Machine learning predictions based on historical earnings data and price patterns
1-Day Prediction
-5.74%
$10.44
0% positive prob.
5-Day Prediction
-8.60%
$10.13
0% positive prob.
20-Day Prediction
-9.39%
$10.04
0% positive prob.
SEC 8-K filings with transcript text
Aug 10, 2026 · 99% conf.
1D
-5.74%
$10.44
Act: +11.19%
5D
-8.60%
$10.13
Act: +9.21%
20D
-9.39%
$10.04
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Exhibit 99.1
Compass Diversified Reports Second Quarter 2026 Financial Results
Westport, Conn., August 10, 2026 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three and six months ended June 30, 2026 and filed its Quarterly Report on Form 10-Q for the period.
“In the second quarter, our subsidiaries delivered strong operating performance and cash flow,” said Elias Sabo, Chief Executive Officer of Compass Diversified. “We took concrete actions to strengthen our balance sheet, including selling Sterno’s Food Service Business at an attractive valuation and applying more than $280 million of proceeds to debt reduction. We also amended our Management Services Agreement to lower expected fees and increase alignment with shareholders by tying more of the Manager’s compensation to shareholder returns and operating performance.”
“Our performance was broad-based, with Adjusted EBITDA growth across our Branded Consumer businesses and at Arnold,” added Zach Sawtelle, Chief Operating Officer of Compass Diversified. “BOA, PrimaLoft and The Honey Pot were each up more than 25% year-over-year, and Arnold was a standout, up nearly 50%. 5.11 expanded margins despite a softer top line.”
Sawtelle continued, “Our work is not done. Our shares trade at what we believe is a meaningful discount to intrinsic value, and we remain focused on closing that gap. Our near-term priorities are straightforward: drive profitable growth, pursue divestitures where we can realize attractive value, further reduce debt and, when appropriate, efficiently return capital to shareholders. We are moving with urgency and discipline to realize value for shareholders.”
Financial Summary – GAAP Results
Year-over-year GAAP comparisons reflect the operating results of Lugano and a full quarter of Sterno’s Food Service Business in the 2025 period, versus the 2026 period, which excludes Lugano's operating results (following its deconsolidation in connection with its bankruptcy proceedings) and includes the Food Service Business through its May 1 sale date.
Q2 2026 vs Q2 2025 (GAAP)
•Net revenues were $424.0 million, down 11.4% vs Q2 2025
•Net income from continuing operations: $81.9 million vs net loss from continuing operations of $80.8 million in Q2 2025
•Net income attributable to Holdings: $81.1 million, or $0.86 per common share, vs. a net loss of $51.2 million, or $(0.88) per common share
•Cash provided by operating activities: $29.7 million, vs. cash used of $35.2 million
•Q2 2026 results included a $182.3 million gain on the sale of Sterno’s Food Service Business and a $58.0 million reduction in the fair value of CODI’s receivable from Lugano.
Financial Summary – Non-GAAP Results
To facilitate comparison of CODI’s continuing subsidiaries, the following non-GAAP results exclude Lugano from the prior-year period and exclude net sales and Adjusted EBITDA attributable to the divested Sterno Food Service Business from both current and prior-year periods.
Rimports and the Food Service Business historically operated and were reported together as Sterno Group under a shared management structure. Following the sale, certain shared management and other indirect costs remained with Rimports. To provide a comparable view of the continuing business, the non-GAAP results exclude the Food Service Business’s net sales and Adjusted EBITDA and reflect the costs retained by Rimports on a consistent basis in both periods.
Q2 2026 vs Q2 2025 (Non-GAAP)
•Net revenues were $410.6 million, approximately flat vs. Q2 2025
◦Branded Consumer: $270.8 million, up 7.2%
◦Industrial: $139.8 million, down 11.5%
•Subsidiary Adjusted EBITDA was $91.5 million, up 12.6% vs. Q2 2025
◦Branded Consumer: $69.3 million, up 24.2%
◦Industrial: $22.3 million, down 12.8%
Key Business Updates
During and subsequent to the quarter, CODI:
•Completed the sale of Sterno’s Food Service Business and applied more than $280 million of the proceeds to senior secured term loan debt.
•Amended its Management Services Agreement to reduce expected management fees beginning in 2027 and further strengthen shareholder alignment.
•Amended its senior credit facility to extend the maturity of its term loan and revolving commitments, providing financial flexibility.
•Announced a settlement to facilitate the orderly liquidation of Lugano’s assets.
•Announced that Elias Sabo will retire as Chief Executive Officer on December 31, 2026, and appointed Zach Sawtelle Chief Operating Officer and named him CEO successor.
Liquidity and Capital Resources
As of June 30, 2026, CODI had approximately $87.4 million in cash and cash equivalents and approximately $97 million in revolver availability. Total debt was $1,592.3 million, compared with
May 6, 2026
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Exhibit 99.1
Compass Diversified Reports First Quarter 2026 Financial Results
Westport, Conn., May 6, 2026 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended March 31, 2026 and filed its Quarterly Report on Form 10-Q for the period.
"The first quarter of 2026 was a quarter of execution, with strong subsidiary performance led by our Consumer vertical, and a meaningful divestiture at an attractive valuation,” said Elias Sabo, Chief Executive Officer of Compass Diversified. “We are delivering against the priorities we laid out for shareholders at the beginning of the year."
Sabo continued, “A single quarter does not make a turnaround. Trust is earned through consistent execution, and that is what we expect to deliver for shareholders going forward.”
On November 16, 2025, CODI deconsolidated Lugano Holding, Inc. ("Lugano"). Accordingly, CODI’s GAAP results for the three months ended March 31, 2026 do not include Lugano’s operating results. Certain non-GAAP results and their associated growth rates are presented excluding Lugano’s 2025 results to facilitate comparisons of year-over-year performance for our remaining subsidiaries.
Each of CODI’s subsidiaries represents an operating segment. For ease of presentation, CODI has grouped its operating segments into Branded Consumer and Industrial groups for certain results described below. Subsidiary details are available in the appendix.
Financial Summary – (GAAP)
•Net revenues were $426.9 million, down 5.9% vs Q1 2025
•Net loss from continuing operations was $30.8 million vs $49.8 million in Q1 2025
Financial Summary – (non-GAAP)
Q1 2026 (non-GAAP – Excluding Lugano in the prior year period)
•Net revenues were $426.9 million, flat to Q1 2025
▪Branded Consumer: $257.0 million, up 2.3% vs Q1 2025
▪Industrial: $169.9 million, down 3.3% vs Q1 2025
•Subsidiary Adjusted EBITDA was $83.9 million, up 6.3% vs Q1 2025
▪Branded Consumer: $59.4 million, up 11.6% vs Q1 2025
▪Industrial: $24.4 million, down 4.5% vs Q1 2025
Recent Business Updates
•Completed the sale of Sterno’s food service business for an enterprise value of $292.5 million, with net proceeds used to repay outstanding debt.
•The Sterno transaction generated proceeds to CODI of approximately $280 million, reducing senior secured indebtedness below 1.0x, sufficient to avoid second quarter milestone fees associated with excess leverage under the Company’s senior secured credit arrangements, as of June 30, 2026.
Liquidity and Capital Resources
As of March 31, 2026, CODI had approximately $65.2 million in cash and cash equivalents and approximately $100 million in revolver availability.
2026 Outlook
The Company is updating its fiscal 2026 financial guidance to reflect the sale of Sterno's food service business. The updated guidance is at or above the expectations set at the start of the year, adjusting for the divested business.
2026 Outlook
HighLow
(in millions)
Subsidiary Adjusted EBITDA
Branded Consumer$225.0 $260.0
Industrial$95.0 $105.0
Subsidiary Adjusted EBITDA$320.0 $365.0
In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, CODI has not reconciled 2026 Subsidiary Adjusted EBITDA to its comparable GAAP measure because it does not provide guidance on Income (Loss) from Continuing Operations and because management cannot predict, with sufficient certainty, all of the inputs necessary to provide such a reconciliation. For the same reasons, CODI is unable to address the probable significance of the unavailable information, which could be material to future results.
Conference Call
In conjunction with this announcement, CODI will host a conference call on May 6, 2026, at 5:00 p.m. E.T. / 2:00 p.m. PT with the Company’s Chief Executive Officer, Elias Sabo and the Company’s Chief Financial Officer, Stephen Keller. A live webcast of the call will be available on the Investor Relations section of CODI’s website. To avoid delays, we encourage participants to log into the webcast 15 minutes ahead of the scheduled start time. A replay of the webcast will also be available for a limited time on the Company’s website.
