Winebow announces major expansion plan, selects Freeman Spogli & Co. as investment partner

Montvale, NJ, June 28, 2004 - Winebow President and CEO Leonardo LoCascio announced that he has selected private equity firm Freeman Spogli & Co. as the Company’s investment partner to fund its newly developed strategy of pursuing growth opportunities available at both the import and the distribution level in the premium wine business nationwide. LoCascio, who founded Winebow in 1980 as a New York and New Jersey distributor along with two partners, has maintained sole ownership since 1992. The Montvale, New Jersey-based Winebow, poised to reach approximately $125 million in sales in 2004, has an unbroken 25-year record of profitably growing its twin businesses: the nationwide importation of Italian wines under the brand “Leonardo LoCascio Selections”, and the direct distribution of these and many other premium wines and specialty spirits from around the world in four markets: New York, New Jersey, Pennsylvania, and Washington, DC.

LoCascio is motivated by the successful expansion of Winebow’ s distribution business, first into Pennsylvania in 1998, and then into Washington DC in 2000. Existing multi-state distributors have historically focused on their branded spirits businesses, often incorporating wine into their portfolios but not making it their primary focus. Concluding that there is great opportunity in other U.S. markets for a vertically integrated fine wine importer-distributor, LoCascio chose Freeman Spogli to help Winebow develop its business plan and to finance its growth strategy. “We really like the powerful financial and operational synergies generated by being both an importer and a distributor.” states LoCascio, ”No national company has as of yet emerged to pursue this opportunity with a single minded focus on the high quality, premium end of the wine business. I believe that we have the vision, the ambition, the skills, and now the funding to become just such a Company”. Freeman Spogli, which specializes in making investments in the distribution and retail sectors, will lend welcome perspective and expertise to Winebow as it pursues its growth strategy. According to LoCascio, “Freeman Spogli operates by investing in management teams and not by being actively involved in the day-to-day running of the companies they partner with. The daily affairs of Winebow will continue to be managed by its existing and proven Management Team, and I am very enthusiastic about our new partnership and proud that they will be at our side building a truly unique Company.”

LoCascio, who will continue to serve as Winebow’ s President and CEO and will retain a substantial equity and financial position in the Company, will personally lead the project of identifying and approaching potential distributor and import partners. “Where it makes geographic and business sense, we will search for new distribution markets which Winebow can enter by acquiring or partnering with existing distributors as opposed to building operations from the ground up. The ideal scenario is one where a like-minded distributor with a strong wine culture and a talented management team partners with Winebow, and has equity in a national Company while continuing to manage its own operations. Based upon preliminary discussions in several important markets, the response has been overwhelmingly positive,” stated LoCascio. “We believe that existing owners and management teams of fine wine distributors will appreciate the opportunity to generate liquidity, participate in an exciting new Company, continue to manage their businesses and to enjoy their current lifestyles, draw on a much greater pool of financial, managerial, and technical resources, share best practices, and significantly grow their businesses. Additionally, we believe this strategy will prove to be a compelling and irresistible magnet that will attract very talented companies and individuals to Winebow. We intend to be very selective in our approach and focus on those markets where distribution inefficiencies make our strategy feasible. We will also continue to rely upon and to strengthen our existing relationships in those markets where we have been able to successfully develop partner relationships with distributors.”

LoCascio’ s objective is to provide Winebow’ s suppliers with a viable alternative to the current network of distributors; extend the Company’s brand name and unique concept to key markets across the country; and create an exciting environment for the Company’s employees. Another major development will be the opportunity for Winebow’s Management Team to invest in Winebow and to own a minority but significant stake in the recapitalized entity. “I am delighted with this decision as it will both reward the people who have been involved in the success of Winebow as well as unleash a powerful wave of energy and enthusiasm to augment the performance of what has always been a talented and motivated Management Team,” says LoCascio. Freeman Spogli, which maintains offices in Los Angeles and New York, is a private equity investment firm dedicated exclusively to investing and partnering with management in middle-market distribution, retailing and direct marketing companies positioned for strong growth. The firm has established an excellent reputation for its judgment in selecting appropriate companies for investment, its creativity in structuring transactions, and partnering with portfolio companies in pursuing value-building strategies following an investment. Winebow will be the first investment for FS Equity Partners V, L.P., a $1 billion fund raised by Freeman Spogli in March 2004 for investment in distribution, retailing and direct marketing companies. Founding Partner Ron Spogli said, “We are extremely pleased to have the opportunity to partner with Leonardo LoCascio and the talented management team at Winebow.” Spogli continued, “Winebow is a terrific platform for growth in the fine wine distribution and import markets. The company enjoys an outstanding reputation in the industry for offering high quality wines and exceptional customer service. We look forward to working with Leonardo and the rest of Winebow’ s management team in helping the Company achieve its growth objectives.”

Subject to obtaining the needed regulatory approvals and permits, the Freeman Spogli investment in Winebow will be effective on July 1, 2004.

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