PADI was sold to Mandarinfish Holding: Who really owns PADI?

Updated on July 11, 2018.

Since the announcement in early 2017 that PADI was sold to a company named Mandarinfish Holding, rumors have circulated that Chinese investors were behind this purchase. It appears the investors behind Mandarinfish Holding are more precisely rich American & European families led by the son of a billionaire in South Florida.

If you simply want a short answer, skip to the last section. Otherwise, let’s review the facts as we’ve known them up to now and figure out the various parts to this answer.

Providence puts PADI up for sale with an asking price of $1B

After the death of John Cronin, PADI’s ownership flip-flopped regularly. Providence Equity acquired the Professional Association of Diving Instructors (PADI) in 2015 and put it back for sale almost right away, in 2016, with an asking price of one billion US$.

Mandarinfish Holding Corp buys PADI for $700M

In March of 2017, Providence announced they had sold PADI for $700 million to Mandarinfish Holding.

When the announcement came out, it was stated that the purchase was done by a consortium including, “philanthropists who were drawn to PADI’s efforts to promote oceanic conservation as well as its business”. It was further stated that the new owners were, “a group of wealthy families and endowments”.

There was no indication why Providence was such in a hurry in reselling PADI at such a deep discount from their asking price.

Mandarinfish Holding Corp: Why was it assumed to be Chinese investors?

There was no trace of a “Mandarinfish Holding Corp” anywhere in the USA, which is normal when you are searching for information on a newly formed corporation.

Rumors that Chinese investors were behind the purchase of PADI quickly started circulating. One reason for this is in the name. Mandarin fish is a native species of the Pacific Ocean, and Mandarin is the official Chinese language.

Another reason for this rumor probably came from past announcements. Providence was said to be banking on their investment in PADI being profitable because of 2 main angles of development:

a) Online/eCommerce Growth: PADI was said to be redoing their online presence and draw profits from a “Facebook for scuba divers”, eLearning and eCommerce. We all know this never happened. Scuba Earth was an ugly failure and their eLearning system offers a consumer experience that is atrocious for 2018. As for eCommerce, well… Where is it? They’ve only just recently (2018) got their first acceptable online commerce presence because they purchased Diviac to re-launch PADI Travel.

b) Asian Growth: PADI was said to be investing and growing in Asia, especially in China. This part appears to be true. We noticed a 3rd Course Director Training Course (CDTC) was added, specifically for China. Previously, there was only 2 CDTCs per year in the world: one in SE Asia and one in the Dominican Republic. We also believe that when PADI discusses its certification numbers showing increases including large numbers of younger people, these growing curves are due to the Chinese numbers being included.

So “China” was on people’s mind when thinking of PADI.

Regardless of the reasons behind this rumor of Chinese investors having purchased PADI, it appears to be false.

What PADI said about their new owners

It took a while for PADI to issue any kind of statement. Eventually, one came out from President & CEO, Drew Richardson, at the end of May 2017.

He started by insisting the consortium that purchased PADI was a group of “conservation-minded family investors”. He added: “The new ownership group includes philanthropists drawn to PADI’s commitment to ocean conservation and preservation.”

And, then, he seemed to address the rumor regarding Chinese investors by stating the consortium was “based in North America”. Of course, that didn’t say much. You could be a Chinese investor and buy PADI via an American-based company.

So… Who owns PADI?

From our research, Mandarinfish Holding Corp is a corporation led by the son of an aerospace billionaire in Palm Beach, Florida.

Here are the supporting facts.

The new owner of PADI, Mandarinfish Holding Corp is, indeed, an American company.

The law firm Locke Lord reported having worked on this acquisition by Mandarinfish Holding from Providence Equity. In this transaction, the Locke Lord team representing Mandarinfish Holding was led by 2 people from… Providence. It appears the new Mandarinfish Holding corporation is now managed by a former Providence employee: Albert J Dobron. There was some friendly negotiations going on, here, it seems!

Mandarinfish Holding was incorporated in Delaware in 2017. No surprise there. Delaware is a corporate tax haven. Its address of correspondence is, however, listed as care of (c/o) Mandarinfish Management, 189 Bradley Place, Suite 2, North Palm Beach, FL 33480.

Its executive chairman is Albert J Dobron. The other 2 listed board members are Amin C Khoury and Andrew L Stevenson. This information is available from an August 2017 public filing with the United States SEC (Securities & Exchange Commission) when Mandarinfish filed as an equity firm raising capital.

On this filing, Mandarinfish declared offering US$145M of which US$127 had already been sold. It appears they purchased PADI for $700 million but they only put $127 to $145 million down. We could assume the rest was financed and PADI will be under pressure to provide sufficient profits to cover this debt by its parent.

Who is Mandarinfish Holding Corp?

To understand who owns PADI, we need to understand who is behind Mandarinfish Holding. Let’s start by looking at the people on the board of directors, as listed in the SEC filing.

