Banner Acquisition Corp.
- Registration2021-07-14 Filed S1
- IPO2021-09-09 IPO, search begins
- Definitive AgreementNo merger agreement yet
- Failed2023-05-22 Merger Failed
- SPAC Ticker
- Healthcare, Education, Business Services
Christopher Christensen will serve as the Chairman of our Board . Mr. Christensen is the co-founder and Executive Chairman of The Ensign Group, Inc. (“Ensign”; NASDAQ: ENSG), a leading publicly-traded operator in the skilled nursing sector. Mr. Christensen previously served as President of Ensign from 1999 to 2006 and as Chief Executive Officer of Ensign from 2006 to 2019. During his terms as Chief Executive Officer and Executive Chairman, Ensign completed more than 160 acquisitions, and successfully spun off its real estate assets into CareTrust REIT, Inc. (“CareTrust REIT”; NASDAQ: CTRE) and its home health, hospice and assisted living assets into The Pennant Group, Inc. (“Pennant”, NASDAQ: PNTG), which has executed 10 acquisitions since March 2020. Ensign and Pennant have realized stock returns of over 2,000% and 150%, representing compound annual growth rates of 25% and 71%, since the IPO in November 2007 and spin-off in June 2014, respectively, as of June 24, 2021. As of June 24, 2021, Ensign and Pennant had market capitalizations of approximately $4.8 billion and $1.2 billion, respectively. An investor who purchased a share of Ensign stock in its IPO and held such investment continuously would currently own two shares of Ensign stock as a result of its stock split in 2015, and one share of each of CareTrust REIT and Pennant as a result of their respective spin-offs from Ensign. These shares of stock had an aggregate market value of $240.01 as of June 24, 2021, which would represent a 15.0x multiple of invested capital compared to the Ensign IPO price of $16.00 per share. Prior to forming Ensign, Mr. Christensen served as Chief Operating Officer of Covenant Care, Inc., a California-based provider of skilled nursing and rehabilitation services. Mr. Christensen received a Bachelor of Science in Economics from Brigham Young University. He is well qualified to serve on our Board of Directors as our Chairman due to his extensive experience leading a public company, including experience with M&A and spin-off transactions.
Tanner Ainge has been our Chief Executive Officer and a member of our Board of Directors since inception. Mr. Ainge is the Managing Partner of Banner Ventures, a private investment firm where his primary responsibilities include sourcing, underwriting, and overseeing a portfolio of private equity and growth-stage investments on behalf of a close-knit group of family offices and successful entrepreneurs. He most recently co-led a $52 million investment into Pattern, Inc. (“Pattern”), a rapidly growing provider of global e-Commerce solutions. From July 2018 to March 2020, Mr. Ainge led the mergers and acquisitions strategy for Outbox Systems, Inc. (d.b.a. “Simplus”), a Salesforce implementation partner, including acquisitions in Europe and Asia and eventual merger of Simplus with Infosys Ltd. (NYSE: INFY) in March 2020. From July 2013 to August 2015, Mr. Ainge served as an executive of Ensign, where he managed the company’s acquisition pipeline and process, and then served as General Counsel of CareTrust REIT following its spin-off from Ensign. Mr. Ainge began his career in mergers and acquisitions with private equity firm HGGC LLC and later with the global law firm Kirkland & Ellis LLP. He is also a judge advocate in the Utah National Guard and was appointed to the Governor’s Economic Development Board for the State of Utah in 2021. Mr. Ainge received a Bachelor of Arts in International Studies from Brigham Young University and a Juris Doctor from Northwestern University School of Law. He is well-qualified to serve as our Chief Executive Officer and on our Board of Directors due to his extensive finance, investment, M&A and advisory experience across numerous industries.
Greg Woodward has been our Chief Financial Officer and a member of our Board of Directors since inception. Mr. Woodward is a private investor, advisor and Operating Executive with Banner Ventures. From January 2017 to February 2018, Mr. Woodward was the Chief Financial Officer for Sorenson Media, Inc., an internet and television advertising company. Following Mr. Woodward’s departure, Sorenson Media, Inc. filed for bankruptcy protection in October 2018. From April 2013 to January 2017, he was the Chief Financial Officer for Pluralsight, Inc. (“Pluralsight”), an online technology training company, where he oversaw eight acquisitions and a $135 million round of venture financing, resulting in triple-digit growth in revenue and employee headcount. Prior to joining Pluralsight, Mr. Woodward was a Senior Vice President of private equity firm HGGC LLC from 2008 to 2012. Mr. Woodward received a Bachelor of Science in Accounting from Utah Valley State College and a Master of Professional Accountancy from the University of Utah. He is well-qualified to serve as our Chief Financial Officer and on our Board of Directors due to his extensive finance, investment and advisory background with growth stage companies.
Tyler Price will serve as a Vice President of Banner Acquisition Corp. Mr. Price is a Vice President of Banner Ventures, where his primary responsibilities include sourcing, underwriting, and deal execution. From June 2019 to May 2021, Mr. Price led Corporate Development for Lucid Software, Inc. (“Lucid Software”), a privately-held, visual collaboration software-as-a-service business. While at Lucid Software, Mr. Price oversaw the divestiture of its Lucidpress division to Charles Thayne Capital LLC. Prior to joining Lucid Software, Mr. Price was an Associate at Tower Arch Capital LLC (“Tower Arch Capital”), a Utah-based private equity firm from February 2017 to June 2019. While at Tower Arch Capital, Mr. Price worked on transactions and portfolio support across various industries, including business services, oil and gas, telecom, and building products. Mr. Price began his career in New York City in investment banking at Citigroup Inc.’s Global Industrial Group from June 2015 to February 2017. Mr. Price received a Bachelor of Science in Finance from Brigham Young University.