Note Regarding Use of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted Earnings (Loss) are non-GAAP measures used by the Company to assess its performance. We have reconciled Adjusted EBITDA to Income (Loss) from Continuing Operations and Adjusted Earnings (Loss) to Net Income (Loss) on the attached schedules. We consider Income (Loss) from Continuing Operations to be the most directly comparable GAAP financial measure to Adjusted EBITDA and Net Income (Loss) to be the most directly comparable GAAP financial measure to Adjusted Earnings (Loss). Unl
Feb 26, 2026
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Exhibit 99.1
Compass Diversified Reports Fourth Quarter and Full Year 2025 Financial Results
Westport, Conn., February 26, 2026 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle-market businesses, announced today its consolidated operating results for the three months and full year ended December 31, 2025.
“2025 was a challenging year as we navigated the Lugano investigation and completed the related restatement. Despite this, our operating companies, excluding Lugano, delivered solid performance in 2025, reflecting the strength of our diversified subsidiaries and our ability to perform across a range of economic conditions,” said Elias Sabo, CEO of Compass Diversified. “We remain focused on driving profitable growth while continuing to deleverage.”
Sabo continued, “Despite ongoing macro uncertainty, we are confident in our ability to generate top and bottom-line growth in 2026 for our remaining subsidiary companies. Our focus is on rebuilding investor confidence by creating consistent, long-term shareholder value through our differentiated business model, strong operating subsidiaries, and permanent capital base.”
On November 16, 2025, CODI deconsolidated Lugano Holding, Inc. ("Lugano"). GAAP results include Lugano’s operating results through that date and include a loss on deconsolidation of $111.9 million. Certain non-GAAP results excluding Lugano are also presented to help investors evaluate the performance of our remaining subsidiaries.
Each of CODI’s subsidiaries represents an operating segment. For ease of presentation, CODI has grouped its operating segments into Branded Consumer and Industrial groups for certain results described below.
Financial Summary – Including Lugano (GAAP)
Q4 2025 (GAAP – As reported)
•Net revenues were $468.6 million, down 5.1% vs Q4 2024
•Net loss from continuing operations was $79.4 million, compared to $70.5 million in Q4 2024
Full Year 2025 (GAAP – As reported)
•Net revenues were $1,873.6 million, up 4.8% vs 2024
◦Branded Consumer: $1,114.1 million, up 5.2% vs 2024
◦Industrial: $759.5 million, up 4.1% vs 2024
•Net loss from continuing operations was $296.6 million, compared to $327.8 million in 2024
◦Branded Consumer: net loss from continuing operations of $129.1 million compared to $309.5 million in 2024
◦Industrial: net income from continuing operations of $12.6 million compared to $17.3 million in 2024
Financial Summary – Excluding Lugano (non-GAAP)
Q4 2025 (excluding Lugano, non-GAAP)
•Net revenues were $460.4 million, down 2.2% vs Q4 2024
•Subsidiary adjusted EBITDA was $88.8 million, up 18.4% vs Q4 2024
Full Year 2025 (excluding Lugano, non-GAAP)
•Net revenues were $1,794.5 million, up 3.9% vs 2024
◦Branded Consumer: $1,035.0 million, up 3.7% vs 2024
◦Industrial: $759.5 million, up 4.1% vs 2024
•Subsidiary Adjusted EBITDA was $345.8 million, up 8.8% vs 2024
◦Branded Consumer: $219.7 million, up 13.8% vs 2024
◦Industrial: $126.1 million, up 1.1% vs 2024
Recent Business Updates
•Completed sale-leaseback of selected Altor facilities, generating approximately $11 million in proceeds used to pay down debt
•Announced Amended Credit Facility
◦Restoring full access to $100 million of revolver capacity
◦Providing additional covenant flexibility to enable compliant deleveraging
Liquidity and Capital Resources
As of December 31, 2025, CODI had approximately $68.0 million in cash and cash equivalents and approximately $96 million in revolver availability.
2026 Outlook
The Company provides the following fiscal 2026 financial guidance:
2026 Outlook
LowHigh
Subsidiary Adjusted EBITDA
Branded Consumer$220.0 $260.0
Industrial$125.0 $135.0
Subsidiary Adjusted EBITDA$345.0 $395.0
In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, CODI has not reconciled 2026 Subsidiary Adjusted EBITDA or 2026 Adjusted EBITDA to their comparable GAAP measure because it does not provide guidance on Income (Loss) from Continuing Operations and because management cannot predict, with sufficient certainty, all of the inputs necessary to provide such a reconciliation. For the same reasons, CODI is unable to address the probable significance of the unavailable information, which could be material to future results.
Conference Call
In conjunction with this announcement, CODI will host a conference call on February 26, 2026, at 5:00 p.m. E.T. / 2:00 p.m. PT with the Company’s Chief Executive Officer, Elias Sabo and the Company’s Chief Financial Officer, Stephen Keller. A live webcast of the call will be available on the Investor Relations section of CODI’s website. To avoid delays, we encourage participants to log into the webcast 15 minutes ahead of the scheduled start time. A replay of the webcast will also be available for a limited time on th
Jan 14, 2026
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Exhibit 99.1
Compass Diversified Reports Third Quarter 2025 Financial Results
Westport, Conn., January 14, 2026 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three and nine months ended September 30, 2025 and filed its Quarterly Report on Form 10-Q for the period.
“I’m pleased to report that with today’s filing we are now fully current with our SEC filings for 2025,” said Elias Sabo, Chief Executive Officer of Compass Diversified, “and we are in full compliance with the periodic reporting requirements of our credit facilities and bond indentures.”
Sabo continued, “Excluding Lugano, our eight operating subsidiaries continue to deliver solid performance in an uncertain macroeconomic environment. We are focused on executing against our strategic priorities with the objective of delivering consistent, long-term shareholder value by partnering with our management teams to drive performance, invest for growth, and enhance profitability.”
2025 Outlook
CODI now expects full-year 2025 subsidiary Adjusted EBITDA of $335 million to $355 million, excluding Lugano Holding, Inc.
Conference Call
Management will host a conference call today, Wednesday, January 14, 2026, at 5:00 p.m. E.T. / 2:00 p.m. P.T. A live webcast of the call will be available on the Investor Relations section of CODI’s website. To avoid delays, we encourage participants to log in to the webcast 15 minutes ahead of the scheduled start time. A replay of the webcast will also be available for a limited time on the Company’s website.
Note Regarding Use of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted Earnings (Loss) are non-GAAP measures used by the Company to assess its performance. We have reconciled Adjusted EBITDA to Income (Loss) from Continuing Operations and Adjusted Earnings (Loss) to Net Income (Loss) on the attached schedules. We consider Income (Loss) from Continuing Operations to be the most directly comparable GAAP financial measure to Adjusted EBITDA and Net Income (Loss) to be the most directly comparable GAAP financial measure to Adjusted Earnings (Loss). We believe that Adjusted EBITDA and Adjusted Earnings (Loss) provide useful information to investors and reflect important financial measures as each excludes the effects of items that reflect the impact of long-term investment decisions, rather than the performance of near-term operations. When compared to Net Income (Loss) and Income (Loss) from Continuing Operations, Adjusted Earnings (Loss) and Adjusted EBITDA, respectively, are each limited in that they do not reflect the periodic costs of certain capital assets used in generating revenues of our businesses or the non-cash charges associated with impairments, as well as certain cash charges. The presentation of Adjusted EBITDA allows investors to view the performance of our businesses in a manner similar to the methods used by us and the management of our businesses, provides additional insight into our operating results and provides a measure for evaluating targeted businesses for acquisition. The presentation of Adjusted Earnings (Loss) provides insight into our operating results.
Pro forma net sales is defined as net sales including the historical net sales relating to the pre-acquisition periods of The Honey Pot Co., assuming that the Company acquired The Honey Pot Co. on January 1, 2024. We have reconciled pro forma net sales to net sales, the most directly comparable GAAP financial measure, on the attached schedules. We believe that pro forma net sales is useful information for investors as it provides a better understanding of sales performance, and relative changes thereto, on a comparable basis. Pro forma net sales is not necessarily indicative of what the actual results would have been if the acquisition had in fact occurred on the date or for the periods indicated nor does it purport to project net sales for any future periods or as of any date.
