Clarus Confirms Receipt of Non-Binding Indication of Interest Regarding Precision Sport Segment
September 19 2023 - 8:00AM
Clarus Corporation (NASDAQ: CLAR) (“Clarus” and/or the “Company”),
a global company focused on the outdoor and consumer enthusiast
markets, today confirmed the receipt of a non-binding indication of
interest from Warren B. Kanders to acquire the Company’s Precision
Sport segment, which is comprised of the Company’s Sierra Bullets,
L.L.C. and Barnes Bullets – Mona, LLC subsidiaries, through an
affiliated entity (the “Buyer”), for approximately $160 million on
a cash-free, debt-free basis (the “Buyer’s Proposal”), the terms of
which are more fully set forth in the complete text of the Buyer’s
Proposal, included as Exhibit 1 to Mr. Kanders’ statement of
beneficial ownership on Schedule 13D/A as publicly filed on
September 18, 2023 with the U.S. Securities and Exchange
Commission. Mr. Kanders is the Company’s Executive Chairman of the
Board of Directors (the “Board”).
In response to the Buyer’s Proposal, the Board
formed a special committee of the Board comprised of independent
directors (the “Special Committee”) to review and evaluate the
Buyer’s Proposal and any alternative proposals that may be
available to the Company, including the possibility of rejecting
the Buyer’s Proposal and/or any alternative proposals. The Special
Committee has been empowered, among other things, to retain
financial advisors and counsel to assist it in its directive from
the Board.
Separately, Keith Enlow, President of the
Company’s Precision Sport segment, has advised the Company that he
will resign his position effective September 29, 2023 in order to
pursue other opportunities. Michael J. Yates, the Company’s Chief
Financial Officer, will serve as interim President of the Company’s
Precision Sport segment until a successor is hired and formally
appointed.
There can be no assurance that any definitive
agreement will result from the Buyer’s Proposal or that any
transaction will be consummated with the Buyer or any other third
party. The Company and the Special Committee do not intend to
comment further about the Buyer’s Proposal unless and until they
deem further disclosure is appropriate.
About Clarus Corporation
Headquartered in Salt Lake City, Utah, Clarus
Corporation is a global leading designer, developer, manufacturer
and distributor of best-in-class outdoor equipment and lifestyle
products focused on the outdoor and consumer enthusiast markets.
Our mission is to identify, acquire and grow outdoor “super fan”
brands through our unique “innovate and accelerate” strategy. We
define a “super fan” brand as a brand that creates the world’s
pre-eminent, performance-defining product that the best-in-class
user cannot live without. Each of our brands has a long history of
continuous product innovation for core and everyday users alike.
The Company’s products are principally sold globally under the
Black Diamond®, Rhino-Rack®, MAXTRAX®, Sierra®, and Barnes® brand
names through outdoor specialty and online retailers, our own
websites, distributors, and original equipment manufacturers. Our
portfolio of iconic brands is well-positioned for sustainable,
long-term growth underpinned by powerful industry trends across the
outdoor and adventure sport end markets. For additional
information, please visit www.claruscorp.com or the brand websites
at www.blackdiamondequipment.com, www.rhinorack.com,
www.maxtrax.com.au, www.sierrabullets.com, www.barnesbullets.com,
www.pieps.com, or www.goclimbon.com.
Forward-Looking Statements
Please note that in this press release we may
use words such as “appears,” “anticipates,” “believes,” “plans,”
“expects,” “intends,” “future,” and similar expressions which
constitute forward-looking statements within the meaning of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. Forward-looking statements are made based on our
expectations and beliefs concerning future events impacting the
Company and therefore involve a number of risks and uncertainties.
We caution that forward-looking statements are not guarantees and
that actual results could differ materially from those expressed or
implied in the forward-looking statements. Potential risks and
uncertainties that could cause the actual results of operations or
financial condition of the Company to differ materially from those
expressed or implied by forward-looking statements in this release,
include, but are not limited to, the Company’s potential responses
to the Buyer’s Proposal, the exploration of strategic alternatives
by the Company, the potential impact of the Buyer’s Proposal on our
business, results of operations, and financial condition, as well
as those risks and uncertainties more fully described from time to
time in the Company's public reports filed with the Securities and
Exchange Commission, including under the section titled “Risk
Factors” in the Company's Annual Report on Form 10-K, and/or
Quarterly Reports on Form 10-Q, as well as in the Company’s Current
Reports on Form 8-K. All forward-looking statements included in
this press release are based upon information available to the
Company as of the date of this press release and speak only as of
the date hereof. We assume no obligation to update any
forward-looking statements to reflect events or circumstances after
the date of this press release.
Company Contacts:
Michael J. YatesChief Financial OfficerTel
1‐801-993‐1304mike.yates@claruscorp.com
Investor Relations
Contact:
Gateway Group, Inc. Cody SlachTel
1‐949‐574‐3860CLAR@gateway-grp.com
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