EX-99.2
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cbakclosingrelease.htm
EXHIBIT 99.2
CBak Closing Release
Exhibit 99.2
Compass Diversified Holdings
Ryan J. Faulkingham
Chief Financial Officer
203.221.1703
ryan@compassequity.com
Investor Relations and Media Contacts:
The IGB Group
Leon Berman / Matt Steinberg
212.477.8438 / 212.477.8261
lberman@igbir.com / msteinberg@igbir.com
Compass Diversified Holdings Closes Sale of
CamelBak Products, LLC
Westport, Conn., August 3, 2015 - Compass Diversified Holdings (NYSE: CODI) ("CODI" or the "Company"), an owner of leading middle market businesses, announced today that it has completed the sale of CamelBak Products, LLC ("CamelBak") to Vista Outdoor Inc., pursuant to an agreement it entered into on July 27, 2015.
The sale price for CamelBak was based on a total enterprise value of $412.5 million plus an additional $14.1 million of estimated cash and working capital adjustments subject to customary post-closing true-ups. After the allocation of the sales price to non-controlling equityholders and the payment of transaction expenses, CODI received approximately $367.8 million of total proceeds from the sale at closing. This amount is in respect of the Company's outstanding loans to CamelBak (including accrued interest) and its equity interests in CamelBak, which was acquired by CODI on August 24, 2011. The proceeds will be used to repay all outstanding debt under the Company's revolving credit facility, with the balance increasing cash on the Company's balance sheet. The Company anticipates recording a gain on the sale of CamelBak ranging between $150 million and $170 million during the quarter ended September 30, 2015.
Additional information on the transaction will be available on the Company's current report on Form 8-K that will be filed with the Securities and Exchange Commission.
About Compass Diversified Holdings
CODI owns and manages a diverse family of established North American middle market businesses. Each of its current subsidiaries is a leader in its niche market.
CODI maintains controlling ownership interests in each of its subsidiaries in order to maximize its ability to impact long term cash flow generation and value. The Company provides both debt and equity capital for its subsidiaries, contributing to their financial and operating flexibility. CODI utilizes the cash flows generated by its subsidiaries to invest in the long-term growth of the Company and to make cash distributions to its shareholders.
Our nine majority-owned subsidiaries are engaged in the following lines of business:
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The manufacture of quick-turn, small-run and production rigid printed circuit boards (Advanced Circuits);
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The design and manufacture of promotionally priced upholstered furniture (American Furniture Manufacturing);
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The design and manufacture of medical therapeutic support surfaces and other wound treatment devices (Anodyne Medical Device, also doing business and known as Tridien Medical);
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The manufacture of engineered magnetic solutions for a wide range of specialty applications and end-markets (Arnold Magnetic Technologies);
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Environmental services for a variety of contaminated materials including soils, dredged material, hazardous waste and drill cuttings (Clean Earth);
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The design and marketing of wearable baby carriers, strollers and related products (Ergobaby);
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The design and manufacture of premium home and gun safes (Liberty Safe);
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The manufacture and marketing of branded, hemp-based food products (Manitoba Harvest); and
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The manufacture and marketing of portable food warming fuel and creative table lighting solutions for the foodservice industry (SternoCandleLamp).
In addition, we own approximately 41% of the common stock of Fox Factory Holding Corp. ("FOX", Nasdaq: FOXF), a former subsidiary business that completed its initial public offering in August 2013. FOX designs and manufactures high-performance suspension products primarily for mountain bikes, side-by-side vehicles, on-road and off-road vehicles and trucks, all-terrain vehicles, snowmobiles, specialty vehicles and applications, and motorcycles.
