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AF Acquisition Corp.

Sponsors: AF Sponsor
Underwriter: Cowen and Company
Raised
$224M
CIK
1841661
Focus
Consumer, Food, Beverage, Healthcare, Wellness, Pet Care, Beauty
External link: SEC Filings

SPAC Team

Leadership

Andrew Scharf, our Chairman and President since our formation, January 12, 2021, has been a Principal of Scharf Brothers since 2010 and currently serves as its Chief Investment Officer. In his role at Scharf Brothers, Mr. Scharf oversees a portfolio of the company’s private investments, public equities and real estate. He began his career as an investment banker at PJ Solomon from 2007 to 2009, where he analyzed and advised companies in the food, beverage, retail, consumer and industrial sectors. Mr. Scharf has over 10 years of investment experience, including in public and private equity markets and in the consumer sector. Mr. Scharf is currently a board member of Four Sigmatic, one of the fastest growing adaptogen and mushroom-based supplement and nutrition companies in the United States. He is also an investor in LOLA, a rapidly-growing female focused better-for-you wellness company. Additionally, Mr. Scharf led Scharf Brothers’ seed investment in OurCrowd, which is now the world’s largest equity crowdfunding platform for high-growth companies, having raised over $1.5 billion for over 200 rapidly growing businesses in a variety of sectors. From 2010 to 2014, Mr. Scharf also served as Vice President of OurCrowd, working closely with the founders to develop the company’s strategy and growth. Since 2018, he has also been an analyst at LH Financial Services, where he analyzes and advises on certain investment opportunities. He previously served as a Member of the Investment Committee for the Wharton Impact Investment Fund at the Wharton School of Business at the University of Pennsylvania. Mr. Scharf graduated from the University of Pennsylvania and is an active leader of and participant in many not-for-profit and charitable endeavors. We believe Mr. Scharf is qualified to serve on our board because of his deep knowledge of public and private capital markets, investment track record and financial acumen.

Jordan Gaspar, our Chief Executive Officer and director since our formation, January 12, 2021, has over a decade of successful venture investment experience and has been the Managing Partner of AF Ventures since its founding in 2014. Ms. Gaspar has built AF Ventures, a 100% woman-owned and operated fund, from the ground up into the most active fund investing in packaged food and beverage today. She has spearheaded investments into some of the fastest growing and most well-recognized food and beverage brands today including Alpha Foods, Four Sigmatic, and Harmless Harvest, among others. She has also overseen AF Ventures’ entrance into new verticals such as personal care, as demonstrated by AF Ventures’ investment in LOLA. Over several years of investment activity, Ms. Gaspar has established strong partnerships with stakeholders across the consumer landscape including multinational food companies, distribution businesses, brand founders, entrepreneurs, marketing experts, and third-party service providers. Prior to founding AF Ventures, Ms. Gaspar was an attorney at Morrison Cohen LLP where she advised venture and private equity firms and their portfolio companies, as well as SPACs, on acquisitions, sales, mergers, and financings. She graduated from Columbia College and received her J.D. from Fordham Law School. Ms. Gaspar currently sits on the board or acts as a board observer to several innovative, better-for-you consumer products companies including Alpha Foods, Clio, Four Sigmatic, KidFresh, Koia, LOLA, Proud Source Water and Gainful. We believe Ms. Gaspar is qualified to serve on our board because of her proven investing track record in the better-for-you food and beverage industry, her fund-building experience, and her widespread network across the consumer ecosystem, from distributors to retailers and third-party service providers.

Christopher Bradley, our Chief Financial Officer and Secretary since inception, is a Managing Director at Mistral, which he joined in 2008. Mr. Bradley brings over 20 years of experience identifying acquisition candidates, due diligence experience including accounting and financial modeling acumen, and a background in deal structuring. He currently serves as the Chief Financial Officer and Secretary of Tastemaker Acquisition Corp. (NASDAQ: TMKRU), a blank check company that completed its $276 million initial public offering on January 12, 2021, and Haymaker III, a blank check company that initially filed a registration statement for its initial public offering February 12, 2021. From 2019 until its business combination in December of 2020, Mr. Bradley served as the Chief Financial Officer and Secretary of Haymaker II. From 2017 until its business combination in March 2019, he was an officer of Haymaker I. In 2016, Mr. Bradley co-founded and has since served as a member of the board of directors of The Beacon Consumer Incubator Fund, a venture capital fund that invests in consumer technology companies. Mr. Bradley has also previously served on the board of directors of Creminelli Fine Meats, LLC, a privately held premium-priced charcuterie wholesaler, from 2016 to January 2020, The Lovesac Company, Inc. (NASDAQ: LOVE) from 2010 to 2018, Country Pure Foods from 2010 to 2014, Bout Time Wine LLC from 2014 to 2015 and Xpress Spa Group, Inc from 2012 to 2014. Mr. Bradley has also guided Mistral portfolio companies in an operational role and, through Mistral, served on the board of Jamba, Inc. (NASDAQ: JMBA) from 2009 to 2013. Prior to Mistral, Mr. Bradley served as an investment banker at Banc of America Securities from 2005 to 2006, a Manager in Burger King’s strategy group in 2004, and a Manager at PricewaterhouseCoopers management consulting practice from 1999 to 2004. Mr. Bradley earned an A.B. from the University of Chicago and an M.B.A. from The Harvard Business School.

