This is an exciting time for Paslin – we are expanding capabilities and offerings to meet customer’s individual needs in the ever-changing automotive market, while providing the same experience and level of service customers have come to expect. Paslin has made significant strides, demonstrating the Company’s commitment to capitalizing on the valuable expertise and resources available to the Company. I am excited to work with the Paslin management team and Tower Three to accelerate the Company’s growth locally and nationally to provide enhanced benefits and opportunities for our valued customers.”

Kirk Goins Background
Before joining Paslin, Mr. Goins was Chief Executive Officer of Comau in North America. Comau Inc. is a global leader in manufacturing assembly systems that is based in Italy. Prior to his position as North American CEO, Mr. Goins held the position of Chief Operating Officer of Comau’s NAFTA Body Welding unit.

Prior to working at Comau, Mr. Goins held various senior executive positions at ABB Inc., including leadership roles in regional management for the robotics group, with responsibilities for body welding, paint automation, powertrain assembly and press automation systems. Earlier in his career, Mr. Goins also worked for Allen-Bradley.

Mr. Goins has a BS degree in Mechanical Engineering from Michigan State University and has participated in the executive education program at IMD Business School.

About The Paslin Company
Paslin is a full service process, design and build organization. Paslin provides leading edge manufacturing equipment to the global market, while creating cost effective manufacturing solutions that address customers’ needs. A recognized leader in the construction and integration of manufacturing assembly and automation systems, Paslin currently employs approximately 475 people and has over 500,000 square feet of manufacturing space located at three different facilities in Warren, Michigan.

About Tower Three Partners
Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience revitalizing businesses, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

Alongside management, Tower Three Partners prioritizes and implements transformative changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Its professionals are experienced in operational improvement, mergers & acquisitions and financial restructurings.

For more information, visit Tower Three Partners’ website at towerthreepartners.com or call 203-485-5800.

Contacts
Jonathan Keehner / Casey Landau
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449

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June 6, 2014
NTS, Inc. Announces Successful Completion of Previously Announced Acquisition
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LUBBOCK, Texas – June 6, 2014 – NTS, Inc. (“NTS”) a regional provider of advanced communications services, today announced the successful completion of its previously announced transaction, whereby an affiliate of Tower Three Partners LLC (“Tower Three”), a leading operationally oriented private equity firm that invests in U.S.-based middle market companies, will acquire NTS.

As part of the transaction, NTS will become a privately held company and an affiliate of Tower Three will acquire all outstanding shares of NTS common stock, other than specified shares held by Guy Nissenson, NTS’ Chairman, President and CEO, for $2.00 per share in cash.

“The closing of this transaction marks an exciting new chapter for NTS,” said Guy Nissenson, Chairman, President and CEO of NTS. “We could not imagine a better partner than Tower Three to help evolve and expand the Company to best serve our customers and further NTS’ strong growth trajectory into new markets. I want to take this opportunity to thank our employees, who have been steadfast in their commitment to the Company. With their hard work and commitment, NTS has built a world-class, fiber-based communications network with unrivaled speed. Reliably delivering light-speed connectivity, fiber-based networks are revolutionizing the convergence of voice, data and video services and we are proud to be leading the charge in our regions.”

“We are excited to announce the completion of this transaction,” said Michael Nold, Managing Director of Tower Three. “NTS has emerged as a clear leader in the rapidly expanding broadband communications industry. With its high-speed, best-in-class network, NTS is poised for significant growth. We look forward to partnering with NTS’ employees and the management team to expand the company’s capabilities and continue to provide excellent customer service.”

Daniel Bellissimo, Managing Director of Tower Three added, “We are fully committed to helping NTS drive growth throughout the region and will focus on continuing to provide the fastest and most dependable Fiber-To-The-User communications to all of NTS’ valued business and residential customers. Having emerged as a regional leader, NTS will continue to enhance its robust network and provide an expanded set of high-value services to its customers.”

About NTS, Inc.

Headquartered in Lubbock, Texas, NTS is a provider of high speed broadband services, including internet access, digital TV and other services to residential and business customers in northern Texas and southeastern Louisiana. NTS’ Fiber-To-The-Premise (FTTP) network provides one of the fastest internet connections available. The Company currently has operations in Texas, Mississippi and Louisiana and also serves customers in Arizona, Colorado, Kansas, New Mexico and Oklahoma. For the Company’s website, please visit: www.ntscom.com.

