Azteca Acquisition Corp.
MANAGEMENT & BOARD
Executive Officers
Abraham Klip, 54
Chief Operating Officer
Mr. Klip has over thirty years of engineering, manufacturing and operating experience in the chemical, petroleum and automotive industries in Mexico. Mr. Klip joined Grupo Industrial Bre, SA de CV as Director of Operations in 2008. He monitors and oversees operations of portfolio companies in Mexico and the United States, and sources and analyzes deal flow. Prior to joining Bre, from 2002 to 2007, Mr. Klip was Director of Planning for Petroleos Mexicanos (Pemex), Mexico’s state-owned petroleum company. He also served as a consultant for Pemex Petrochemicals on various projects in 2002. From 1995 to 2002, Mr. Klip was General Manager and Co-Owner of Blindajes Automundo, S.A. De C.V., an automotive manufacturing business, where he created the company’s bullet proof glass operations and was involved in its eventual sale. From 1991 to 2002, Mr. Klip was Assistant Director of Carrocerias y Adaptaciones Automotrices, an auto and truck body manufacturing company. From 1989 to 1991, Mr. Klip was Director of Operations of Industrias Negromex, S.A. de C.V., a synthetic rubber manufacturing company. From 1985 to 1989, Mr. Klip was Technical and Project Manager of Novum Corporativo, S.A. De C.V., a pharmaceutical company. From 1981 to 1984, Mr. Klip had various roles in Esquim S.A. de C.V., a chemical products company. Mr. Klip has a Masters Degree in Engineering from the University of Texas at Austin and a Bachelors Degree in Chemical Engineering from Universidad Autonoma Metropolitana in Mexico City.
Clive Fleissig, 48
Co-Chief Financial Officer & Executive Vice President
Mr. Fleissig has over 24 years of experience in managing, advising and overseeing a large variety of business activities ranging from manufacturing to infrastructure and service enterprises. Mr. Fleissig has served as Executive Vice President and Chief Operating Officer of Brener International Group since 1999. Mr. Fleissig is also Director and Executive Vice President of our sponsor. In this capacity, he coordinates assessment, negotiation and structuring of Brener International Group’s investments. He is responsible for the monitoring, compliance requirements and investor relations of portfolio companies. He also serves or has served on the board of directors for a number of Brener International Group’s portfolio companies and at times assists in an interim management capacity. From 1988 to 1999, Mr. Fleissig served in a number of capacities for the Falcon Cable Television Group, ultimately serving as Managing Director of Falcon International Communications. He was responsible for the sourcing and negotiation of communication infrastructure projects in Mexico, Europe and Southeast Asia. From 1985 to 1988, Mr. Fleissig worked for Kellogg and Andelson Accountancy Corporation in Los Angeles. Mr. Fleissig has the equivalent of a Masters Degree in Accounting from the University of Witwatersrand, Johannesburg, South Africa, and is qualified as a Chartered Accountant in South Africa. Mr. Fleissig was born in Johannesburg, South Africa and moved to the United States in 1985.
Ricardo David Aviles Reyna, 49
Co-Chief Financial Officer
Mr. Aviles has more than 30 years of finance and operations experience. Mr. Aviles joined Grupo Bre in 1986 and has been Director of Finance since 1996 for Grupo Industrias Bre, SA de CV. He handles or has handled consolidated financial statement preparation, credit restructurings and listings of various Brener companies on Mexico’s stock exchange. Mr. Aviles also participates in assessing, negotiating, developing, forming joint ventures and managing the Brener family’s real estate investments. From 1979 to 1986, Mr. Aviles worked for Grupo Industrial Alfa, S.A. de C.V., as Manager of Financial Planning by the time of his departure. At Alfa, he participated in the acquisition, restructuring and sale of various mattress and upholstery companies. Mr. Aviles is currently a member of the Administrative Council for various Bre companies, including in the financial, fishing, industrial, real estate and service sectors. Since 1994, Mr. Aviles has also been a member of the Mexican Institute of Finance Executives. Mr. Aviles has a degree in finance from Instituto Politécinco Nacional in Mexico and is a licensed public accountant in Mexico.
Juan Pablo Alban, 36
Secretary & Executive Vice President
Mr. Alban joined Brener International Group in 2008. He supervises business development and legal affairs, including deal screening, financial analysis, due diligence, negotiations, contract drafting and regulatory compliance. He also assists Mr. Brener and Mr. Fleissig in monitoring and managing Brener International Group portfolio investments. Mr. Alb’aa’n is also Director and Secretary of our sponsor. From 2003 to 2008, Mr. Alban practiced securities and other business law with the law firm of Quinn, Emanuel, Urquhart, Oliver & Hedges, LLP. From 2001 to 2003, Mr. Alban practiced law with the law firm of Skadden, Arps, Slate, Meagher & Flom, LLP, where he played critical roles in closing mergers and acquisitions, public and private equity and debt offerings, and secured credit agreements. He also advised various debtors and creditors on capital restructurings, including creditors of Argentina after its sovereign default. From 1999 to 2000, Mr. Alban was a graduate student-teacher for the Harvard University Economics Department. Mr. Alban is an active member of the California and American Bar Associations, including the ABA’s Mergers & Acquisitions and Private Equity & Venture Capital practice groups. Mr. Alban has a J.D. from Harvard Law School and a B.A. in Economics from Dartmouth College, where he graduated magna cum laude and was admitted to Phi Betta Kappa. Mr. Alban is also a Level III Chartered Financial Analyst Candidate. Mr. Alban was born in Colombia and moved to the United States in 1984.
