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Can Angelo, Gordon & What did ORG Portfolio Management know in the Timbervest episode? April 2014 A report by UNITE HERE Contact: Jim Baker, 312-933-0230, [email protected] Sarah Lyons, 312-385-0603 [email protected] Can Angelo, Gordon & Co.’s Private Equity Division Recover? As Angelo, Gordon & Co. begins raising its eighth AG Capital Recovery Partners fund, a look back at past AG private equity and special situations fund performance may give potential investors pause Angelo, Gordon & Co. is an investment advisor focused on alternative investing through a number of real estate, private equity, and credit funds. Within its Private Equity division, headed up by Arthur Peponis, Angelo, Gordon & Co. has raised a series of private equity funds (AG Private Equity Partners I-IV) and special situations funds (AG Capital Recovery Partners I-VII). Angelo, Gordon & Co. in December 2013 launched fundraising for AG Capital Recovery Partners VIII.1 While Angelo, Gordon & Co. did not provide a fundraising target in Capital Recovery Parters VIII’s SEC form D, its predecessor fund raised $1.1 billion in 2009.2 Unhappy returns Since 1999, a majority of AG Capital Recovery Partners and AG Private Equity Partners funds have underperformed peers, based on data from Preqin Ltd as of March 2013. See table below. For the Capital Recovery funds, four out seven were ranked in the 3rd or 4th Quartile. For the Private Equity Partners funds, four out five were in the 3rd or 4th Quartile. Private Equity Partners III limited partners experienced a loss as the fund produced a -2.8% IRR. Out of 12 funds only two landed in the 1st Quartile – AG Capital Recovery Partners (1999) and AG Private Equity Partners (2003). 1 Can Angelo, Gordon & Co.’s Private Equity Division Recover? Over the Past Ten Years Angelo, Gordon & Co.’s Private Equity and Capital Recovery Funds Have Underperformed Peers AG Capital Capital Recovery AG Private Equity AG Capital Recovery AG Private Equity Recovery Partners Fund Name Partners V Partners III Partners VI Partners IV VII RVPI 19.4 59.8 48.9 97.8 93.6 Multiple 1.17 0.87 1.42 1.06 1.29 IRR (%) 4.1 -2.8 8.3 3.1 8 Bench (%) 8 8.8 16.3 13.6 13.4 Difference -3.9 -11.6 -8 -10.5 -5.3 Quartile 4th 4th 3rd 4th 3rd Vintage Year 2006 2006 2008 2009 2010 Ocwen Structured Investments In March 2007, Angelo, Gordon & Co. along with Metalmark Capital LLC and Ocwen Financial Inc. formed Ocwen Structured Investments (“OSI”) to invest in in the lower tranches and residuals of residential mortgage-backed securities, the related mortgage servicing rights and other similar assets.3 Angelo, Gordon & Co., Ocwen, and partners invested $150 million in the venture.4 At the end of 2007, Ocwen valued OSI at $149 million.5 Based on Ocwen Financial’s valuations of its Source: First Opportunity Fund Inc. SEC forms N-Q, 2007-2014 2 Can Angelo, Gordon & Co.’s Private Equity Division Recover? share, OSI’s value dropped by nearly 60% in 2008 to $61.6 million.6 The value dropped again, by 49%, to $31.5 million in 2009.7 Based on Ocwen Financial Inc’s valuations, OSI was worth $28 million or just 18.7% of the initial investment at the end on 2011.8 OSI had distributed $6.5 million to Ocwen Financial over the period9, implying distributions to all investors of around $26 million. In early 2013 Ocwen Financial reported “We are allowing the assets of OSI to run off.”10 First Opportunity Fund Inc., an investor in OSI, reported a similar decline in value. The fund’s $1.4 million investment in OSI, made during March through August 2007, was valued at just $273,060 (0.195x) as of December 31, 2013.11 Crunch