About Tower Three Partners

Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

Alongside management, Tower Three Partners prioritizes and implements changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Our professionals are experienced in operational improvement, mergers & acquisitions and financial restructurings.

For more information, visit our website at towerthreepartners.com or call 203-485-5800.

This press release contains forward-looking statements. The words or phrases “would be,” “will allow,” “intends to,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” or similar expressions are intended to identify “forward-looking statements.” NTS’ financial and operational results reflected above should not be construed by any means as representative of the current or future value of its common stock. All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the Company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature of consumer preferences; and other factors set forth in the Company’s most recently filed annual report and registration statement. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other documents that the Company files from time to time with the U.S. Securities and Exchange Commission.

Contact
NTS Contact:
Niv Krikov, CFO
Tel: 1.806.771.1181
E-mail: niv@ntscominc.com

Media:
Joele Frank, Wilkinson Brimmer Katcher
Jonathan Keehner / Gabrielle Miller
212-355-4449

Tower Three Partners:
Loisann Poppo
203-485-5811

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March 5, 2014
Heritage Golf Group Announces Majority Investment from Tower Three Partners
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Heritage Golf Group Announces Majority Investment from Tower Three Partners  

Investment to Further Enhance Member Experience and Expand Portfolio of Best-in-Class Properties

Heritage Recapitalized as Part of Tower Three Investment

SAN DIEGO, CA, March 5, 2014 – Heritage Golf Group, a leading owner and operator of premier private, resort and daily fee golf properties, today announced that it has been recapitalized as part of a majority investment from Tower Three Partners, a leading operationally-oriented private equity firm.

“We are very excited to announce a new partnership with Tower Three Partners,” said Bob Husband, President and Chief Executive Officer of Heritage.  “Our members, guests and employees will benefit from the resources of Tower Three.  With Tower Three’s sponsorship and strategic insight, we are well positioned to continue distinguishing Heritage by offering an outstanding golf experience and uncompromising service.”

“Tower Three is aligned with Bob Husband and the Heritage leadership team in our collective vision of providing a truly world-class golf and club experience,” said Mike Nold, Managing Director of Tower Three Partners.  “Through this partnership, we are poised to expand, through acquisition, Heritage’s already impressive portfolio of acclaimed properties and further the extensive offerings currently available to members and guests.”

“Bob Husband and the entire Heritage team are relentless in their pursuit of the highest service standards and, working together, we will drive Heritage to even greater heights,” said Bill Forrest, Founder of Tower Three Partners.  “Tower Three stands ready to support Heritage’s mission of enhancing the member experience and developing its portfolio of best-in-class golf properties across the United States.”

Related to the recapitalization, and now operating from a stronger financial position, Heritage is enabled to further upgrade the experience of members and guests through improvements across the portfolio. 

About Heritage Golf Group

Heritage Golf Group, which was established in 1999, is a leading owner and operator of premier private, resort and daily fee golf properties across the United States. The Heritage portfolio represents some of the most well-known and acclaimed golf properties spanning Texas, Florida, and South Carolina. The company, led by Bob Husband, President and CEO, distinguishes itself through its dedication to unrivaled golf and uncompromising service with over 100 years of collective experience as business professionals and golfers.

For more information, please visit www.heritagegolfgroup.com.  

About Tower Three Partners

Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience revitalizing businesses, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

Alongside management, Tower Three Partners prioritizes and implements transformative changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Our professionals are experienced in operational improvement, mergers & acquisitions and financial restructurings. 

For more information, visit our website at towerthreepartners.com or call 203-485-5800.

 

Contact

Tower Three Partners:

Loisann Poppo

203-485-5811

 

Media:

Jonathan Keehner / Becky McClain / Gabrielle Miller

Joele Frank, Wilkinson Brimmer Katcher

212-355-4449

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February 25, 2014
Tower Three Partners Makes Investment in The Paslin Company
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Greenwich, CT, Feb. 25, 2014 /PRNewswire/– Tower Three Partners, a leading operationally-oriented private equity firm that invests in U.S.-based middle market companies, today announced that it has made an investment in The Paslin Company (“Paslin” or the “Company”), a privately held automotive business headquartered in Warren, Michigan.

The Paslin Company, founded by the Pasque family in 1936, designs, assembles and integrates robotic assembly lines for Tier One and OEM, or original equipment manufacturer, automotive companies. The Company is recognized throughout the automotive industry for effectively partnering with customers and suppliers, and its ability to provide both sophisticated systems design and state-of-the-art manufacturing capability.