Board of Directors
Gabriel Brener, 52
Chairman of the Board, Chief Executive Officer and President
Mr. Brener has over twenty years of deal sourcing, investment management and operations experience. He has managed Brener family investments since 1987 through Brener International Group, LLC and its predecessor or affiliated entities. He has been Chairman and CEO of Brener International Group since 1998. At Brener International Group, Mr. Brener coordinates deal sourcing, manages daily operations and determines all major investment decisions. He holds Board memberships in various Brener family investments, including Major League Soccer and Golden Boy Promotions, Inc. in the United States; and Apoyo Integral Inmobiliario, S.A. de C.V., SOFOM, E.N.R, Hipotecaria Casa Mexicana and Tequilera Hacienda La Capilla in Mexico. Mr. Brener plays an active role and stays in regular contact with senior management of entities Brener International Group and the Brener family control or in which they have significant minority positions, offering financial, operating, marketing and structuring advice. Mr. Brener also formed and manages Brener Sports & Entertainment, LLC, a private investment entity formed in 2005 with a focus on sports and entertainment investments targeting the Hispanic market in the United States. Brener Sports & Entertainment holds the Brener family’s interests in the Houston Dynamo Major League Soccer Club and Golden Boy Promotions, Inc. From 1989 to date, Mr. Brener has been CEO of Galco, Inc., a family investment and management company. From 1987 to 1989, Mr. Brener was Vice Chairman of the Board of The Boys Markets, Inc., a chain of 54 supermarkets in Southern California that the Brener family wholly owned. Mr. Brener also served on the Board of Directors or Advisory Boards of prior family investments, including Merisant Corporation; Classic Media, Inc.; First National Bank; Westin Hotels and Resorts; Colt Defense, LLC; and Danskin, Inc.. Mr. Brener also has been active in community affairs in Los Angeles and Aspen, Colorado, including through prior board memberships for the Los Angeles County Museum of Art (LACMA); D.A.R.E. (Drug Abuse Resistance Education); L.A.S.S.O. (Los Angeles Sheriffs Star Organization); Cedar Sinai Medical Center; the Los Angeles World Affairs Council and the National Council of the Aspen Music Festival. Mr. Brener graduated from Woodbury University with a B.A. in Business Administration and received Woodbury’s Alumni of the Year Award in 2008. Mr. Brener has also completed Units I and II of the Harvard Business School Owner/President Management (OPM) Program. Mr. Brener was born in Mexico City and moved to Southern California in 1977.
Pablo Brener, 85
Director
Mr. Pablo Brener is Gabriel’s father. He is a founding member and Co-Chairman of Grupo Bre, one of the largest conglomerates in Mexico. Mr. Pablo Brener has managed Grupo Bre and its predecessor entities for more than 50 years, playing an active role in managing the family’s investments to this day. Since 2005, Bre has made several investments seeking to benefit from a growing real estate development sector in Mexico, teaming up with major development companies in Mexico City and Queretaro on various residential and commercial developments. Bre is also a significant investor in Torre Libertad, a high rise comprising retail, hotel (operated by St. Regis) and luxury condominiums, and in Parques Polanco, a high level residential development in Mexico City, as well as several other commercial real estate businesses. Other significant past investments include, among others, State National Bank (El Paso), First National Bank (San Diego), Westin Hotels & Resorts, Royalty Pharma, Real Turismo S.A. de C.V. (a public company holding the Camino Real, Maeva and Calinda hotels and resorts), Pliana (textiles, fiber and automotive fabrics), Texel, S.A. De C.V. (production of synthetic fibers and fabrics, Industrias Nacobre, S.A. de C.V., and Condumex Inc. (copper products production and distribution), and Banco Nacional de Mexico (Banamex). Mr. Pablo Brener is Chairman and CEO of NAIV, a Mexican holding company for various Brener family investments, and Industrias Tecnos S.A. de C.V. In the early 1980s, the family acquired some of its investments, including Real Turismo and Condumex, as part of a settlement with the federal government after it expropriated all banks in Mexico, including Banamex, in 1982. Prior to forming Grupo Bre, Mr. Pablo Brener and his brother Israel, through a successful integration strategy, grew a small family business consisting of a group of butcher shops in Mexico City into the largest meat packing and processed meats producer in the country, consisting of seven manufacturing facilities, four large-scale feedlots and several ranches. They sold the business to Grupo Alfa in 1980, at the time the largest private company in Mexico.