Fitness Angelo, Gordon & Co.’s private equity fund, AG Private Equity Partners III, along with partner Marc Tascher, completed the acquisition of Crunch Fitness from Bally Total Fitness in January 2006.12,13 The sale was worth $45 million and included all Crunch sites in New York, Chicago, Los Angeles, Atlanta, Miami and San Francisco.14 Tascher was named CEO and Chairman of Crunch Fitness. Prior to closing the deal, Brent Leffel, then director of Private Equity for Angelo, Gordon & Co. stated in a September 2005 news article, “In our view, the health club industry is an attractive sector for investment given its strong growth characteristics and 15 Wishful thinking from Angelo, Gordon & Co. on its positive demographics.” Leffel later stated in the same article, “We Crunch Fitness investments? believe the combination of our significant capital base and Marc’s Photo: TH Rogers (CC BY-NC-ND 2.0) demonstrated vision and leadership will allow us to realize the significant potential of Crunch.” According to press, Angelo, Gordon & Co and Tascher planned to invest $15 million in new equipment, capital improvements and marketing.16 In December 2008, Angelo, Gordon & Co. doubled down on its investment in Crunch Fitness: Along with partner New Evolution Fitness Co., it acquired a portion of Crunch’s senior secured debt for $46.2M from Goldman Sachs Credit Partners.17 By May 2009, Crunch Fitness filed for Chapter 11 Bankruptcy citing declining membership and expensive leases.18 Crunch owed money to over 50,000 creditors, including five landlords who were owed upwards of $225,000 each. 19According bankruptcy filings, Crunch had sales of $84.5 million in 2008 with operating losses of $11.2 million.20 By September 2009, when Crunch Fitness emerged from bankruptcy, its assets were valued at only $40 million – $5 million less than what Angelo, Gordon, & Co and partners had acquired it for in 2006.21 3 Can Angelo, Gordon & Co.’s Private Equity Division Recover? Endnotes 1 AG Capital Recovery Partners VIII SEC Form D, Dec 30, 2013. 2 “Blackstone’s GSO, Monarch Alternative Said to Seek Capital for Debt Funds,” Bloomberg, Apr 16, 2010. 3 Ocwen Financial 2011 SEC form 10-K. 4 Based on Ocwen Financial investment of $37.5 million for a 25% stake, Ocwen Financial 2007 SEC form 10-K. 5 Ocwen Financial 2007 SEC form 10-K. 6 Ocwen Financial 2008 SEC form 10-K. 7 Ocwen Financial 2009 SEC form 10-K. 8 Ocwen Financial 2011 SEC form 10-K. 9 Ocwen Financial 2011, 2010, and 2009 SEC forms 10-K. 10 Ocwen Financial 2012 SEC form 10-K. 11 First Opportunity Fund Inc SEC form N-Q, Feb 26, 2014. 12 AGT Crunch Acquisition LLC, US Bankruptcy Court, Southern District of New York, No 09-12889 13 Marketwatch Bullets, “Bally sells Crunch to Tascher, private equity group for $45M” 1/20/06 14 PR Newswire, “Crunch Fitness Acquired by Marc Tascher and Angelo, Gordon & Co.: Company Announces Aggressive Growth Plan Including $15 million in Club Improvements,” 1/20/06 15 PR Newswire, “Crunch Fitness to be Acquired by Marc Tascher and Angelo, Gordon & Co.,” 9/15/05 16 PR Newswire, “Crunch Fitness Acquired by Marc Tascher and Angelo, Gordon & Co.: Company Announces Aggressive Growth Plan Including $15 million in Club Improvements,” 1/20/06 17 ClubIndustry.com, “Recent Crunch Sale has Familiar Ring to It,” 9/1/09 18 Reuters, “Crunch gym chain bankrupt, agrees to be sold,” 5/6/09 19 AGT Crunch Acquisition LLC, US Bankruptcy Court, Southern District of New York, No 09-12889 20 Reuters, “Crunch gym chain bankrupt, agrees to be sold,” 5/6/09 21 ClubIndustry.com, “Recent Crunch Sale has Familiar Ring to It,” 9/1/09 4.
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