Compass Diversified Holdings Closes Sale of Clean Earth
July 01 2019 - 8:30AM
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 its majority owned
subsidiary, CEHI Acquisition Corporation, the parent company of
Clean Earth, Inc. ("Clean Earth"), to a wholly-owned subsidiary of
Harsco Corporation (NYSE: HSC), pursuant to an agreement it entered
into on May 8, 2019.
The sale price of Clean Earth was based on an
aggregate enterprise value of $625 million plus estimated cash and
working capital adjustments subject to customary post-closing
true-ups. CODI expects to realize a gain on the sale of Clean Earth
of between $205 million and $215 million and intends to use the net
proceeds to repay the remaining outstanding debt under the
Company's revolving credit facility and for general corporate
purposes.
Moelis & Company LLC and Houlihan Lokey
Capital, Inc. acted as financial advisors to CODI in connection
with the transaction. Squire Patton Boggs (US) LLP acted as legal
counsel to CODI.
In addition, CODI’s Manager, Compass Group
Management, has agreed to waive the management fee on cash balances
held at CODI, commencing with the management fee due for the
quarter ending June 30, 2019 and continuing until the quarter
during which the Company next borrows under its revolving credit
facility.
Elias Sabo, CEO of Compass Diversified Holdings,
stated, “Year to date 2019, CODI has realized gains for
shareholders of over $325 million. This success has enabled the
Company to significantly strengthen its balance sheet, during a
time when we are waiving our management fee on CODI’s cash balance.
We remain well positioned to continue to implement our permanent
capital model, and to distribute $1.44 per share annually, as we
focus on further enhancing shareholder value.”
About Compass Diversified Holdings
(“CODI”)
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 eight majority-owned subsidiaries are
engaged in the following lines of business:
- The design and marketing of
purpose-built tactical apparel and gear serving a wide range of
global customers (5.11);
- The manufacture of quick-turn,
small-run and production rigid printed circuit boards
(Advanced Circuits);
- The manufacture of engineered
magnetic solutions for a wide range of specialty applications and
end-markets (Arnold Magnetic Technologies);
- The design and marketing of
wearable baby carriers, strollers and related products
(Ergobaby);
- The design and manufacture of
custom molded protective foam solutions and OE components
(Foam Fabricators);
- The design and manufacture of
premium home and gun safes (Liberty Safe);
- The manufacture and marketing of
portable food warming fuels for the hospitality and consumer
markets, flameless candles and house and garden lighting for the
home decor market, and wickless candle products used for home decor
and fragrance systems (The Sterno Group); and
- The design, manufacture and
marketing of airguns, archery products, optics and related
accessories (Velocity Outdoor).
This press release may contain certain
forward-looking statements, including statements with regard to the
future performance of CODI and expectations related to the sale of
Clean Earth. Words such as "believes," "expects," “anticipates,”
“intends,” "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,
2018 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.
Compass Diversified HoldingsRyan J. FaulkinghamChief Financial
Officer203.221.1703ryan@compassequity.com |
Investor Relations and Media Contact:The IGB Group Leon Berman
212.477.8438 lberman@igbir.com |
Compass Diversified (NYSE:CODI)
Historical Stock Chart
From Mar 2024 to Apr 2024
Compass Diversified (NYSE:CODI)
Historical Stock Chart
From Apr 2023 to Apr 2024