Andrew R. Heyer, will serve as one of our directors upon the effectiveness of this registration statement. Mr. Heyer is a finance professional with over 40 years of experience investing in the consumer and consumer-related products and services industries, as well as a senior banker in leveraged finance during which time his clients included many large private equity firms. Mr. Heyer currently serves as President and Director of Haymaker III, which initially filed a registration statement for its initial public offering in February 2021 but has not yet completed its offering. He also served as President and Director of Haymaker II until it completed its business combination in December 2020 with GPM Investments, LLC (“GPM”) and ARKO Holdings Ltd. (“ARKO Holdings”), which together merged under a new name, ARKO Corp. (“ARKO”) (NASDAQ: ARKO) as part of the business combination, and has since remained on its board since such time thereafter serving on its board of directors as Director. Mr. Heyer was President and Director of Haymaker I until it completed its business combination with OneSpaWorld Holdings in March 2019, and has since remained on its board since such time. Mr. Heyer is the Chief Executive Officer and Founder of Mistral Equity Partners (“Mistral”), a private equity fund manager that invests in the consumer industry, which Mr. Heyer founded in 2007. Prior to founding Mistral, from 2000 to 2007, Mr. Heyer served as a Founding Managing Partner and a member of the Investment Committee of Trimaran Capital Partners, a $1.3 billion private equity fund. Mr. Heyer was formerly a vice chairman of CIBC World Markets Corp. and a co-head of the CIBC Argosy Merchant Banking Funds from 1995 to 2001. Prior to joining CIBC World Markets Corp. in 1995, Mr. Heyer was a founder and Managing Director of The Argosy Group L.P. from 1990 to 1995. Before Argosy, from 1984 to 1990, Mr. Heyer was a Managing Director at Drexel Burnham Lambert Incorporated and, previous to that, he worked at Shearson/American Express. Mr. Heyer currently serves on the board of Tastemaker Acquisition Corp. (NASDAQ: TMKRU), a blank check company which completed its $276 million initial public offering on January 12, 2021. Mr. Heyer also serves on the board of several private companies owned in whole or in part by Mistral, including Worldwise, Inc., a pet accessories business since 2011, and The Lovesac Company, Inc. (NASDAQ: LOVE), a branded omni-channel retailer of technology-forward furniture, since 2010. Mr. Heyer has also served on the board of Insomnia Cookies, a retailer of desserts open primarily in the evening and nighttime, and on the investment committee of AF Ventures, an investor in high-growth consumer product companies. In the past, Mr. Heyer has served as a director of The Hain Celestial Group, Inc. (NASDAQ: HAIN), a natural and organic food and products company, from 1993 to 2009 and 2012 to 2019, XpresSpa Group, Inc. from 2016 to 2019, Las Vegas Sands Corp., a casino company, from 2006 to 2008, El Pollo Loco Holdings, Inc., a casual Mexican restaurant, from 2005 to 2008, and Reddy Ice Holdings, Inc., a manufacturer of packaged ice products, from 2003 to 2006. Mr. Heyer received his B.Sc. in Accounting and M.B.A. from the Wharton School of the University of Pennsylvania, graduating magna cum laude. Mr. Heyer is qualified to serve as a director due to his extensive finance, investment and operations experience, particularly in the consumer and consumer-related products and services industries.