Benito Bucay, 79
Director
Mr. Bucay has been Managing Director of Grupo Industrial Bre, S. de R.L. de C.V. since 1994. From 1990 to 1994, Mr. Bucay was Senior Vice President of Grupo DESC, a diversified holding company, owning chemical, consumer, automotive and real estate businesses. From 1987 to 1990, Mr. Bucay was CEO of Industrias Resistol, a joint venture between Monsanto Company and Grupo DESC. From 1983 to 1986, Mr. Bucay was CEO of Grupo Xabre, a diversified holding company with investments in textiles, metals fabrication and hotels. From 1980 to 1982, Mr. Bucay was Director of the Chemicals Division of Grupo DESC. From 1971 to 1980, Mr. Bucay was Director of Planning and Finance and Senior Vice President for Industrias Resitol. From 1959 to 1971, Mr. Bucay was Planning Manager and Director of Finance for Monsanto Mexicana. From 1954 to 1958, he was Technical Manager for Laboratorios Servet (now ICN Farma), a pharmaceuticals company. Mr. Bucay has also at various times served on numerous business and charitable boards, including as Chairman for Eureka, a building products company; the International Advisory Group of Westcoast Energy, Inc. in Canada; the Mexican National Institute for Nutrition; the U.S.-Mexico Foundation for Science, where he was also Treasurer; Elamex, a food manufacturing company with operations in Mexico and the United States, where he was also Chairman of the Audit Committee; Tropical Sportsware International in the United States; and the Ethics Council of the Pharmaceutical Industry. Mr. Bucay has a B.S. in Chemical Engineering from the National University of Mexico and completed graduate studies on operations research and computer science at the National University of Mexico and the University of Oklahoma; Management and Finance at the University of Chicago; and completed a summer course in Project Management at the University of California Los Angeles.
John Engelman, 55
Director
Since December 2010 Mr. Engelman has also served as an independent director of Vringo, Inc., a software products company for mobile video entertainment and personalization. Mr. Engelman is co-founder and CEO of Classic Media, Inc., a global media company that specializes in family and children’s entertainment. Classic manages a vast library of American and British entertainment brands such as The Lone Ranger, Lassie, Rocky and Bullwinkle, Frosty the Snowman, Masters of the Universe, George of the Jungle, Postman Pat and Where’s Waldo. Classic is a producer and distributor of video content and licensed merchandise across all media. From 2007 to 2009, Mr. Engelman was CEO of Boomerang Media, Inc. From 1997 to 2001, Mr. Engelman was an operating partner with Pegasus Capital Advisors, a U.S.-based private equity fund manager focused on middle market companies. From 1998 to 2001, Mr. Engelman was also a managing director of Brener International Group, LLC. From 1991 to 1996, Mr. Engelman was President of Broadway Video, Inc., an entertainment company founded by “Saturday Night Live” creator and producer Lorne Michaels. His responsibilities included oversight of the Company’s motion picture productions at Paramount Pictures. From 1989 to 1991, Mr. Engelman was a Principal at Dowland Capital, an alternative investment firm affiliated with Drexel Burnham Lambert that focused on buy-outs sponsored by Hispanic and African American entrepreneurs. He began his career at the Los Angeles law firm of Irell and Manella, where he was a tax partner. Mr. Engelman has a JD from Harvard Law School and a B.A. in Government from Harvard College, where he graduated magna cum laude.
Alfredo Elias Ayub, 61
Director
Mr. Elias has over 35 years of experience in business, government and academia in Mexico. He is a Partner of Promociones Metropolis, a real estate development company that he founded in 1975. From 1999 to April 2011, he was Chief Executive Officer of Comision Federal de Electricidad, the government utility company with approximately US$20 billion plus of annual revenues, 33.5 million customers and 91,000 employees. From 1996 to 1999, Mr. Elias was Chief Executive Officer of Aeropuertos Y Servicios Auxiliarios, the government entity that owned and operated Mexico’s 58 airports before they were privatized. From 1993 to 1995, Mr. Elias was Deputy Secretary of Energy. From 1988 to 1993, he was Deputy Secretary of Mines and Basic Industries. From 1986 to 1988, Mr. Elias was Chief of Staff to the Secretary of Energy, Mines and State Industry. From 1983 to 1985, Mr. Elias was Executive Coordinator for the Secretary of Urban Development and Public Building in the State of Mexico. From 1981 to 1983, Mr. Elias was General Director of the National Fund for Social Activities (FONAPAS). In 1979, he was Dean of the Engineering School of Anahuac University, where he was also a professor from 1977 to 1978. Mr. Elias has served on numerous academic and other boards throughout his career, including the Deans’ Board of Advisors for Harvard Business School (2010 to date); as Chairman of the Harvard Mexico Foundation (2002); as Chairman of Instituto Mexicano de Investigaciones Electricas; the Fundacion Miguel Aleman (1979 to date); and the Alumni Board of Harvard Business School (2001). Mr. Elias has an MBA from Harvard Business School, where he graduated as a Baker Scholar, and a Civil Engineering degree from Anahuac University in Mexico City.
