Compass Diversified Holdings Announces Pricing of $100 Million Series C Cumulative Preferred Share Offering
November 13 2019 - 4:38PM
Compass Diversified Holdings (NYSE: CODI) (“CODI” or the
“Company”), an owner of leading middle market businesses, announced
today it has priced a $100 million public offering of 4,000,000 of
its 7.875% Series C Cumulative Preferred Shares with a liquidation
preference of $25.00 per share. The Company has granted the
underwriters a 30-day over-allotment option to purchase up to an
additional 600,000 Series C Cumulative Preferred Shares. CODI
intends to use the net proceeds from the offering to repay a
portion of the outstanding balance of its term loan under its
credit facility and for general corporate purposes. The closing is
expected to occur on or about November 20, 2019, subject to
customary closing conditions.
Morgan Stanley, RBC Capital Markets and UBS
Investment Bank are acting as joint book-running managers on the
offering. J.P. Morgan, Janney Montgomery Scott and William Blair
are acting as co-managers for the offering. A copy of the
final prospectus relating to the offering may be obtained (when
available) from the following addresses:
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Morgan Stanley & Co. LLC |
RBC Capital Markets, LLC |
180 Varick Street |
200 Vesey Street |
New York, New York 10014 |
New York, New York 10281 |
Attn: Prospectus Department |
Attn: Transaction Management |
Email:
prospectus@morganstanley.com |
Telephone: (866) 375-6829 |
Telephone: (800) 584-6837 |
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UBS Securities
LLC |
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1285 Avenue of the
Americas |
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New York, New York 10019 |
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Attn: Prospectus
Department |
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Telephone: (888) 827-7275 |
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The offering is being made pursuant to an
effective shelf registration statement and prospectus filed by CODI
with the Securities and Exchange Commission (“SEC”). You may obtain
copies of the registration statement and the final prospectus, when
it is available, for free by visiting EDGAR on the SEC web site at
www.sec.gov.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy the securities
described herein, nor shall there be any sale of these securities
in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. The offering
may be made only by means of a prospectus and related prospectus
supplement meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
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 OEM 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, as
retrospectively revised and recast through the Current Report on
Form 8-K filed on November 13, 2019, 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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Compass
Diversified HoldingsRyan J. FaulkinghamChief Financial
Officer203.221.1703ryan@compassequity.com |
Investor
Relations and Media Contact:The IGB GroupLeon
Berman212.477.8438lberman@igbir.com |
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