In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, we have not reconciled 2025 Subsidiary Adjusted EBITDA to its comparable GAAP measure because we do not provide guidance on Net Income (Loss) from Continuing Operations or the applicable reconciling items as a result of the uncertainty regarding, and the potential variability of, these items. For the same reasons, we are unable to address the probable significance of the unavailable information, which could be material to future results.
Adjusted EBITDA, Adjusted Earnings and pro forma net sales are not meant to be a substitute for GAAP measures and may be different from or otherwise inconsistent with non-GAAP financial measures used by other companies.
This press release contains forward-looking statements within the meaning of Section 27A of the S
Dec 29, 2025
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Exhibit 99.1
Compass Diversified Reports Second Quarter 2025 Financial Results
Westport, Conn., December 29, 2025 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended June 30, 2025 and filed its Quarterly Report on Form 10-Q for the period. The Company expects to file its Quarterly Report on Form 10-Q for the third quarter of 2025 in the coming weeks.
“We continue to make meaningful progress toward bringing our financial reporting up to date,” said Elias Sabo, Chief Executive Officer of Compass Diversified. “While this work is ongoing, our priorities remain unchanged: delivering strong operating performance across our eight subsidiaries and maintaining a disciplined approach to capital allocation as we focus on generating long-term value for our shareholders.”
2025 Outlook (Reiterated)
CODI reiterates its expectation for full-year 2025 subsidiary Adjusted EBITDA of $330 million to $360 million, excluding Lugano Holding, Inc.
Note Regarding Use of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted Earnings (Loss) are non-GAAP measures used by the Company to assess its performance. We have reconciled Adjusted EBITDA to Income (Loss) from Continuing Operations and Adjusted Earnings (Loss) to Net Income (Loss) on the attached schedules. We consider Income (Loss) from Continuing Operations to be the most directly comparable GAAP financial measure to Adjusted EBITDA and Net Income (Loss) to be the most directly comparable GAAP financial measure to Adjusted Earnings (Loss). We believe that Adjusted EBITDA and Adjusted Earnings (Loss) provides useful information to investors and reflect important financial measures as each excludes the effects of items which reflect the impact of long-term investment decisions, rather than the performance of near-term operations. When compared to Net Income (Loss) and Income (Loss) from Continuing Operations, Adjusted Earnings (Loss) and Adjusted EBITDA, respectively, are each limited in that they do not reflect the periodic costs of certain capital assets used in generating revenues of our businesses or the non-cash charges associated with impairments, as well as certain cash charges. The presentation of Adjusted EBITDA allows investors to view the performance of our businesses in a manner similar to the methods used by us and the management of our businesses, provides additional insight into our operating results and provides a measure for evaluating targeted businesses for acquisition. The presentation of Adjusted Earnings (Loss) provides insight into our operating results.
Pro forma net sales is defined as net sales including the historical net sales relating to the pre-acquisition periods of The Honey Pot Co., assuming that the Company acquired The Honey Pot Co. on January 1, 2024. We have reconciled pro forma net sales to net sales, the most directly comparable GAAP financial measure, on the attached schedules. We believe that pro forma net sales is useful information for investors as it provides a better understanding of sales performance, and relative changes thereto, on a comparable basis. Pro forma net sales is not necessarily indicative of what the actual results would have been if the acquisition had in fact occurred on the date or for the periods indicated nor does it purport to project net sales for any future periods or as of any date.
In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, we have not reconciled 2025 Subsidiary Adjusted EBITDA to its comparable GAAP measure because we do not provide guidance on Net Income (Loss) from Continuing Operations or the applicable reconciling items as a result of the uncertainty regarding, and the potential variability of, these items. For the same reasons, we are unable to address the probable significance of the unavailable information, which could be material to future results.
Adjusted EBITDA, Adjusted Earnings and pro forma net sales are not meant to be a substitute for GAAP measures and may be different from or otherwise inconsistent with non-GAAP financial measures used by other companies.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation, CODI’s expectations with respect to the timing of its delinquent financial statements, CODI’s expectations regarding its future performance, liquidity and leverage, the future performance of CODI’s subsidiaries, and the filing or delay of CODI’s periodic reports. Such forward-looking statements may be identified by, among other things, the use of forward-looking terminology such as “believe,” “expect,” “may,” “could,” “would,
Dec 18, 2025
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Exhibit 99.1
Compass Diversified Reports First Quarter 2025 Financial Results
Westport, Conn., December 18, 2025 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle-market businesses, announced today its consolidated operating results for the three months ended March 31, 2025 and filed its Quarterly Report on Form 10-Q for the period. The Company expects to file its Quarterly Reports on Form 10-Q for the second and third quarters of 2025 in the coming weeks.
“Today’s filing represents another important step in our efforts to bring our financial reporting current,” said Elias Sabo, CEO of Compass Diversified. “We remain focused on strengthening our financial flexibility and executing across our subsidiary businesses. Despite a dynamic operating environment, our operating subsidiaries, excluding Lugano, continue to perform well and collectively generate significant cash flow.”
Sabo added, “Looking ahead, we are focused on the key drivers of performance across our subsidiaries—driving operational excellence, disciplined working capital management, and investing in our differentiated products and brands. We’re encouraged by recent strong booking activity at Arnold and PrimaLoft. BOA continues to benefit from its patent-protected performance-enhancing fit solutions, supporting ongoing market share expansion. And 5.11 is navigating macro pressures with duty-smart sourcing and tighter inventory discipline while it continues to invest in its brand.”
Sabo continued, “Our priorities are clear: execute at our subsidiaries, generate cash, and use that cash to reduce leverage while continuing to support growth initiatives across our businesses. Long term, we remain committed to maximizing shareholder value and will continue to explore opportunities for the most efficient return of capital to our shareholders.”
2025 Outlook (Reiterated)
CODI reiterates its expectation for full-year 2025 subsidiary Adjusted EBITDA of $330 million to $360 million, excluding Lugano.
Note Regarding Use of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted Earnings (Loss) are non-GAAP measures used by the Company to assess its performance. We have reconciled Adjusted EBITDA to Income (Loss) from Continuing Operations and Adjusted Earnings (Loss) to Net Income (Loss) on the attached schedules. We consider Income (Loss) from Continuing Operations to be the most directly comparable GAAP financial measure to Adjusted EBITDA and Net Income (Loss) to be the most directly comparable GAAP financial measure to Adjusted Earnings (Loss). We believe that Adjusted EBITDA and Adjusted Earnings (Loss) provides useful information to investors and reflect important financial measures as each excludes the effects of items which reflect the impact of long-term investment decisions, rather than the performance of near-term operations. When compared to Net Income (Loss) and Income (Loss) from Continuing Operations, Adjusted Earnings (Loss) and Adjusted EBITDA, respectively, are each limited in that they do not reflect the periodic costs of certain capital assets used in generating revenues of our businesses or the non-cash charges associated with impairments, as well as certain cash charges. The presentation of Adjusted EBITDA allows investors to view the performance of our businesses in a manner similar to the methods
used by us and the management of our businesses, provides additional insight into our operating results and provides a measure for evaluating targeted businesses for acquisition. The presentation of Adjusted Earnings (Loss) provides insight into our operating results.
Pro forma net sales is defined as net sales including the historical net sales relating to the pre-acquisition periods of The Honey Pot Co., assuming that the Company acquired The Honey Pot Co. on January 1, 2024. We have reconciled pro forma net sales to net sales, the most directly comparable GAAP financial measure, on the attached schedules. We believe that pro forma net sales is useful information for investors as it provides a better understanding of sales performance, and relative changes thereto, on a comparable basis. Pro forma net sales is not necessarily indicative of what the actual results would have been if the acquisition had in fact occurred on the date or for the periods indicated nor does it purport to project net sales for any future periods or as of any date.
In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, we have not reconciled 2025 Subsidiary Adjusted EBITDA to its comparable GAAP measure because we do not provide guidance on Net Income (Loss) from Continuing Operations or the applicable reconciling items as a result of the uncertainty regarding, and the potential variability of, these items. For the same reasons, we are unable to address the probable significance of the unavailable information,
Dec 8, 2025
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Exhibit 99.1
Compass Diversified Completes Restatement of Previously Issued Financial Statements
Westport, Conn., December 8, 2025 (GLOBE NEWSWIRE) -- Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle-market branded consumer and industrial businesses, today announced the filing of its restated financial results for fiscal years 2022, 2023, and 2024 and the financial information for each of the interim periods included within those years.