Both Amin Khoury and Albert Dobron have their address listed as the same as Mandarinfish Holding, in North Palm Beach, Florida. Since Albert Dobron is also listed as the Executive Chairman, we can assume these 2 executives are the ones leading this corporation operating out of South Florida. We’ll come back to this.

First, let’s get back to the SEC filing to have a quick look at the 3rd director. Andrew Stevenson’s address is listed as c/o Loreda in Cambridge, Massachusetts.

Our research indicates that the key figure behind the new PADI ownership is Amin Khoury. But let’s look at all three.

Who is Andrew L Stevenson?

Andrew Stevenson is part of Stevenson Family Investments in Cambridge, Massachusetts. Beyond that, it is hard to identify where “Loreda” fits in there. There may be some indication that the family of Hansjoerg Wyss is also involved, somehow. Wyss is a Swiss-born billionaire currently living in Wyoming.

Either way, you have your first family in this “consortium of wealthy family”: the Stevenson family from Cambridge, Massachusetts. And possibly, the Wyss family from Wyoming (and Swiss).

Let’s continue on to the other 2 board members who are the ones seemingly leading both Mandarinfish Holding and PADI.

Who is Albert J Dobron?

Albert Dobron was previously a managing director at Providence Equity — yes, that’s the equity firm that sold PADI to Mandarinfish Holding in 2017. Debron is now Executive Chairman of Mandarinfish Holding.

For a while, on his LinkedIn profile, he had listed himself as Chairman of PADI Worldwide. This has since been removed and we can now only see that he is “Managing Member of KD Capital Partners and Mandarinfish Management”. As explained above, the corporation that purchased PADI (Mandarinfish Holding) has its mailing address in North Palm Beach, c/o Mandarinfish Management LLC.

From various sources, Dobron is a Rhode Island resident sitting or formerly sitting on numerous boards, including Hulu, Univision Communications and numerous other television companies.

Who is Amin C Khoury?

Amin C Khoury is the son of aerospace billionaire Amin J Khoury who co-founded B/E Aerospace in 1987 to sell it to Rockwell in 2016 for $6.4B. It appears Amin J Khoury’s son is managing at least some of the family money and he took an interest in PADI. The Khoury family is from the equestrian neighborhood of Wellington in South Florida.

The family money appears to be managed through KD Capital which was described by Amin C Khoury, on Twitter, as operating “in the oil services, aerospace, medical software, multi-family residential & diving industries”. This was also posted on his personal blog that was deleted after we reached out for clarifications.

Amin C Khoury posted his acquisition of PADI on his personal Blogger blog site which has since been removed. Website archives give us the following image from what was posted:

On this same blog, he also listed himself as having joined PADI’s board of directors in 2017:

So… Really… Who owns PADI?

We know PADI is own by Mandarinfish Holding which is closely related to Mandarinfish Management. Both of these companies have an office address in North Palm Beach in South Florida.

Both of these companies as well as PADI are private companies, but Mandarinfish Holding had to file with the United States Securities & Exchange Commission (SEC) to raise capital from various investors. From this filing and further research, we conclude the following.

Behind Mandarinfish Holding, we have the families of Stevenson in Massachusetts, possibly Wyss in Wyoming/Swiss and Khoury in South Florida.

The lead figures managing both Mandarinfish Holding and PADI’s board of directors are Albert J Dobron (tightly associated to the Khoury family) and Amin C Khoury.

Wait… So where are the philanthropists interested in PADI’s efforts to promote conservation?

Good question! The only one who appears to have a significant track record as such is Wyss who has created the Wyss Foundation, which aims to conserve natural environments.

Clarifications from PADI’s Announcement on July 6, 2018

On July 6, 2018, Drew Richardson, CEO of PADI, released a statement in relation to a Scubanomics article that Aqua Lung’s parent company (Montagu) may be in negotiations with Mandarinfish Holding to purchase PADI. In this announcement, he described Mandarinfish Holding as an “international consortium of long-term individual and group North American and European investors”.

Either there is another investor (a European one) or the Wyss family (identified above) is what explained this ‘European’ label. The Wyss family is Swiss.

Why is PADI so secretive about this?

That’s a very good question. All of the information above came from public sources. Why try hiding it? We don’t know.

When you are a private company that pretends to take care of its “clients” as if they were “members” (even calling them as such), the best way to control what is said about your brand is to be honest. Online, it’s called being ‘authentic’. We don’t know why PADI developed such a culture of extreme secrecy, nor why they think it’s the best approach for their brand.

If they are not sure how much they should share with their “members”, perhaps they should refer to Mark Twain: “When in doubt, tell the truth”. There is no secret on who owns the other main training agencies. What is it PADI wants to hide?

Stay tuned on Scubanomics. We’ll update this post as we find more of the hidden pieces of the puzzle.

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