expectations_redefined

Oak Hill Capital Partners Acquires Earth Fare from Monitor Clipper Partners

Fletcher, N.C., April 9, 2012 -– Earth Fare, Inc. ("Earth Fare") announced today that Oak Hill Capital Partners ("Oak Hill Capital"), a leading private equity firm, has acquired an approximately 80% interest in Earth Fare from Monitor Clipper Partners ("Monitor Clipper") in a transaction that values the company at approximately $300 million. Oak Hill Capital is investing in partnership with Earth Fare’s current management team and Monitor Clipper, which retains a significant minority interest.

Founded in 1975 in Asheville, North Carolina, Earth Fare, the healthy supermarket, is one of the largest natural and organic food retailers in the country with 25 stores across the Southeastern and Midwestern United States. Headquartered in Fletcher, North Carolina, Earth Fare leads the natural and organic food industry as one of the only supermarket retailers in the country to ban high-fructose corn syrup, artificial fats and trans-fats, artificial colors, flavors and preservatives, as well as antibiotics and synthetic growth hormones in fresh meats and dairy. Earth Fare has differentiated itself with the strictest ingredient standards in the industry and its commitment to its mission: to feed and inspire the healthy person inside you!   

Jack Murphy, CEO of Earth Fare, said, “Earth Fare is extremely excited about the future. We look forward to growing our business with Oak Hill Capital and Monitor Clipper. Oak Hill’s experience in high growth retail partnered with our brand, culture and management team is the perfect combination to continue to build a great company.” 

Tyler Wolfram, a Partner of Oak Hill Capital, said, "Earth Fare's unique "Food Philosophy" and commitment to educating its local communities about healthy living create an authentic shopping experience and loyal customer base, as evidenced by its strong historical growth. Earth Fare is well positioned for expansion given robust consumer demand for natural and organic food, widespread interest in environmental sustainability, and significant market opportunity across the United States. We look forward to working closely with Jack Murphy and the rest of the management team to support Earth Fare’s next phase of growth." 

Charlie Yoon, a Partner at Monitor Clipper, said, "We are very pleased by the growth and financial performance of Earth Fare, which has more than quadrupled run-rate EBITDA since we acquired the company in 2006. This has translated into a very successful investment for our firm. We would like to thank Jack Murphy, his management team and all Earth Fare team members for their great work to date, and we look forward to continuing to support the company’s growth through our new partnership with Oak Hill Capital.” 

Jefferies & Company, Inc. acted as lead financial advisor and Piper Jaffray & Co. acted as co-advisor to Earth Fare, and Goldman Sachs Group, Inc. acted as exclusive financial advisor to Oak Hill Capital in the transaction. Weil, Gotshal & Manges LLP served as legal counsel to Monitor Clipper and Earth Fare, and Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel to Oak Hill Capital. 

About Oak Hill Capital Partners 
Oak Hill Capital Partners is a private equity firm with more than $8.2 billion of committed capital from leading entrepreneurs, endowments, foundations, corporations, pension funds and global financial institutions. Robert M. Bass is the lead investor.  Over a period of more than 25 years, the professionals at Oak Hill Capital Partners and its predecessors have invested in more than 70 significant private equity transactions. Oak Hill Capital Partners is one of several Oak Hill partnerships, each of which has a dedicated and independent management team. For more information about Oak Hill Capital Partners, visit www.oakhillcapital.com.

About Monitor Clipper Partners 
Monitor Clipper Partners is a Cambridge, MA-based independent private equity firm formed in 1998. MCP has invested in over 35 businesses in North America and Western Europe over the past decade and has a close strategic relationship with the Monitor Group, a leading international strategy consulting firm. MCP targets growth-oriented businesses with strong management teams, managing over $2.0 billion in capital since formation.  www.monitorclipper.com

Contacts:
James David / Jeremy Fielding
Kekst and Company
212-521-4800