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Haymaker and OneSpaWorld to combine in US$948m deal
By Jane Kitchen 07 Nov 2018
OSW operates spas onboard 161 cruise ships and is reported to have more than an 80 per cent share of the outsourced maritime wellness market
Haymaker Acquisition Corp. and OneSpaWorld (OSW), a global provider of health and wellness products and services onboard cruise ships and in resorts around the world, have entered into what they call a "definitive business combination agreement" – a transaction valued at US$948m(€825.6m, £720.6m).

Headquartered in Nassau, Bahamas, OSW operates spas onboard 161 cruise ships and at 66 destination resorts globally, and is said to have a more than 80 per cent market share in the outsourced maritime health and wellness market.

Haymaker and OSW will combine under a new holding company, OneSpaWorld Holdings Limited, which is expected to be listed on the Nasdaq Stock Market under the symbol OSW. OSW is being sold by Steiner Leisure Limited, a portfolio company of L Catterton, a global consumer-focused private equity firm.

L Catterton acquired One Spa in 2015, when it bought Steiner Leisure; it later divided Steiner into several parts, including One Spa, as well as Cortiva Institute, which offers training for massage and skin care therapists, and product lines including skincare brand Elemis and Ideal Image.

The combined new company will be led by OSW’s current management team, which operated Steiner for nearly 20 years while it was a public company. OSW chair Leonard Fluxman and CFO and COO Stephen Lazarus served as CEO and president and CFO and COO, respectively, of Steiner for more than 15 years. Fluxman, Lazarus, and the OSW’s CEO since 2016, Glenn Fusfield, lead an internally developed senior management team with over 150 years of combined industry experience.

Upon the closing of the proposed transaction, OSW’s senior management will continue to serve in their current roles. Steven Heyer, CEO and chair of Haymaker, will assume the role of vice chair. Andrew Heyer, president of Haymaker, and Marc Magliacano, a current member of Steiner’s board of directors and managing partner of L Catterton’s Flagship Buyout Fund, will serve as board members of the combined company.

"I am very excited that OSW is re-entering the public markets as a leader in global health and wellness services with an extensive track record of profitable growth and significant, visible expansion ahead,” said Fluxman. "Combining with Haymaker and re-entering the public markets as a scaled, publicly-traded, pure-play operator of health and wellness facilities enhances our ability to deliver the world class service and innovation that our cruise line and resort partners have come to expect from our organization while driving long-term value creation for our shareholders."

Glenn Fusfield, CEO of OSW, commented: "As a global leader in health and wellness and one of the largest wellness centre operators in the world, OSW has a global platform and infrastructure that provides a unique competitive advantage to manage the complexity required to service many of the largest brands in the cruise and hospitality industries. This transaction will allow OSW to continue to execute its global expansion plan, increase the strength and depth of relationships with our existing cruise partners, many of whom we have partnered with for over 20 years, as well as increase our resort spa footprint with hospitality partners."



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Art of Cryo
Art of Cryo
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NEWS
Haymaker and OneSpaWorld to combine in US$948m deal
POSTED 07 Nov 2018 . BY Jane Kitchen
OSW operates spas onboard 161 cruise ships and is reported to have more than an 80 per cent share of the outsourced maritime wellness market Credit: Shutterstock
Haymaker Acquisition Corp. and OneSpaWorld (OSW), a global provider of health and wellness products and services onboard cruise ships and in resorts around the world, have entered into what they call a "definitive business combination agreement" – a transaction valued at US$948m(€825.6m, £720.6m).

Headquartered in Nassau, Bahamas, OSW operates spas onboard 161 cruise ships and at 66 destination resorts globally, and is said to have a more than 80 per cent market share in the outsourced maritime health and wellness market.

Haymaker and OSW will combine under a new holding company, OneSpaWorld Holdings Limited, which is expected to be listed on the Nasdaq Stock Market under the symbol OSW. OSW is being sold by Steiner Leisure Limited, a portfolio company of L Catterton, a global consumer-focused private equity firm.

L Catterton acquired One Spa in 2015, when it bought Steiner Leisure; it later divided Steiner into several parts, including One Spa, as well as Cortiva Institute, which offers training for massage and skin care therapists, and product lines including skincare brand Elemis and Ideal Image.

The combined new company will be led by OSW’s current management team, which operated Steiner for nearly 20 years while it was a public company. OSW chair Leonard Fluxman and CFO and COO Stephen Lazarus served as CEO and president and CFO and COO, respectively, of Steiner for more than 15 years. Fluxman, Lazarus, and the OSW’s CEO since 2016, Glenn Fusfield, lead an internally developed senior management team with over 150 years of combined industry experience.

Upon the closing of the proposed transaction, OSW’s senior management will continue to serve in their current roles. Steven Heyer, CEO and chair of Haymaker, will assume the role of vice chair. Andrew Heyer, president of Haymaker, and Marc Magliacano, a current member of Steiner’s board of directors and managing partner of L Catterton’s Flagship Buyout Fund, will serve as board members of the combined company.

"I am very excited that OSW is re-entering the public markets as a leader in global health and wellness services with an extensive track record of profitable growth and significant, visible expansion ahead,” said Fluxman. "Combining with Haymaker and re-entering the public markets as a scaled, publicly-traded, pure-play operator of health and wellness facilities enhances our ability to deliver the world class service and innovation that our cruise line and resort partners have come to expect from our organization while driving long-term value creation for our shareholders."

Glenn Fusfield, CEO of OSW, commented: "As a global leader in health and wellness and one of the largest wellness centre operators in the world, OSW has a global platform and infrastructure that provides a unique competitive advantage to manage the complexity required to service many of the largest brands in the cruise and hospitality industries. This transaction will allow OSW to continue to execute its global expansion plan, increase the strength and depth of relationships with our existing cruise partners, many of whom we have partnered with for over 20 years, as well as increase our resort spa footprint with hospitality partners."

RELATED STORIES
Steiner Leisure to enter merger with private equity firm for US$925m


Steiner Leisure has signed a definitive merger agreement under which an affiliate of private equity firm Catterton will acquire all of the outstanding shares of Steiner for US$65 (€56, £41) per share in cash. The total transaction value, including assumed net debt, is approximately US$925m (€799m, £599m).
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