Jerry Coleman will serve as a Director on our Board . Mr. Coleman is an experienced investor and entrepreneur within the residential ecosystem who has created innovative business models in housing, technology and renewable energy. He is the founder and Chairman of Elevation Home Energy Solutions, Inc., a leading residential provider of renewable energy products and services. In 2015, he co-founded Chandler, AZ-based Offerpad, Inc. (“Offerpad”), a premium online platform that revolutionizes how people sell their homes by eliminating the hassle and uncertainty of the traditional home selling process. OfferPad recently announced a business combination with Supernova Partners Acquisition Company with a post-transaction equity value of $3.0 billion. In 2012, Mr. Coleman co-founded Invitation Homes Inc., which with backing from Blackstone assembled the largest portfolio of single family homes in U.S. history and raised $1.5 billion in its initial public offering in 2017. Mr. Coleman received a Bachelor of Science in Accounting from the W.P. Carey School of Business at Arizona State University and a Juris Doctor from the J. Reuben Clark Law School at Brigham Young University. He is well qualified to serve on our Board of Directors due to his business experience and extensive background with growth stage companies.
Thomas Costello will serve as a member of our Board of Directors as of the effective date of the registration statement of which this prospectus forms a part. Mr. Costello is currently a Managing Director at Duchossois Capital Management LLC (“DCM”), a privately held, family-owned investment company that creates long-term value by applying the extensive industry knowledge, operational expertise, and permanent capital base developed over ten decades as a family business. He is responsible for investment activities including sourcing, executing and managing private investments. Mr. Costello is a Board Director or Board Observer of multiple privately-held DCM portfolio companies, and led DCM’s investments in Incline Energy Partners, L.P., Pattern, the Rivers Casino in Des Plaines, Illinois, and SightMD, a New York-based provider of ophthalmology treatment and surgery. Prior to joining DCM, Mr. Costello was a Principal at Baird Capital Partners, a Chicago-based private equity firm from 2007 to 2017. From 2002 to 2006, he was a Senior Associate at Chicago Growth Partners LLC, a mid-market private equity firm. Mr. Costello began his career in investment banking at Lehman Brothers Holdings, Inc. in Chicago in 2000. In 2010, Mr. Costello, along with his wife, co-founded the not-for-profit Twin Hearts Autism Foundation. Mr. Costello received a Bachelor of Arts in Economics from the University of Chicago and a Masters of Business Administration in Finance from the University of Chicago Booth School of Business. He is well-qualified to serve on our Board of Directors due to his extensive finance, investment and advisory background in a diverse set of industries.
Chad Keetch will serve as a member of our Board of Directors and as Chair of the Audit Committee as of the effective date of the registration statement of which this prospectus forms a part. Mr. Keetch has served as the Chief Investment Officer of Ensign since May 2019 and Executive Vice President since June 2014. Since 2010, Mr. Keetch has been instrumental in managing Ensign’s acquisitions, real estate matters, capital markets and spin-off transactions, investor relations, corporate governance and new ventures. Prior to joining Ensign, Mr. Keetch was an attorney at Stoel Rives LLP from September 2008 to March 2010 and Kirkland & Ellis LLP from September 2005 to September 2008, where his practice emphasized mergers and acquisitions, leveraged buyouts, capital markets transactions and corporate governance issues. Mr. Keetch received a Bachelor of Arts in Economics from Brigham Young University, a Masters of Business Administration from The Ohio State University Fisher College of Business and a Juris Doctor from The Ohio State University Moritz College of Law. He is well-qualified to serve on our Board of Directors due to his extensive experience with new ventures, corporate governance and acquisitions.
Ron Labrum will serve as a Director on our Board . Mr. Labrum is an experienced operator and leader in the healthcare distribution and medical device sectors. He is an Operating Partner with Linden Capital Partners, a leading healthcare-focused private equity firm. Most recently, Mr. Labrum served as CEO of Fenwal, Inc. (“Fenwal”), a private equity backed spinout of the device business of Baxter International Inc. (“Baxter International”; NYSE: BAX) focused on blood technologies. Mr. Labrum led Fenwal for six years prior to a successful sale of the company to Fresenius SE & Co. He began his career with American Hospital Supply Corporation and spent over 25 years with Baxter International, Allegiance Corporation, and Cardinal Health, Inc. (NYSE: CAH). Mr. Labrum’s career has been distinguished by leadership roles in sales, operations, and manufacturing in addition to execution and integration of several mergers and acquisitions. He currently serves on the Boards of Ortho Clinical Diagnostics Holdings plc (NASDAQ: OCDX), Wright Medical Group N.V. Adare Pharmaceuticals, Inc., and Suture Express, Inc. Mr. Labrum received a Bachelor of Science in Business Administration from Utah State University.He is well qualified to serve on our Board of Directors due to his extensive business background in leadership positions.
Ryan Westwood will serve as a Director on our Board . Mr. Westwood is an accomplished entrepreneur and investor. Mr. Westwood co-founded Simplus, a Salesforce implementation partner and information technology company, in January 2014 and served as its Chief Executive Officer and Chairman of the Board. Simplus completed seven acquisitions and expanded its operations on four continents and was then acquired by Infosys Ltd. in March 2020. Mr. Westwood continues to serve as Chief Executive Officer of Simplus and as a member of its Board of Directors. Mr. Westwood also serves as an Advisor to Banner Ventures. Mr. Westwood is the best-selling author of the book The Five Characteristics of a Successful Entrepreneur. He is also a national columnist whose work has been featured in Forbes, CIO Magazine, The Wall Street Journal and other national business publications. He is well-qualified to serve on our Board of Directors due to his extensive experience with founding and growing early stage companies and his substantial advisory background.