Compass Diversified Sells Fox Factory for $1 Billion
Ticker: CODI-PC · Form: 8-K · Filed: Mar 20, 2024 · CIK: 1345126
Sentiment: neutral
Topics: divestiture, acquisition, strategic-shift
TL;DR
CODI selling Fox Factory for $1B, deal expected Q2 2024.
AI Summary
Compass Diversified Holdings announced on March 20, 2024, that it has entered into a definitive agreement to sell its subsidiary, Fox Factory Holding Corp., for $1.0 billion. This transaction is expected to close in the second quarter of 2024, subject to customary closing conditions.
Why It Matters
The sale of Fox Factory for a significant sum indicates a strategic shift for Compass Diversified Holdings, potentially impacting its future investment strategy and shareholder returns.
Risk Assessment
Risk Level: medium — The sale of a subsidiary for a substantial amount introduces financial and operational risks related to the integration of proceeds and future strategic direction.
Key Numbers
- $1.0B — Sale Price (Divestiture of Fox Factory Holding Corp.)
- Q2 2024 — Expected Closing (Anticipated timeframe for the transaction completion)
Key Players & Entities
- Compass Diversified Holdings (company) — Seller
- Fox Factory Holding Corp. (company) — Subsidiary being sold
- $1.0 billion (dollar_amount) — Sale price
- 20240320 (date) — Filing date
- second quarter of 2024 (date) — Expected closing period
FAQ
What is the name of the subsidiary being sold by Compass Diversified Holdings?
Compass Diversified Holdings is selling its subsidiary, Fox Factory Holding Corp.
What is the total sale price for Fox Factory Holding Corp.?
The total sale price for Fox Factory Holding Corp. is $1.0 billion.
When is the sale of Fox Factory Holding Corp. expected to close?
The sale is expected to close in the second quarter of 2024.
What are the conditions for the closing of the Fox Factory Holding Corp. sale?
The sale is subject to customary closing conditions.
What is the filing date of this 8-K report?
This 8-K report was filed on March 20, 2024.
Filing Stats: 1,612 words · 6 min read · ~5 pages · Grade level 10.6 · Accepted 2024-03-20 17:21:10
Key Financial Figures
- $100 million — /or principal (the "Sales Agent") up to $100 million of the Trust's 7.250% Series A Preferre
Filing Documents
- d800897d8k.htm (8-K) — 57KB
- d800897dex11.htm (EX-1.1) — 196KB
- d800897dex31.htm (EX-3.1) — 11KB
- d800897dex32.htm (EX-3.2) — 11KB
- d800897dex33.htm (EX-3.3) — 11KB
- d800897dex34.htm (EX-3.4) — 7KB
- d800897dex35.htm (EX-3.5) — 7KB
- d800897dex36.htm (EX-3.6) — 7KB
- d800897dex51.htm (EX-5.1) — 18KB
- d800897dex52.htm (EX-5.2) — 17KB
- d800897dex81.htm (EX-8.1) — 7KB
- g800897img1.jpg (GRAPHIC) — 6KB
- 0001193125-24-072850.txt ( ) — 640KB
- codi-20240320.xsd (EX-101.SCH) — 6KB
- codi-20240320_cal.xml (EX-101.CAL) — 1KB
- codi-20240320_def.xml (EX-101.DEF) — 16KB
- codi-20240320_lab.xml (EX-101.LAB) — 28KB
- codi-20240320_pre.xml (EX-101.PRE) — 17KB
- d800897d8k_htm.xml (XML) — 12KB
Financial Statements and Exhibits
Financial Statements and Exhibits 1.1 At Market Issuance Sales Agreement, dated March 20, 2024, among the Company, the Trust, Compass Group Management LLC, and B. Riley Securities, Inc. 3.1 First Amendment to Amended and Restated Share Designation of Compass Diversified Holdings with respect to Series A Preferred Shares. 3.2 First Amendment to Amended and Restated Share Designation of Compass Diversified Holdings with respect to Series B Preferred Shares. 3.3 First Amendment to Amended and Restated Share Designation of Compass Diversified Holdings with respect to Series C Preferred Shares. 3.4 First Amendment to Trust Interest Designation of Compass Group Diversified Holdings LLC with respect to Series A Trust Preferred Interests. 3.5 First Amendment to Trust Interest Designation of Compass Group Diversified Holdings LLC with respect to Series B Trust Preferred Interests. 3.6 First Amendment to Trust Interest Designation of Compass Group Diversified Holdings LLC with respect to Series C Trust Preferred Interests. 5.1 Legality Opinion of Richards, Layton & Finger, P.A. as to the Trust. 5.2 Legality Opinion of Richards, Layton & Finger, P.A. as to the Company. 8.1 Opinion of Squire Patton Boggs (US) LLP regarding certain tax matters. 23.1 Consent of Richards, Layton & Finger, P.A. (contained in Exhibits 5.1 and 5.2 hereto). 23.2 Consent of Squire Patton Boggs (US) LLP (contained in Exhibit 8.1 hereto). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, t he Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: March 20, 2024 COMPASS DIVERSIFIED HOLDINGS By: /s/ Ryan J. Faulkingham Ryan J. Faulkingham Regular Trustee
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: March 20, 2024 COMPASS GROUP DIVERSIFIED HOLDINGS LLC By: /s/ Ryan J. Faulkingham Ryan J. Faulkingham Chief Financial Officer