“We are pleased to have completed this extensive restatement process. The financial and accounting fraud perpetrated by the former CEO of Lugano Holding, Inc. (“Lugano”) was pervasive, complex and isolated to Lugano. Our restatement is an important step in putting this chapter behind us,” said Elias Sabo, CEO of CODI. “We are focused on reducing our leverage and continuing to execute on the strategy that has made CODI successful since inception: managing and growing high-quality middle-market companies to generate durable, long-term value for our shareholders.”
“Importantly, our eight other subsidiaries were not involved with the events at Lugano and, collectively, continue to perform well. Their execution highlights the strength of these businesses and the resilience of our business model," Sabo continued. As a result, we are adjusting our full year 2025 guidance for Subsidiary Adjusted EBITDA to between $330 million and $360 million, which is consistent with our prior guidance, when you exclude Lugano.”
Sabo added, “We are in active discussions with our senior lenders regarding an amendment to our credit agreement that would provide additional relief and flexibility with respect to our current leverage profile and certain other covenants. We currently anticipate announcing an amendment in the coming weeks.”
In the coming weeks CODI also expects to file 2025 first, second and third quarter financial results on Form 10-Q, which will bring the Company back into compliance with the Securities and Exchange Commission's annual and quarterly filing requirements.
Note Regarding Use of Non-GAAP Financial Measures
Adjusted EBITDA is a non-GAAP measure used by the Company to assess its performance. We have reconciled Adjusted EBITDA to Income (Loss) from Continuing Operations on the attached schedules. We consider Income (Loss) from Continuing Operations to be the most directly comparable GAAP financial measure to Adjusted EBITDA. We believe that Adjusted EBITDA provides useful information to investors and reflects important financial measures as it excludes the effects of items which reflect the impact of long-term investment decisions, rather than the performance of near-term operations. When compared to Income (Loss) from Continuing Operations, Adjusted EBITDA is limited in that it does not reflect the periodic costs of certain capital assets used in generating revenues of our businesses or the non-cash charges associated with impairments, as well as certain cash charges. The presentation of Adjusted EBITDA allows investors to view the performance of our businesses in a manner similar to the methods used by us and the management of our businesses, provides additional insight into our operating results and provides a measure for evaluating targeted businesses for acquisition.
In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, we have not reconciled 2025 consolidated Subsidiary Adjusted EBITDA to its comparable GAAP measure because we do not provide guidance on Net Income (Loss) from Continuing Operations or the applicable
reconciling items as a result of the uncertainty regarding, and the potential variability of, these items. For the same reasons, we are unable to address the probable significance of the unavailable information, which could be material to future results.
Adjusted EBITDA is not meant to be a substitute for GAAP measures and may be different from or otherwise inconsistent with non-GAAP financial measures used by other companies.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation, CODI’s expectations with respect to the timing of its delinquent financial statements, CODI’s expectations regarding its future performance, liquidity and leverage, the future performance of CODI’s subsidiaries, potential amendments to CODI’s credit agreement and potential relief granted by CODI’s lenders and the filing or delay of CODI’s periodic reports. Such forward looking statements may be identified by, among other things, the use of forward-looking terminology such as “believe,” “expect,” “may,” “could,” “would,” “plan,” “intend,” “estimate,” “predict,” “potential,” “continue,” “should” or “anticipate” or the negative th
Feb 27, 2025
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Exhibit 99.1
Compass Diversified Reports Fourth Quarter and Full Year 2024 Financial Results
Strong Results Driven by CODI’s Unique Business Model
Westport, Conn., February 27, 2025 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market branded consumer and industrial businesses, announced today its consolidated operating results for the three months and full year ended December 31, 2024.
“In 2024, we once again delivered strong financial results, achieving double digit sales growth and greater than 30% growth in our adjusted EBITDA for the full year,” said Elias Sabo, CEO of Compass Diversified. “In the fourth quarter, we saw both sales and earnings growth accelerate, driven by continued strong performance from our Consumer Businesses as well as improving performance in our Industrial Businesses. Our differentiated business model, strong operating companies, and permanent capital base position us to create long-term value for all stakeholders.”
“I want to take this opportunity to thank the CODI team as well as our subsidiary management teams and employees for their hard work fostering innovation, driving exceptional results, and exceeding expectations.”
Fourth Quarter 2024 – Financial Highlights (vs Q4 2023)
•Net sales were $620.3 million, up 13.8%
◦Branded consumer net sales increased 15.2% to $403.0 million
◦Industrial net sales increased 11.4% to $217.2 million
•Subsidiary adjusted EBITDA, a non-GAAP financial measure, was $140.9 million up 25%
◦Branded Consumer adjusted EBITDA increased 29.0%
◦Industrial adjusted EBITDA increased 5.2%
•Adjusted EBITDA, a non-GAAP financial measure, was $118.2 million, up 29.0%
Recent Business Highlights
•Sold Ergobaby for an enterprise value of $104 million on December 27, 2024
•In Q4 2024 - Raised ~$90 million via issuance of Preferred Shares
◦More than $115 million for full Year 2024
◦Flexible; low cost source of capital
•In Q4 2024 - Re-purchased more than 400,000 Common Shares
◦Average price of $23.19
•In January 2025 - Raised $300 million in Incremental Term Loan A
◦Initial funding of $200 million; additional $100 million available with six month delayed draw
◦Matures in July 2027, consistent with existing Term Loan A
Fourth Quarter and Full Year 2024 Financial Results
Net sales in the fourth quarter of 2024 were $620.3 million, up 13.8% compared to $544.9 million in the fourth quarter of 2023. For the full year 2024, net sales were $2.2 billion, up 11.9% compared to $2.0 billion a year ago. Growth was driven by the Company’s acquisition of The Honey Pot Co. in January 2024 and continued strong sales growth at Lugano and BOA. On a pro forma basis, assuming CODI had acquired The Honey Pot Co. on January 1, 2023, net sales were up 7% in the full year 2024.
Branded consumer net sales increased 8% in the fourth quarter of 2024 to $403.0 million compared to the fourth quarter of 2023. On a pro forma basis, branded consumer net sales increased 10% to $1.5 billion in the full year 2024 compared to a year ago.
Industrial net sales increased 11% in the fourth quarter of 2024 to $217.2 million compared to the fourth quarter of 2023 and remained relatively flat at $729.4 million in the full year 2024 compared to a year ago.
Operating income for the fourth quarter of 2024 was $60.6 million compared to operating loss of $4.6 million in the fourth quarter of 2023. The increase was primarily due to a $56.8 million non-cash impairment expense associated with PrimaLoft in the fourth quarter of 2023. For the full year 2024, operating income increased 170% to $230.1 million compared to $85.2 million a year ago. The increase was due to an increase in net sales year-over-year, as well as non-cash impairment charges taken in 2023 of $89.4 million.
Net income in the fourth quarter of 2024 was $23.8 million compared to net income of $139.4 million in the fourth quarter of 2023. For the full year 2024, net income was $47.4 million compared to $262.4 million a year ago. The decreases in net income were due primarily to the $179.5 million gain on the sale of Marucci Sports in November 2023 and the $98.0 million gain on the sale of Advanced Circuits in February 2023.
Income from continuing operations in the fourth quarter of 2024 was $22.2 million compared to loss from continuing operations of $37.1 million in the fourth quarter of 2023. For the full year 2024, income from continuing operations was $42.3 million compared to loss from continuing operations of $44.8 million a year ago. The increases in net income from continuing operations were primarily due to the non-cash impairment expenses associated with PrimaLoft and Velocity Outdoor in 2023
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the fourth quarter of 2024 was $46.6 million compared to $34.7 million a year ago. For the full year 2024, Adjusted Earnings was $161.
Oct 30, 2024
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Exhibit 99.1
Compass Diversified Reports Third Quarter 2024 Financial Results
Westport, Conn., October 30, 2024 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended September 30, 2024.
“Despite a dynamic macroeconomic environment, we had another great quarter,” said Elias Sabo, CEO of Compass Diversified. “Our differentiated business model and strong operating companies position us to create long-term value for all stakeholders. In the third quarter, we saw double-digit sales growth driven by continued demand in our Branded Consumer businesses. Our Industrial businesses are stabilizing and delivered low single-digit growth in the quarter. Given our momentum, we are raising our 2024 outlook and believe we are well positioned for growth in 2025 and beyond.”
