Compass Diversified Holdings Announces Pricing of $88 Million Common Share Offering
May 04 2020 - 8:17PM
Compass Diversified Holdings (NYSE: CODI) (the “Trust”) and
Compass Group Diversified Holdings LLC (the "Company" and together
with the trust, "CODI"), announced today that CODI has priced a
public offering of 5,000,000 common shares of the Trust at a price
to the public of $17.60 per share, for gross proceeds to CODI of
$88 million. The underwriters will have a 30-day option to purchase
up to an additional 750,000 common shares from CODI. CODI will use
the net proceeds from the offering to repay a portion of the
outstanding balance of the Company’s revolving credit facility. The
closing is expected to occur on or about May 7, 2020, subject to
customary closing conditions.
Morgan Stanley, BofA Securities, UBS Investment
Bank and RBC Capital Markets are acting as joint book-running
managers for this offering with Janney Montgomery Scott, Raymond
James, William Blair, CJS Securities and Roth Capital Partners
acting as co-managers. A copy of the final prospectus
relating to the offering may be obtained (when available) from the
following addresses: Morgan Stanley, 180 Varick Street, 2nd
Floor, New York, New York 10014, Attn: Prospectus Department; BofA
Securities, NC1-004-03-43, 200 North College Street,
3rd Floor, Charlotte, North Carolina 28255-0001, Attn:
Prospectus Department, Email: dg.prospectus_requests@bofa.com; UBS
Investment Bank, 1285 Avenue of the Americas, New York, New York
10019, Attn: Prospectus Department, Telephone: (888) 827-7275,
Email: ol-prospectusrequest@ubs.com; or RBC Capital Markets, 200
Vesey Street, 8th Floor, New York, New York 10281, Attn: Equity
Syndicate, Telephone: (877) 822-4089, Email:
equityprospectus@rbccm.com.
The offering was 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 nine majority-owned subsidiaries are engaged
in the following lines of business:
- The design and marketing of purpose-built technical 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 design and manufacture of baseball and softball equipment
and apparel (Marucci Sports);
- The manufacture and marketing of portable food warming systems,
creative indoor and outdoor lighting, and home fragrance solutions
for the foodservice industry and consumer markets
(Sterno); 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
use of proceeds from the offering and the closing of the offering.
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, 2019 and in the Form 10-Q filed by CODI with the SEC
for the quarter ended March 31, 2020, as well as 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.
Investor Relations:The IGB Group
Leon Berman 212-477-8438 lberman@igbir.com |
Media Contact:Joele Frank,
Wilkinson Brimmer KatcherJon Keehner / Julie Oakes / Kate
Thompson212-355-4449 |
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