Mary Fox will serve as one of our directors upon the effectiveness of this registration statement. Ms. Fox is a seasoned global executive with more than 25 years of experience working with consumer goods companies. Ms. Fox currently sits on the board of directors for The Lovesac Company (NASDAQ:LOVE) and serves as chair of its Compensation Committee and a member of its Nominating Committee. She also sits on the board of Cosmetic Executive Women, Inc., a non-profit professional organization of companies in the beauty and retail industries. Since 2018, she has served as General Manager for North America Consumer Products at BIC. Before she joined BIC, Ms. Fox served as Senior Vice President, Future of Retail at L’Oreal from 2012 to 2018 with responsibilities across L’Oreal’s ecommerce, new business development, and business transformation departments. Prior to joining L’Oreal, she has held several senior leadership positions at Walmart in both the United States and International divisions, including co-founding the Sustainable Apparel Coalition (SAC) in 2009 with Patagonia, which is now the leading apparel, footwear, and textile coalition focused on sustainable production. Ms. Fox graduated from Coventry University in the United Kingdom and holds a degree in manufacturing engineering and business studies. We believe Ms. Fox is qualified to serve on our board because of her substantial experience in consumer products, ecommerce and sustainability.

Nola Weinstein, one of our independent director nominees , is experienced in digital content strategy, content marketing, and scaled influencer activations, and has been Global Head of Culture and Brand Experience at Twitter since 2018. Prior to joining Twitter, Ms. Weinstein was Editor-in-Chief/VP of Content at Mode Media (formerly Glam Media) from 2008 to 2014 where she oversaw content creation and curation strategy. She created integrated marketing campaigns and scaled influencer programs for brands like Target, P&G, Unilever, American Express, Kohl’s, Kimberly-Clark, Diageo, and Kellogg’s. Ms. Weinstein presently serves as a member of the Guggenheim Technology & Innovation Council and The Getty Digital Advisory Council, and previously served as a member of the Coca-Cola Scholars Foundation Alumni Advisory Board. She is a graduate of Emory University and the Columbia University Graduate School of Journalism. We believe Ms. Weinstein is qualified to serve on our board because of her of the extensive consumer marketing experience.

Advisors

Richard Galanti will serve as a member of our advisory board . Mr. Galanti is the Chief Financial Officer and Director of Costco Wholesale Corporation, where he has held various management positions since joining the company in 1984. Mr. Galanti previously served on the Board of the Federal Reserve Bank of San Francisco; and has been on the Foster School of Business Executive Education Advisory Board since 2000.

Marisa Bertha will serve as a member of our advisory board . Ms. Bertha has been the Senior Director of New Business Development & 7-Ventures at 7-Eleven, Inc. since 2013. Ms. Bertha manages discovery, testing and investing in emerging consumer brands to identify and capitalize on shifting consumer preferences in the food and beverage categories. She has deep knowledge in retail, distribution, and consumer trends and maintains a vast network in the consumer packaged goods ecosystem.

Kent Pilakowski will serve as a member of our advisory board . Mr. Pilakowski is a seasoned consumer packaged goods executive, having spent more than 25 years exclusively in the food space. Mr. Pilakowski started his career at General Mills and held several positions before ultimately serving as Head of Sales, Trade Marketing and Category Management for the Organic Food Division (Small Planet Foods). Mr. Pilakowski later left Mills to form IGNITE Sales Management in 2007 with no outside capital and a team of one. The company has collaborated with brands such as Oatly, Beyond Meat, Talenti Gelato, Spindrift, Essentia water and Blake’s All Natural, and was successfully sold to Acosta Sales and Marketing. He currently serves on the boards of Essentia Water, High Key and So Good So You.

Swan Sit will serve as a member of our advisory board . Ms. Sit has extensive experience in digital, marketing and strategy. From February 2018 to July 2019, Ms. Sit held two key roles at Nike: Head of Global Digital Marketing during the Emmy-winning “Dream Crazy” campaign featuring Colin Kaepernick, and VP of Digital Capabilities, Operations, Product, Supply Chain and Service for the NA eCommerce business. She led digital at Revlon and Elizabeth Arden, and ran online strategy for the Esteé Lauder Companies and consulted at Bain. She was selected as a Brand Innovators 40 under 40 and Marketing Woman to Watch. Ms. Sit currently serves on the boards of Edgewell, Novabay and Far Niente, is the owner and consultant at Swan Sit LLC and is an operating partner with AF Ventures.

Joe Tracy will serve as a member of our advisory board . Mr. Tracy is the Chief Executive Officer of DOT Foods, where he has held various management positions since joining the company in 1987, including Chief Operating Officer and President. Joe currently serves on the Boards of DOT Foods, Mayer Electric Supply Co., and Omnicable. He also serves as a trustee for Quincy University and J^2 Family Foundation. Joe was a founding member of the Tracy Family Foundation.