This press release may contain certain forward-looking statements, including statements with regard to the future performance of CODI. Words such as "believes", "expects", "projects", and "future" or similar expressions, are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results to differ materially from those projected in these forward-looking statements, and some of these factors are enumerated in the risk factor discussion in the Form 10-K filed by CODI with the SEC for the year ended December 31, 2014 and other filings with the SEC. Except as required by law, CODI undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

EX - 99 . 2 3 cbakclosingrelease . htm EXHIBIT 99 . 2 CBak Closing Release Exhibit 99 . 2 Compass Diversified Holdings Ryan J . Faulkingham Chief Financial Officer 203 . 221 . 1703 ryan@compassequity.com Investor Relations and Media Contacts : The IGB Group Leon Berman / Matt Steinberg 212 . 477 . 8438 / 212 . 477 . 8261 lberman@igbir.com / msteinberg@igbir.com Compass Diversified Holdings Closes Sale of CamelBak Products , LLC Westport , Conn . , August 3 , 2015 - Compass Diversified Holdings ( NYSE : CODI ) ( " CODI " or the " Company " ) , an owner of leading middle market businesses , announced today that it has completed the sale of CamelBak Products , LLC ( " CamelBak " ) to Vista Outdoor Inc . , pursuant to an agreement it entered into on July 27 , 2015 . The sale price for CamelBak was based on a total enterprise value of $ 412.5 million plus an additional $ 14.1 million of estimated cash and working capital adjustments subject to customary post - closing true - ups . After the allocation of the sales price to non - controlling equityholders and the payment of transaction expenses , CODI received approximately $ 367.8 million of total proceeds from the sale at closing . This amount is in respect of the Company 's outstanding loans to CamelBak ( including accrued interest ) and its equity interests in CamelBak , which was acquired by CODI on August 24 , 2011 . The proceeds will be used to repay all outstanding debt under the Company 's revolving credit facility , with the balance increasing cash on the Company 's balance sheet . The Company anticipates recording a gain on the sale of CamelBak ranging between $ 150 million and $ 170 million during the quarter ended September 30 , 2015 . Additional information on the transaction will be available on the Company 's current report on Form 8 - K that will be filed with the Securities and Exchange Commission . About Compass Diversified Holdings CODI owns and manages a diverse family of established North American middle market businesses . Each of its current subsidiaries is a leader in its niche market . CODI maintains controlling ownership interests in each of its subsidiaries in order to maximize its ability to impact long term cash flow generation and value . The Company provides both debt and equity capital for its subsidiaries , contributing to their financial and operating flexibility . CODI utilizes the cash flows generated by its subsidiaries to invest in the long - term growth of the Company and to make cash distributions to its shareholders . Our nine majority - owned subsidiaries are engaged in the following lines of business : . The manufacture of quick - turn , small - run and production rigid printed circuit boards ( Advanced Circuits ) ; . The design and manufacture of promotionally priced upholstered furniture ( American Furniture Manufacturing ) ; . The design and manufacture of medical therapeutic support surfaces and other wound treatment devices ( Anodyne Medical Device , also doing business and known as Tridien Medical ) ; . The manufacture of engineered magnetic solutions for a wide range of specialty applications and end - markets ( Arnold Magnetic Technologies ) ; . Environmental services for a variety of contaminated materials including soils , dredged material , hazardous waste and drill cuttings ( Clean Earth ) ; . The design and marketing of wearable baby carriers , strollers and related products ( Ergobaby ) ; . The design and manufacture of premium home and gun safes ( Liberty Safe ) ; . The manufacture and marketing of branded , hemp - based food products ( Manitoba Harvest ) ; and . The manufacture and marketing of portable food warming fuel and creative table lighting solutions for the foodservice industry ( SternoCandleLamp ) . In addition , we own approximately 41 % of the common stock of Fox Factory Holding Corp . ( " FOX " , Nasdaq : FOXF ) , a former subsidiary business that completed its initial public offering in August 2013 . FOX designs and manufactures high - performance suspension products primarily for mountain bikes , side - by - side vehicles , on - road and off - road vehicles and trucks , all - terrain vehicles , snowmobiles , specialty vehicles and applications , and motorcycles . This press release may contain certain forward - looking statements , including statements with regard to the future performance of CODI . Words such as " believes " , " expects " , " projects " , and " future " or similar expressions , are intended to identify forward - looking statements . These forward - looking statements are subject to the inherent uncertainties in predicting future results and conditions . Certain factors could cause actual results to differ materially from those projected in these forward - looking statements , and some of these factors are enumerated in the risk factor discussion in the Form 10 - K filed by CODI with the SEC for the year ended December 31 , 2014 and other filings with the SEC . Except as required by law , CODI undertakes no obligation to publicly update or revise any forward - looking statements , whether as a result of new information , future events or otherwise .
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