Chuck Pasque, CEO of Paslin, said, “We are excited to have Tower Three Partners join us as our financial and operating partner.  We look forward to working with the Tower Three team, whose investing experience, strategic operating expertise and resources will help us achieve our long-term potential as we continue to develop and grow our business. With the support of a seasoned financial sponsor, Paslin is well-positioned to continue developing new services lines and expanding geographically.”

“We have been impressed by Paslin’s ability to perform well in any economic environment, as well as the Company’s longstanding commitment to growing its business by working closely with customers to meet their needs in an ever-changing automotive market,” said Peter Fitzsimmons, Managing Director at Tower Three Partners. “We look forward to rolling up our sleeves with Paslin’s strong management team to continue the Company’s profitable growth.”

“We are committed to supporting Paslin’s strategy and remain dedicated to further enhancing the business,” said Bill Forrest, Founder and Managing Partner of Tower Three Partners. “Paslin is exactly the kind of mid-size company for which Tower Three Partner’s ability to be a catalyst for growth is well-suited. We are excited to work with the Company and its customers to create further value in the marketplace.”

Terms of the transaction, which was completed in November 2013, were not disclosed.

About The Paslin Company

The Paslin Company is a full service process, design and build organization. Paslin provides leading edge manufacturing equipment to the global market, while creating cost cutting solutions where feasible. A recognized leader in the construction and integration of manufacturing assembly and automation systems, Paslin currently employs approximately 700 people and has over 750,000 square feet of manufacturing space located at three different facilities throughout Warren, Michigan.

About Tower Three Partners

Tower Three Partners is a leading operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies. With long-term committed capital from major institutional investors and a senior management team that collectively has decades of experience revitalizing businesses, the firm targets equity investments of $50M to $150M that provide a catalyst for growth.

Alongside management, Tower Three Partners prioritizes and implements transformative changes in operations, strategy, growth and/or capital structure to significantly improve business performance. Our professionals are experienced in operational improvement, mergers & acquisitions and financial restructurings.

 For more information, visit our website at towerthreepartners.com or call 203-485-5800.

 

Contacts

Jonathan Keehner / Gabrielle Miller

Joele Frank, Wilkinson Brimmer Katcher

212-355-4449

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October 21, 2013
NTS, INC. TO BE ACQUIRED FOR $2.00 PER SHARE BY TOWER THREE PARTNERS LLC
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Lubbock, TX – October 21, 2013NTS, Inc. (NYSE MKT/TASE: NTS) (“NTS” or “the Company”), a leading regional provider of integrated communications, announces that it has entered into a definitive merger agreement with affiliates of private equity firm Tower Three Partners LLC (“Tower Three”). Upon completion of the transaction, NTS will be a privately held company.

Under the terms of the merger agreement, an affiliate of Tower Three will acquire all outstanding shares of NTS common stock (other than certain shares held by Guy Nissenson, the Company’s Chairman, President and CEO) for $2.00 per share in cash.

A Special Committee of the NTS Board of Directors, comprised of three independent directors (Jeffrey E. Eberwein, Don Carlos Bell III and Richard K. Coleman, Jr.), and advised by an independent legal advisor, negotiated the transaction and recommended it to the full NTS Board of Directors. The full NTS Board of Directors, other than Guy Nissenson, who abstained from voting, unanimously approved the merger agreement. The purchase price represents a premium of 27% over NTS’ closing share price on October 18, 2013 and a premium of 24% over NTS’ average closing share price for the 30 trading days ending on October 18, 2013.

Guy Nissenson, Chairman, President and CEO of NTS commented, “This is great news for the Company, our shareholders, and our customers.  For the past five years, we have focused on the successful roll out of our state-of-the-art fiber network in secondary markets in Texas and Louisiana.  This transaction is a testament to the hard work and dedication of our employees.”

“We believe that Tower Three has the financial resources and expertise to further accelerate NTS’ profitable growth through network expansion and improved service offerings.”

Independent Director and Chairman of the NTS Special Committee, Jeffrey Eberwein commented, “Throughout this process, the Special Committee and the Board have been steadfastly committed to maximizing shareholder value and we believe this transaction appropriately recognizes the value of NTS’ business and provides our stockholders with a meaningful cash premium based on the current stock price.”

Bill Forrest, Founder of Tower Three, further stated, “NTS is positioned to be the market leader in the geographies it serves, and it is at a transition point in its evolution.  Tower Three is well-suited and eager to help accelerate this transition and further fuel NTS’ growth trajectory.”