Third Quarter 2024 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales up 11.8% to $582.6 million and up 6.6% on a pro forma basis.
•Branded Consumer net sales up 9.2% on a pro forma basis to $399.2 million.
•Industrial net sales up 1.2% to $183.4 million.
•Income from continuing operations of $31.5 million vs. loss from continuing operations of $14.0 million.
•Net income of $31.5 million vs. net loss of $3.8 million.
•Adjusted Earnings, a non-GAAP financial measure, up 65% to $48.7 million vs. $29.6 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 28% to $114.0 million vs. $89.0 million.
Recent Business Highlights
•On October 24, 2024, CODI paid a third quarter 2024 cash distribution of $0.25 per share on its common shares.
•On October 16, 2024, CODI announced a $100 million share repurchase program through December 31, 2024, subject to extension by the Company’s board.
•On October 1, 2024, Altor Solutions, a subsidiary of CODI and a leading designer and manufacturer of custom protective and cold-chain packaging solutions for the industrial and life sciences markets, completed the acquisition of Lifoam Industries, a manufacturer and distributor of temperature-controlled shipping solutions.
•On August 26, 2024, CODI announced the appointment of Stephen Keller as Chief Financial Officer.
Third Quarter 2024 Financial Results
Net sales in the third quarter of 2024 were $582.6 million, up 11.8% compared to $521.1 million in the third quarter of 2023. This was driven by the Company’s acquisition of The Honey Pot Co. in January 2024 and continued strong sales growth at Lugano and BOA. On a pro forma basis, assuming CODI had acquired The Honey Pot Co. on January 1, 2023, net sales were up 6.6%.
On a pro forma basis, Branded Consumer net sales increased 9.2% to $399.2 million compared to the third quarter of 2023.
Industrial net sales increased 1.2% to $183.4 million compared to the third quarter of 2023.
Operating income for the third quarter of 2024 was $70.3 million compared to $17.4 million in the third quarter of 2023. Operating income in the third quarter of 2024 reflected higher gross profit at the Company’s Branded Consumer businesses, offset by increased SG&A and amortization expense from the acquisition of The Honey Pot Co. in the first quarter of 2024.
Income from continuing operations in the third quarter of 2024 was $31.5 million compared to a loss from continuing operations of $14.0 million in the third quarter of 2023, primarily driven by strong growth at Lugano and BOA and the Company's acquisition of The Honey Pot Co. in January 2024. In the prior year, the Company recognized an impairment charge of $32.6 million at Velocity that drove the loss in the third quarter.
Net income in the third quarter of 2024 was $31.5 million compared to a net loss of $3.8 million in the third quarter of 2023.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the third quarter of 2024 increased 65% to $48.7 million compared to $29.6 million a year ago. CODI's weighted average number of shares outstanding in the third quarter of 2024 was 75.65 million compared to 71.88 million in the prior year third quarter.
Adjusted EBITDA (see “Note Regarding Use of Non-GAAP Financial Measures” below) in the third quarter of 2024 was $114.0 million, up 28% compared to $89.0 million in the third quarter of 2023. The increase was primarily due to strong results at Lugano and BOA, and the addition of The Honey Pot Co. in the first quarter of 2024. Management fees incurred during the third quarter were $18.8 million.
Liquidity and Capital Resources
As of September 30, 2024, CODI had approximately $71.9 million in cash and cash equivalents, $110 million outstanding on its revolver, $377.5 million outstanding in term loans, $1 billion outstanding in 5.250% Senior Notes due 2029 and $300 million outstanding in 5.000% Senior Notes due 2032.
As of September 30, 2024, the Company had no significant debt
Jul 31, 2024
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Exhibit 99.1
Compass Diversified Reports Second Quarter 2024 Financial Results
Westport, Conn., July 31, 2024 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended June 30, 2024.
“I’m pleased to announce another strong quarter with results that exceeded our expectations, driven by continued strength in our consumer businesses,” said Elias Sabo CEO of Compass Diversified. “While Q2 saw deteriorating economic conditions that negatively impacted our industrial vertical, our branded consumer businesses performed exceptionally well with net sales up close to 20%, or 11% on a pro forma basis, offsetting any weaknesses in our industrial businesses. As expected, destocking headwinds subsided this past quarter, which meant both BOA and PrimaLoft performed exceptionally well and Lugano continued to grow at an extraordinary pace.”
Second Quarter 2024 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales up 11% to $542.6 million and up 6% on a pro forma basis.
•Branded Consumer net sales up 11% on a pro forma basis to $373.5 million.
•Industrial net sales down 4% to $169.1 million.
•Loss from continuing operations of $13.7 million vs. income from continuing operations of $10.1 million.
•Net loss of $(13.7) million vs. net income of $17.1 million, primarily due to the loss of $24.6 million from the divestiture of Crosman Corporation, a division of Velocity Outdoor.
•Adjusted Earnings, a non-GAAP financial measure, was up 36% to $39.8 million vs. $29.2 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 27% to $105.4 million.
•Paid a second quarter 2024 cash distribution of $0.25 per share on CODI's common shares in July 2024.
Recent Business Highlights
•On April 30, 2024, CODI announced the divestiture of Crosman Corporation, the air gun division of its Velocity Outdoor subsidiary.
•On April 18, 2024, The Honey Pot Co., a subsidiary of CODI and a leading, better-for-you feminine care brand, announced the appointment of three new female members to its board of directors.
Second Quarter 2024 Financial Results
Net sales in the second quarter of 2024 were $542.6 million, up 11% compared to $486.9 million in the second quarter of 2023. This was driven by our acquisition of The Honey Pot Co. in January 2024 and continued strong sales growth at Lugano and BOA. On a pro forma basis, assuming CODI had acquired The Honey Pot Co. on January 1, 2023, net sales were up 6%.
On a pro forma basis, Branded Consumer net sales increased 11% to $373.5 million compared to the second quarter of 2023.
Industrial net sales decreased 4% to $169.1 million compared to the second quarter of 2023.
Operating income for the second quarter of 2024 was $61.3 million compared to $42.1 million in the second quarter of 2023. Operating income in the second quarter of 2024 reflected higher gross profit at our Branded Consumer brands, offset by increased SG&A and amortization expense from our acquisition of The Honey Pot Co. in the first quarter of 2024.
Loss from continuing operations in the second quarter of 2024 was $(13.7) million compared to income from continuing operations of $10.1 million in the second quarter of 2023, primarily reflecting the loss on the divestiture of Crosman Corporation.
Net loss in the second quarter of 2024 was $(13.7) million compared to net income of $17.1 million in the second quarter of 2023, primarily reflecting the loss on the divestiture of Crosman Corporation.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the second quarter of 2024 increased 36% to $39.8 million compared to $29.2 million a year ago. CODI's weighted average number of shares outstanding in the second quarter of 2024 was 75.39 million compared to 71.93 million in the prior year second quarter.
Adjusted EBITDA (see “Note Regarding Use of Non-GAAP Financial Measures” below) in the second quarter of 2024 was $105.4 million, up 27% compared to $82.9 million in the second quarter of 2023. The increase was primarily due to strong results at BOA and Lugano, and the addition of The Honey Pot Co. in the first quarter of 2024. The Company no longer adds back management fees in its calculation of Adjusted EBITDA. Management fees incurred during the second quarter were $18.9 million.
Liquidity and Capital Resources
As of June 30, 2024, CODI had approximately $68.4 million in cash and cash equivalents, $54.0 million outstanding on its revolver, $380.0 million outstanding in term loans, $1.0 billion outstanding in 5.250% Senior Notes due 2029 and $300.0 million outstanding in 5.000% Senior Notes due 2032.
As of June 30, 2024, the Company had no significant debt maturities until 2027 and had net borrowing availability of approximately $543.6 million under its revolving credit facility.
May 1, 2024
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Exhibit 99.1
Compass Diversified Reports First Quarter 2024 Financial Results
Westport, Conn., May 1, 2024 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended March 31, 2024.
“We started 2024 on a strong note especially when you look at the performance of our Branded Consumer businesses, which only underscores the effectiveness of our well-defined, strategic pivot to own and manage companies at the forefront of innovation and disruptive growth,” said Elias Sabo, CEO of Compass Diversified. “Lugano Diamonds and BOA both had great first quarters and The Honey Pot Co., a company we only acquired in the first quarter, is already integrated with a newly appointed, world-class, board of directors, and we are looking forward to the rest of the year. Given our first quarter results and the momentum we see in many of our businesses, we are feeling optimistic and raising our outlook.”
