O’Melveny Advises Genstar Capital on Brook + Whittle Acquisition

FOR IMMEDIATE RELEASE

SAN FRANCISCO—November 19, 2021—An O’Melveny team is advising Genstar Capital on its acquisition of Brook + Whittle, a leading provider of sustainable labeling solutions serving growth-oriented consumer end markets, from private equity firm TruArc Partners. Financial terms of the transaction were not disclosed.

Genstar Capital is a leading private equity firm that has been actively investing in high quality companies for over 30 years. Based in San Francisco, Genstar works in partnership with its management teams and its network of strategic advisors to transform its portfolio companies into industry-leading businesses. Genstar currently has approximately $33 billion of assets under management and targets investments focused on targeted segments of the financial services, industrials, healthcare, and software industries.

Founded in 1995, Brook + Whittle is one of North America's leading providers of premium prime labels. Brook + Whittle's innovative, sustainable labeling solutions serve a broad range of growth-oriented consumer end-markets, including personal care, beverage, food, healthcare, and household products.

The O’Melveny team guiding Genstar Capital on this transaction was led by Corporate partners Todd Boes and Rob Graffum as well as counsel Kirk Dungca, and included associates Cliff Wen, James Midkiff, and Lauren Stamey. Tax advice was provided by partner Alex Anderson and associate Dawn Lim. Partner Chris Del Rosso and associate Jameson Frazier advised on executive compensation and benefits matters. Partner Eric Amdursky and associate Stephanie Fung advised on employment matters. Partner Andy Dolak, special counsel Scott Pink, and counsel Tom Oslovar advised on IP and commercial agreement matters. Partner Courtney Byrd advised on antitrust issues. Partner Greta Lichtenbaum and counsel David Ribner advised on regulatory matters. Senior counsel John Renneisen addressed environmental, safety, and health issues.

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GenstarCapital issued the following press release:

Genstar Capital to Acquire Brook + Whittle from TruArc Partners

Leader in Sustainable Labeling Solutions to Build on its Global Growth

SAN FRANCISCO, Nov. 18, 2021 -- Genstar Capital, a leading private equity firm focused on investments in targeted segments of the industrials, financial services, healthcare, and software industries, today announced that it has signed a definitive agreement to acquire Brook + Whittle, a leading provider of sustainable labeling solutions serving growth-oriented consumer end markets, from TruArc Partners, a private equity firm focused on middle-market investments in attractive sub-sectors across specialty manufacturing and business services.

Founded in 1995, Brook + Whittle is one of North America's leading providers of premium prime labels. Brook + Whittle's innovative, sustainable labeling solutions serve a broad range of growth-oriented consumer end-markets, including personal care, beverage, food, healthcare, and household products. The company is headquartered in Guilford, CT.

David Golde, Managing Director at Genstar Capital, said, "Brook + Whittle is at the forefront of the high-growth premium and sustainable label space. Their focus on technology and sustainability differentiates the company from its competitors, and Brook + Whittle's marquee customers have come to rely on them to deliver value-driven innovation. We believe our expertise can help further unlock both organic and inorganic growth, and we look forward to working with the company's leadership team to execute on those initiatives and help drive innovation."

Mark Pollard, Chief Executive Officer of Brook + Whittle, said, "We are passionate about leaving the world in a better place than we found it. Our mission to drive brands towards 100% sustainable packaging is enabled through product innovation and our technologically advanced platform. We deliver highly complex decorated labels that capture consumers' attention on branded goods that are recognized around the world. We are digitalizing our business and expanding our ecommerce platform and look forward to benefiting from our new partnership with Genstar to continue delivering technology-driven innovations to our customers."

Don Sturdivant, Operating Partner at TruArc Partners and Chairman of Brook + Whittle, commented, "It has been a pleasure partnering with the Brook + Whittle management team over the last 4 years. Together, we implemented a plan for driving transformational growth through a targeted organic investment plan and 7 acquisitions in less than 3 years. I'd like to thank Mark and the entire management team for their outstanding contributions under TruArc's ownership."

Gerald Sheehan, Partner at TruArc Partners, commented, "Brook + Whittle is a great example of TruArc's investment approach. We identify well-positioned businesses in attractive subsectors and partner with excellent management teams to execute a focused growth strategy. We are pleased that Brook + Whittle is partnering with Genstar to continue to support management's growth strategy."

Wells Fargo Securities is serving as exclusive financial advisor to Genstar on the acquisition. Baird is serving as the exclusive financial advisor to TruArc Partners on the sale.

About Brook + Whittle

Brook + Whittle is a leading North American manufacturer of premium prime label solutions with highly differentiated capabilities, entrusted by some of the most well-known brands. The Company provides pressure-sensitive labels, shrink sleeves and flexible packaging, with a focus on sustainable solutions and decorative effects requiring significant technical expertise. With a heritage rooted in product development and comprehensive in-house manufacturing, the Company draws on its wide variety of specialized printing expertise, including flexographic, rotogravure, and digital. Brook + Whittle operates eight production facilities across the US. To learn more about Brook + Whittle, visit www.brookandwhittle.com

About TruArc Partners

TruArc Partners is a private equity firm focused on middle-market control investments of target platforms ranging from $100 million to $500 million in enterprise value. TruArc focuses on companies in attractive sub-sectors across specialty manufacturing and business services. The TruArc investment team collaborates with its operating partners and portfolio management teams to create value through a transformational growth strategy led by organic or acquisition-driven growth. To learn more about TruArc, visit www.truarcpartners.com.

About Genstar Capital

Genstar Capital (www.gencap.com) is a leading private equity firm that has been actively investing in high quality companies for over 30 years. Based in San Francisco, Genstar works in partnership with its management teams and its network of strategic advisors to transform its portfolio companies into industry-leading businesses. Genstar currently has approximately $33 billion of assets under management and targets investments focused on targeted segments of the financial services, industrials, healthcare, and software industries.