Hitting the M&A Bull's-Eye With a Collaborative Approach

When Compass Diversified Holdings (CODI) wanted to bring the world's largest designer, manufacturer and marketer of air guns and archery products back under its umbrella, Holland & Knight's Mergers and Acquisitions Team was able to hit a bull's-eye for the diversified holding company thanks to our comprehensive representation.

To address the client's needs as effectively and efficiently as possible, Holland & Knight's transactional attorneys work collaboratively, drawing upon the firm's depth and breadth of legal experience and industry knowledge.

The Hunter

CODI owns and manages a diverse family of established North American middle market businesses. Its business model is to acquire leaders in niche markets at values that are accretive to its shareholders. Once acquired, CODI works with the executive teams of its subsidiary companies to identify and capitalize on opportunities to grow those companies' earnings and cash flows. These cash flows support distributions to CODI shareholders, which are intended to be steady and growing over the long term. With eight businesses already under its belt, CODI was on the hunt for another target.

The Target

Headquartered in East Bloomfield, N.Y., Crosman was previously owned by CODI before being sold in 2007. The recreational weapons manufacturer serves more than 425 customers worldwide, including mass merchants, sporting goods retailers, online channels and distributors serving small specialty stores and international markets. The company's diversified product portfolio includes the widely known Crosman, Benjamin and CenterPoint brands.

The Team

CODI decided that it was time to bring Crosman back into the fold, and it turned to Holland & Knight to help make that happen.

Twenty mergers and acquisitions professionals from eight Holland & Knight offices across the U.S. worked collaboratively on the approximately $152 million deal. Together, they were able to prevent interloper risk, ensure a timely completion and keep costs at a minimum for the client.
The corporate services and private equity attorneys handled all matters related to the high-dollar transaction, including: 

• taxation issues 
• buyer's representation and warranty insurance matters 
• environmental matters 
• employee benefits and Employee Retirement Income Security Act (ERISA) issues 
• intellectual property and information security matters 
• securities law matters 
• real estate and real estate finance issues 
• Hart-Scott-Rodino Antitrust Improvements Act matters 
• corporate assistance issues

Thanks to our state-of-the-art technology, our collaborative approach included seamless representation from offices across the nation, including Washington, D.C.; Orlando, Fla.; Stamford, Conn.; New York; Miami; Boston; Tysons, Va.; and Chicago.

This transaction brings the current number of industrial and branded consumer businesses that CODI owns to nine and helps to ensure a strong cash flow to the private equity group's shareholders.

Continued Representation

A month after the deal closed, a multidisciplinary team was again tapped for an acquisition – this time by CODI's newest subsidiary. Crosman sought to purchase the commercial business of LaserMax, Inc., a leading designer and manufacturer of gun-mounted laser aiming devices.
The lead attorneys were able to tailor a team already knowledgeable of the client's needs. The transaction closed less than three weeks after the parties entered into a nonbinding letter of intent and only about a month after the firm assisted CODI in acquiring Crosman.
Business attorneys in Stamford, Conn., provided corporate assistance, while a Tysons, Va., team worked on intellectual property-related issues. Members from the two offices also tackled labor issues and employee agreements. New York attorneys advised on taxation, and the Boston office advised on real estate issues.

One-Firm Approach

Helping clients complete multifaceted M&A transactions requires more than just legal knowledge. It requires a solid understanding of the industries and entities involved, as well as the ability to assemble the right team of lawyers. Since our attorneys are located throughout the world and savvy in various disciplines, we can assist clients across borders and with numerous legal specialties. Our one-firm approach is a cost-effective and time-efficient service that supports clients with the most complex matters to exceed their expectations.