First Quarter 2024 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales up 8% to $524.3 million and up 4% on a pro forma basis.
•Branded Consumer net sales up 11% on a pro forma basis to $375.4 million.
•Industrial net sales down 10% to $159.6 million.
•Income from continuing operations of $2.4 million vs. $1.6 million.
•Net income of $5.8 million vs. $109.6 million, primarily due to the $98.0 million gain on the sale of Advanced Circuits in February 2023.
•Adjusted Earnings, a non-GAAP financial measure, was up 73% to $34.3 million vs. $19.8 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 28% to $94.8 million.
•Paid a first quarter 2024 cash distribution of $0.25 per share on CODI's common shares in April 2024.
Recent Business Highlights
•On April 30, 2024, CODI announced the divestiture of Crosman Corporation, the air gun division of its subsidiary, Velocity Outdoor.
•On April 18, 2024, The Honey Pot Co., a subsidiary of CODI and a leading, better-for-you feminine care brand, announced the appointment of three new female members to their Board of Directors.
•On March 5, 2024, CODI announced the appointment of Joshua Gaynor as President of Lugano Diamonds.
•On February 1, 2024, CODI announced the completion of its partnership with leading, better-for-you feminine care brand, The Honey Pot Co., for an enterprise value of $380 million.
First Quarter 2024 Financial Results
Net sales in the first quarter of 2024 were $524.3 million, up 8% compared to $483.9 million in the first quarter of 2023. This was driven by a 61% increase in Lugano net sales and the acquisition of The Honey Pot Co. On a pro forma basis, assuming CODI had acquired The Honey Pot Co. on January 1, 2023, net sales were up 4%.
On a pro forma basis, Branded Consumer net sales increased 11% to $375.4 million compared to the first quarter of 2023.
Industrial net sales decreased 10% to $159.6 million compared to the first quarter of 2023.
Operating income for the first quarter of 2024 was $38.6 million compared to $34.6 million in the first quarter of 2023. Operating income in the first quarter of 2024 reflected higher SG&A from the acquisition of The Honey Pot Co., as well as an $8.2 million non-cash impairment expense associated with Velocity Outdoor.
Income from continuing operations in the first quarter of 2024 increased 51% to $2.4 million compared to $1.6 million in the first quarter of 2023.
Net income in the first quarter of 2024 was $5.8 million compared to $109.6 million in the first quarter of 2023, reflecting the $98.0 million gain on the sale of Advanced Circuits in February 2023.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the first quarter of 2024 increased 73% to $34.3 million compared to $19.8 million a year ago. CODI's weighted average number of shares outstanding in the first quarter of 2024 was 75.27 million compared to 72.18 million in the prior year first quarter.
Adjusted EBITDA (see “Note Regarding Use of Non-GAAP Financial Measures” below) in the first quarter of 2024 was $94.8 million, up 28% compared to $74.1 million in the first quarter of 2023. The increase was primarily due to strong results at Lugano. The Company no longer adds back management fees in its calculation of Adjusted EBITDA. Management fees incurred during the first quarter were $18.1 million.
Liquidity and Capital Resources
As of March 31, 2024, CODI had approximately $64.7 million in cash and cash equivalents, $46.0 million outstanding on its revolver, $382.5 million outstanding in term loans, $1.0 billion outstanding in 5.250% Senior Notes due 2029 and $300.0 million outstanding in 5.000% Senior Notes due 2032.
As of March 31, 2024, the Company had no significant debt maturities until 2027 and had net borrowing availability of approximately $551.6 million under its revolving credit fa
Feb 28, 2024
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Exhibit 99.1
Compass Diversified Reports Fourth Quarter and Full Year 2023 Financial Results
Strong Results Driven by CODI’s Unique Business Model and Significant Competitive Advantage
Westport, Conn., February 28, 2024 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market branded consumer and industrial businesses, announced today its consolidated operating results for the three and twelve months ended December 31, 2023.
“Our fourth quarter results exceeded our expectations and demonstrate that owning premium businesses with defensible competitive moats drives strong financial performance,” said Elias Sabo, CEO of Compass Diversified. “At a consolidated level, our business saw strong revenue, net income, and Subsidiary Adjusted EBITDA growth in the fourth quarter led by Lugano Diamonds. While the economic backdrop remains uncertain for many, our diversified business model continues to shine, and has us feeling optimistic that we will provide a strong shareholder return in the coming year.”
Sabo continued: “Our differentiated competitive advantage of a permanent capital structure and a lower cost of capital enabled our opportunistic sale of Marucci Sports in November and our acquisition of The Honey Pot Company in early 2024. Inclusive of The Honey Pot Company acquisition, we expect to see above trend growth in consolidated financial performance in 2024, on a pro forma basis.”
Fourth Quarter and Full Year 2023 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales in the fourth quarter up 7% to $567.0 million. For the full year 2023, net sales up 2% to $2.1 billion, and roughly flat on a pro forma basis.
•Branded consumer net sales in the fourth quarter up 13% to $371.9 million. For the full year 2023, branded consumer pro forma net sales up 3% to $1.3 billion.
•Industrial net sales in the fourth quarter down 3% to $195.1 million. For the full year 2023, industrial net sales down 5% to $728.5 million.
•Net income in the fourth quarter of $139.4 million vs. $8.7 million last year. For the full year 2023, net income of $262.4 million vs. $51.4 million. The increase in both periods was primarily due to the $179.5 million gain on the sale of Marucci Sports in November 2023 and the $98.0 million gain on the sale of Advanced Circuits in February 2023.
•Loss from continuing operations in the fourth quarter of $36.4 million vs. $4.6 million in the prior year period. For the full year 2023, loss from continuing operations of $38.7 million vs. income from continuing operations of $3.7 million for full year 2022. The increases in net loss from continuing operations were primarily due to non-cash impairment charges associated with PrimaLoft and Velocity Outdoor.
•Adjusted Earnings, a non-GAAP financial measure, in the fourth quarter was $38.1 million vs. $16.3 million for the fourth quarter of 2022. For the full year 2023, Adjusted Earnings was $116.7 million vs. $110.2 million in the prior year.
•Adjusted EBITDA, a non-GAAP financial measure, in the fourth quarter was up 35% to $94.8 million. For the full year 2023, Adjusted EBITDA was up 11% to $340.9 million.
•Paid a fourth quarter 2023 cash distribution of $0.25 per share on CODI's common shares in January 2024.
Recent Business Highlights
•On February 1, 2024, CODI announced the completion of its partnership with The Honey Pot Company, a leading “better-for-you” feminine care brand, for an enterprise value of $380 million.
•On January 17, 2024, CODI hosted an Investor Day in Newport Beach, California, showcasing its Lugano Diamonds and 5.11 subsidiaries. A replay of the Lugano Diamonds and Compass Diversified presentations has been made available on the Investor Relations page of the Company’s website at compassdiversified.com.
•On December 21, 2023, CODI announced the completion of a private placement of approximately 3.6 million of its common shares to a mutual fund managed by Allspring Global Investments, LLC for $21.18 per share, or an aggregate sale price of approximately $75.2 million, before commissions and expenses.
•On December 19, 2023, PrimaLoft Inc., a subsidiary of CODI and a leading provider of branded, high-performance synthetic insulation and materials used primarily in consumer outerwear and accessories, announced the appointment of Anne Cavassa as CEO.
•On November 15, 2023, CODI announced the completion of the sale of Marucci Sports to Fox Factory Holding Corp. (Nasdaq: FOXF) for an enterprise value of $572 million. CODI realized a $179.5 million gain on the sale of Marucci Sports.
Fourth Quarter and Full Year 2023 Financial Results
Net sales in the fourth quarter of 2023 were $567.0 million, up 7% compared to $529.7 million in the fourth quarter of 2022. For the full year 2023, net sales were $2.1 billion, up 2% compared to $2.0 billion a year ago. This was driven by a 63% increase in Lugano net sales, som
Nov 2, 2023
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Exhibit 99.1
Compass Diversified Reports Third Quarter 2023 Financial Results
Raises Full-Year Outlook Given Strong Third Quarter Performance
Westport, Conn., November 2, 2023 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended September 30, 2023.