Michael Nold, Managing Director of Tower Three said, “Fiber-based, broadband communications is enabling the highest-value convergence of voice, video, and data for all end-users. With its differentiated fiber network in underserved markets, NTS has emerged as a regional leader. Tower Three is committed to helping NTS accelerate growth through network expansion and expanded capabilities to optimally serve its customers.”

The transaction is subject to the approval of a majority of NTS’ shareholders, regulatory approvals, and other customary closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.  The merger agreement provides for a “go-shop” period of 30 days, during which the Company and its representatives may solicit alternative proposals. There can be no assurance that this process will result in a superior alternative proposal.  In addition, Mr. Nissenson has entered into a voting agreement in which he has agreed to vote all shares over which he has voting power in favor of the merger. If there is no superior alternative proposal, the transaction is expected to close in the first quarter of 2014.

Oberon Securities LLC is serving as NTS’ financial advisor. Olshan Frome Wolosky LLP is acting as counsel for the Special Committee and Sichenzia Ross Friedman Ference LLP as counsel for the Company.  Weil, Gotshal & Manges LLP is acting as Tower Three’s legal advisor.

About NTS, Inc.

NTS is a provider of high speed broadband services, including internet access, digital cable TV programming and local and long distance telephone service to residential and business customers in northern Texas and southeastern Louisiana.  NTS’ Fiber-To-The-Premise (FTTP) network provides one of the fastest internet connections available.  The Company currently has operations in Texas, Mississippi and Louisiana and also serves customers in Arizona, Colorado, Kansas, New Mexico and Oklahoma.  For the Company’s website, please visit: www.ntscom.com.

About Tower Three Partners, LLC

Tower Three Partners is an operationally-oriented private equity firm that invests in a concentrated portfolio of U.S.-based middle market companies.  With long-term committed capital from major institutional investors, the firm targets equity investments of $50M to $150M.  Alongside management, Tower Three prioritizes and implements transformative improvements in growth, strategy, operations and/or capital structure to significantly increase business performance.

 

This press release contains forward-looking statements. The words or phrases “would be,” “will allow,” “intends to,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” or similar expressions are intended to identify “forward-looking statements.” NTS’ financial and operational results reflected above should not be construed by any means as representative of the current or future value of its common stock. All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the Company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature of consumer preferences; and other factors set forth in the Company’s most recently filed annual report and registration statement. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other documents that the Company files from time to time with the U.S. Securities and Exchange Commission.

Contact Details:

Investor Relations ContactJohn G. Nesbett/Jennifer Belodeau Institutional Marketing Services (IMS)Tel: 1.203.972.9200. E-mail: jnesbett@institutionalms.com Company Contact Niv Krikov, CFO Tel: 1.806.771.1181 E-mail: niv@ntscominc.com

 

 

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October 7, 2013
Restoration Hardware Backer Tower Three Sells Remaining Stake
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Restoration Hardware Holdings Inc. investor Tower Three Partners LLC has agreed to sell its remaining 3.9 million-share stake in the retailer, marking an exit for the buyout firms that bought the luxury-home-furnishings company in 2008.

Underwriter Bank of America Merrill Lynch is seeking $62.70 to $63 each for the shares, according to marketing materials, which would value the offering at up to $245 million. Restoration Hardware’s private-equity backers have been cashing out amid a 90% rally in the stock this year.

People familiar with the deal said the stake represents the balance of Tower Three’s holdings in the company. A Tower Three representative declined to comment.

Last week, private-equity firm Catterton Partners sold 4 million shares of Restoration Hardware, according to a filing. Hedge fund firm Glenhill Capital, another large holder, sold an additional 1 million shares about the same time, a person familiar with the matter said. Both offerings, run by Morgan Stanley, priced at $62 a share and represented the remaining stakes in the retailer held by those firms, Catterton, Tower Three and Restoration Hardware’s chief executive led a group taking the company public for about $177 million, as the housing crash crimped the company’s profits. Since returning to public ownership in a November initial public offering, the company’s stock-market value has increased to about $2.6 billion, according to FactSet data.

The buyout group and executives sold $560 million worth of stock in July and $499 million in equity in late May.

Restoration Hardware’s shares were down 2.2% at $62.75 in after-hours trading Monday. Large stock sales often typically price at a discount to the shares’ latest close, to entice buyers and compensate them for the risk the shares could fall

re and represented the remaining stakes in the retailer held by those firms, the person said.

 

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