Weil advises Apollo S3 on $300 million acquisition from Monogram Capital Partners II, L.P.

Apollo S3, Apollo’s Sponsor & Secondary Solutions business, closed a single-asset continuation vehicle for Mountaintop Beverage through a newly formed structure.

The transaction transfers Mountaintop from Monogram Capital Partners II, L.P. into a newly formed continuation vehicle led by Apollo S3, with participation from other institutional investors.

Rather than acquiring Mountaintop outright from Monogram, Apollo S3 is leading a new investor group that provides the business with a longer investment horizon and committed capital while allowing Monogram and Mountaintop’s management to remain owners. The structure addresses two objectives simultaneously: generating liquidity for existing fund investors and providing fresh capital for the company’s next stage of expansion.

Weil advised Apollo S3 on the continuation vehicle. Its disclosed team spans private equity, private funds and tax.

The investment also gives Apollo S3 exposure to Mountaintop’s planned manufacturing expansion and future acquisition activity, creating the possibility of further capital deployment as the company executes that growth program.

Monogram Capital Partners is using the continuation vehicle to extend its investment in Mountaintop Beverage rather than realizing a conventional full exit. The structure provides liquidity to investors in Monogram Capital Partners II, L.P., the fund that previously held Mountaintop, while allowing Monogram and Mountaintop’s management team to retain ownership and participate in the company’s next growth phase.

For Mountaintop, the transaction provides additional time and committed capital without changing its management team, board or operating strategy. The company specializes in low-acid aseptic and extended-shelf-life beverage manufacturing, including dairy, plant-based, coffee, tea, high-protein and nutritional products.

The immediate growth plan includes using capital from the new vehicle to support a major expansion of Mountaintop’s Morgantown manufacturing campus and provide capacity for future acquisitions. The continuation structure therefore allows Monogram to preserve its exposure to a business it believes still has material growth ahead while providing existing Fund II investors with liquidity rather than requiring them to remain invested for a longer holding period.