“Our third quarter results were remarkably strong, driven by Lugano’s continued outperformance and the majority of our companies performing above expectations,” said Elias Sabo, CEO of Compass Diversified. “The consistent resilience of our results against a challenging economic backdrop reflects not only the diversification of our subsidiaries, but our ability to find strong businesses that produce above-trend growth. Given our strong performance, we remain confident that our diversified group of subsidiaries will continue to drive value for our shareholders in 2023 and beyond.”
Mr. Sabo continued: “As announced today, we have made the strategic decision to sell Marucci to Fox Factory Holding Corp. We purchased the business in 2020 for $200 million and after approximately $70 million in add-on acquisitions, have agreed to sell the brand for $572 million. Our ability to sell this business for a large premium in the current consumer discretionary market further underscores the strength of our brands, as well as our ability to drive uncorrelated market returns. Ultimately, this fuels our lower cost of capital, deepens our economic moat, and provides us the greater ability to increase shareholder returns.”
Third Quarter 2023 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales down 1% and down 1% on a pro forma basis to $569.6 million.
•Branded consumer pro forma net sales up 2% to $388.3 million.
•Niche industrial net sales down 8% to $181.2 million.
•Net loss of $3.8 million vs. net income of $2.6 million primarily due to a $32.6 million non-cash impairment expense associated with the Company’s Velocity Outdoor subsidiary and higher interest expense.
•Loss from continuing operations of $5.0 million vs. $3.0 million.
•Adjusted Earnings, a non-GAAP financial measure, was $41.0 million vs. $41.6 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 13% to $103.9 million.
•Paid a third quarter 2023 cash distribution of $0.25 per share on CODI's common shares in October 2023.
Recent Business Highlights
•Today, CODI announced the sale of Marucci Sports to Fox Factory Holding Corp. (Nasdaq: FOXF) for an enterprise value of $572 million.
•On July 5, 2023, CODI announced that Mr. C. Sean Day retired from the Board of Directors (the “Board”) of Compass Group Diversified Holdings LLC, effective June 30, 2023. The Board elected Ms. Heidi Locke Simon to fill the vacancy resulting from Mr. Day’s departure from the Board. Ms. Locke Simon’s election became effective as of July 5, 2023.
•On July 17, 2023, The Sterno Group, a subsidiary of CODI and manufacturer and marketer of portable food warming systems, creative indoor and outdoor lighting, and home fragrance solutions for the foodservice industry and consumer markets, announced the appointment of Geoffrey Feil as CEO.
Third Quarter 2023 Financial Results
Net sales in the third quarter of 2023 were $569.6 million, down 1% compared to $575.8 million in the third quarter of 2022. Strong performance at Lugano and Marucci roughly offset lower sales at BOA due to inventory destocking in the footwear industry and lower sales at Velocity Outdoor in the third quarter of 2023. On a pro forma basis, assuming CODI had acquired PrimaLoft on January 1, 2022, net sales were down 1% in the third quarter of 2023 as compared to the prior year.
Branded consumer net sales, pro forma for the PrimaLoft acquisition, increased 2% in the third quarter of 2023 to $388.3 million compared to the third quarter of 2022. Niche industrial net sales decreased 8% in the third quarter of 2023 to $181.2 million compared to the third quarter of 2022.
Operating income for the third quarter of 2023 was $28.4 million compared to $43.8 million in the third quarter of 2022. The decline was due primarily to a $32.6 million non-cash impairment expense associated with the Company’s Velocity Outdoor subsidiary in the third quarter of 2023. Net loss in the third quarter of 2023 was $3.8 million compared to net income of $2.6 million in the third quarter of 2022. Net loss from continuing operations in the third quarter of 2023 was $5.0 million compared to $3.0 million in the third quarter of 2022. The increases in net loss and net loss from continuing operations are due to the non-cash impairment expense, as well as higher interest expense.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the third quarter of 2023 was $41.0 million compared to $41.6 million a year ago. CODI's weighted average numb
Aug 2, 2023
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Exhibit 99.1
Compass Diversified Reports Second Quarter 2023 Financial Results
Westport, Conn., August 2, 2023 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended June 30, 2023.
“Our second quarter results were once again driven by the strength and diversification of CODI’s subsidiary businesses,” said Elias Sabo, CEO of Compass Diversified. “The easing of inflationary pressures in our niche industrials businesses drove solid Adjusted EBITDA expansion, and in our consumer businesses, despite inventory destocking headwinds continuing to constrain growth, end-market demand across most of our brands performed at or above our expectations. Given our resilient performance, we remain confident that our diversified group of subsidiaries will continue to drive value for our shareholders in 2023 and beyond.”
Second Quarter 2023 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales up 2% and down 3% on a pro forma basis to $524.2 million.
•Branded consumer pro forma net sales down 1% to $348.5 million.
•Niche industrial net sales down 7% to $175.6 million.
•Net income of $17.1 million vs. $31.0 million primarily due to higher SG&A expense, interest and amortization expenses.
•Income from continuing operations of $12.9 million vs. $26.5 million.
•Adjusted Earnings, a non-GAAP financial measure, was $35.6 million vs. $39.3 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 3% to $90.1 million.
•Paid a second quarter 2023 cash distribution of $0.25 per share on CODI's common shares in July 2023.
Recent Business Highlights
•On April 4, 2023, Marucci Sports, a subsidiary of CODI and leading designer and manufacturer of baseball and fastpitch equipment and apparel, announced the acquisition of Baum Enterprises LLC, a designer and manufacturer of composite wood bats.
•On July 5, 2023, subsequent to quarter-end, CODI announced that Mr. C. Sean Day retired from the Board of Directors of Compass Group Diversified Holdings LLC, effective June 30, 2023. The Board elected Ms. Heidi Locke Simon to fill the vacancy resulting from Mr. Day’s departure from the Board. Ms. Locke Simon’s election became effective as of July 5, 2023.
•On July 17, 2023, subsequent to quarter-end, The Sterno Group, a subsidiary of CODI and manufacturer and marketer of portable food warming systems, creative indoor and outdoor lighting, and home fragrance solutions for the foodservice industry and consumer markets, announced the appointment of Geoffrey Feil as CEO.
Second Quarter 2023 Financial Results
Net sales in the second quarter of 2023 were $524.2 million, up 2% compared to $515.6 million in the second quarter of 2022. The increase was primarily due to the acquisition of PrimaLoft, the strong performance at Lugano and Marucci, partially offset by lower sales at BOA due to inventory destocking in
the footwear industry and lower sales at Velocity in the second quarter of 2023. On a pro forma basis, assuming CODI had acquired PrimaLoft on January 1, 2022, net sales were down 3% in the second quarter of 2023 as compared to prior year.
Branded consumer net sales, pro forma for the PrimaLoft acquisition, decreased 1% in the second quarter of 2023 to $348.5 million compared to the second quarter of 2022. Niche industrial net sales decreased 7% in the second quarter of 2023 to $175.6 million compared to the second quarter of 2022.
Net income in the second quarter of 2023 was $17.1 million compared to $31.0 million in the second quarter of 2022. Net income from continuing operations in the second quarter of 2023 was $12.9 million compared to $26.5 million in the second quarter of 2022. The decrease in net income and net income from continuing operations are due to higher SG&A expense, interest expense, and amortization expense. Operating income for the second quarter of 2023 was $45.1 million compared to $50.3 million in the second quarter of 2022 due to higher SG&A and amortization expenses.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the second quarter of 2023 was $35.6 million compared to $39.3 million a year ago. CODI's weighted average number of shares outstanding in the second quarter of 2023 was 71.9 million compared to 70.2 million in the prior year second quarter.
Adjusted EBITDA (see “Note Regarding Use of Non-GAAP Financial Measures” below) in the second quarter of 2023 was $90.1 million, up 3% compared to $87.4 million in the second quarter of 2022. The increase was primarily due to the acquisition of PrimaLoft. The Company no longer adds back management fees in its calculation of Adjusted EBITDA. Management fees incurred during the second quarter of 2023 were $16.9 million.
Liquidity and Capital Resources
As of June 30, 2023, CODI had approximately $67.4 mill
May 3, 2023
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Exhibit 99.1
Compass Diversified Reports First Quarter 2023 Financial Results
Net Sales Growth of 6% Despite Challenging Economic Backdrop
Raises Full-Year Outlook Given Strong First Quarter Performance
Westport, Conn., May 3, 2023 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended March 31, 2023.
