Compass Diversified Holdings Receives Deferred Consideration from Sale of Manitoba Harvest
September 04 2019 - 8:30AM
Compass Diversified Holdings (NYSE: CODI) (“CODI” or the
“Company”), an owner of leading middle market businesses, announced
today that it has received the deferred consideration from the sale
of its majority owned subsidiary, FHF Holdings Ltd. (“Manitoba
Harvest”), to Tilray Inc. (“Tilray”) (NASDAQ: TLRY), pursuant to an
agreement it entered into on February 19, 2019.
Manitoba Harvest shareholders, including CODI,
received C$92.5 million, comprised of C$50 million in cash and
C$42.5 million in Tilray shares. After the allocation of the sales
price to non-controlling equity holders, CODI received
approximately C$64 million at the deferred date comprised of cash
and Tilray shares. These proceeds are in addition to the C$234
million CODI received at closing on February 28, 2019, bringing
total proceeds from the sale of Manitoba Harvest to C$298 million.
Manitoba Harvest shareholders, including CODI, will receive an
additional C$49 million in Tilray shares upon Manitoba Harvest
achieving certain performance milestones in 2019, such amount to be
reduced to the extent that some or all of the milestones are not
achieved.
Elias Sabo, CEO of Compass Diversified Holdings
stated, “During 2019, we have taken significant steps to unlock
shareholder value, as we monetized both Manitoba Harvest and Clean
Earth, resulting in realized gains for shareholders of over $325
million year-to-date and over $1 billion since our IPO. We are
pleased to receive the deferred consideration from the sale of
Manitoba Harvest, which further strengthens CODI’s balance sheet
during a time when Compass Group Management has waived the
management fee on cash balances held at CODI.”
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. 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, 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 |
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