“The strength and durability of our diversified subsidiaries were especially apparent in the first quarter,” said Elias Sabo, CEO of Compass Diversified. “The fact that we were able to grow sales on a consolidated basis amidst the backdrop of broad and unique macroeconomic challenges is an extraordinary result for CODI. This certainly proves our thesis that our high-quality, premium brands can still take market share in difficult economic environments.”
Mr. Sabo continued: “While our Q1 performance was outstanding, we cannot ignore market headwinds that continue to cloud our near-term outlook, such as inventory destocking trends at retail and rapidly changing monetary policy. But quarters like this give us confidence that CODI’s diversified subsidiaries are setup to drive strong long-term financial results, translating into meaningful shareholder value creation.”
First Quarter 2023 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales up 6% and 1% on a pro forma basis to $542.2 million.
•Branded consumer pro forma net sales up 2% to $365.6 million.
•Niche industrial net sales down 1% to $176.6 million.
•Net income of $109.6 million vs. $29.7 million, primarily due to the $98.0 million gain on the sale of Advanced Circuits in February 2023.
•Income from continuing operations of $13.0 million vs. $18.4 million.
•Adjusted Earnings, a non-GAAP financial measure, was $33.2 million vs. $36.0 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 11% to $91.9 million.
•Paid a first quarter 2023 cash distribution of $0.25 per share on CODI's common shares in April 2023.
Recent Business Highlights
•On January 19, 2023, CODI hosted an Investor Day in New York City, showcasing its consumer businesses as well as the Company’s newest acquisition, PrimaLoft.
•On January 19, 2023, CODI announced a $50 million share repurchase program, the first in the Company’s history, through December 31, 2023.
•On February 15, 2023, CODI announced the closing of the sale of Advanced Circuits for an enterprise value of $220 million. CODI realized an after-tax gain on the sale of Advanced Circuits of $98 million.
•On March 28, 2023, CODI nominated Ms. Nancy B. Mahon as a new director candidate for election at the Company’s 2023 Annual Meeting of Shareholders to be held on May 25, 2023.
•On April 4, 2023, subsequent to quarter-end, Marucci Sports, a subsidiary of CODI and leading designer and manufacturer of baseball and fastpitch equipment and apparel, announced the acquisition of Baum Enterprises LLC, a designer and manufacturer of composite wood bats.
First Quarter 2023 Financial Results
Net sales in the first quarter of 2023 were $542.2 million, up 6% compared to $510.5 million in the first quarter of 2022. The increase was primarily due to the Company’s acquisition of PrimaLoft in July 2022. On a pro forma basis, assuming CODI had acquired PrimaLoft on January 1, 2022, net sales were up 1% in the first quarter of 2023.
Branded consumer net sales, pro forma for the PrimaLoft acquisition, increased 2% in the first quarter of 2023 to $365.6 million compared to the first quarter of 2022. Niche industrial net sales decreased 1% in the first quarter of 2023 to $176.6 million compared to the first quarter of 2022.
Net income in the first quarter of 2023 was $109.6 million compared to $29.7 million in the first quarter of 2022 due to the $98.0 million gain on sale of Advanced Circuits in February 2023. Net income from continuing operations in the first quarter of 2023 was $13.0 million compared to $18.4 million in the first quarter of 2022. The decrease was primarily attributable to higher interest expenses in the first quarter of 2023. Operating income for the first quarter of 2023 was $48.9 million compared to $44.6 million in the first quarter of 2022 due to the higher net sales.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the first quarter of 2023 was $33.2 million compared to $36.0 million a year ago. The decrease was a result of financing costs for the acquisition of PrimaLoft in July 2022. CODI's weighted average number of shares outstanding in the first quarter of 2023 was 72.2 million compared to 69.4 million in the prior year first quarter.
Adjusted EBITDA (see “Note Regarding Use of Non-GAAP Financial Measures” below) in the first quarter of 2023 was $91.9 million, up 11% compared to $83.2 million in the first quarter of 2022. The increase was primari
Mar 1, 2023
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Exhibit 99.1
Compass Diversified Reports Fourth Quarter and Full Year 2022 Financial Results
Premium Consumer Brands Drive Strong Full Year Financial Performance
Westport, Conn., March 1, 2023 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three and twelve months ended December 31, 2022.
“The quality and resilience of CODI’s subsidiary businesses were once again on display during our fourth quarter as we achieved solid financial performance,” said Elias Sabo, CEO of Compass Diversified. “End market demand for the majority of our core consumer brands remained strong, and we believe our high-quality, premium brands can take market share even in a difficult macroeconomic backdrop.”
Mr. Sabo continued, “As discussed at our Investor Day in January, while there are near-term market uncertainties brought on by rapidly changing monetary policy and inventory destocking at retail, we believe they are short-term in nature. We believe our group of market share-taking businesses can outperform the general market over the long-term, driving strong financial results and increasing shareholder value.”
Fourth Quarter and Full Year 2022 Financial Summary vs. Same Year-Ago Period (where applicable)
•Net sales up 6% to $594.9 million, and up 4% on a pro forma basis. For the full year 2022, net sales up 17% to $2.3 billion, and up 12% on a pro forma basis.
•Branded consumer net sales up 11% to $371.0 million, and up 7% on a pro forma basis. For the full year 2022, branded consumer net sales up 23% to $1.4 billion, and up 14% on a pro forma basis.
•Niche industrial net sales down 1% to $224.0 million. For the full year 2022, niche industrial net sales up 9% to $856.8 million.
•Net loss of $11.8 million vs. net income of $25.9 million due to a $20.6 million impairment expense associated with the Company’s Ergobaby subsidiary. For the full year 2022, net income was $51.4 million vs. $126.8 million in the year-ago period, primarily due to the $72.8 million gain on the sale of Liberty Safe in August 2021.
•Loss from continuing operations of $14.3 million vs. income from continuing operations of $25.9 million. For the full year 2022, income from continuing operations of $42.0 million vs. $46.4 million.
•Adjusted Earnings, a non-GAAP financial measure, was $28.7 million vs. $37.1 million. For the full year 2022, Adjusted Earnings was up 17% to $158.6 million.
•Adjusted EBITDA, a non-GAAP financial measure, was up 5% to $87.3 million. For the full year 2022, Adjusted EBITDA was up 20% to $369.8 million.
•Paid a fourth quarter 2022 cash distribution of $0.25 per share on CODI's common shares in January 2023.
Recent Business Highlights
•On November 3, 2022, CODI’s Manager appointed Kurt Roth as Partner and Head of Healthcare for Compass Group Management. In this role, Roth will work with the organization’s senior professionals to launch CODI’s new healthcare vertical.
•On January 19, 2023, CODI hosted an Investor Day in New York City, showcasing its consumer businesses as well as the Company’s newest acquisition, PrimaLoft. A replay of the PrimaLoft and Compass Diversified presentations can be viewed here.
•On January 19, 2023, CODI announced a $50 million share repurchase program, the first in the Company’s history.
•On February 15, 2023, CODI announced the closing of the sale of Advanced Circuits for an enterprise value of $220 million. CODI expects to realize a pre-tax gain on the sale of Advanced Circuits of between $100 million to $110 million.
Fourth Quarter and Full Year 2022 Financial Results
Net sales in the fourth quarter of 2022 were $594.9 million, up 6% compared to $559.9 million in the fourth quarter of 2021. For the full year 2022, net sales were $2.3 billion, up 17% compared to $1.9 billion a year ago. The increase was due to strong performance in the Company’s branded consumer subsidiaries. On a pro forma basis, assuming CODI had acquired Lugano and PrimaLoft on January 1, 2021, net sales were up 4% in the fourth quarter of 2022 and up 12% in 2022.
Branded consumer net sales, pro forma for the Lugano and PrimaLoft acquisitions, increased 7% in the fourth quarter of 2022 to $371.0 million compared to the fourth quarter of 2021 and increased to $1.5 billion in 2022, an increase of 14% as compared to 2021. Niche industrial net sales decreased 1% in the fourth quarter of 2022 to $224.0 million compared to the fourth quarter of 2021 and increased to $856.8 million in 2022 which is an increase of 9% as compared to 2021.
Net loss in the fourth quarter of 2022 was $11.8 million compared to net income of $25.9 million in the fourth quarter of 2021. Net loss from continuing operations for the fourth quarter of 2022 was $14.3 million compared to $25.9 million in net income from continuing operations in the fourth quarter of 2021. F
Nov 3, 2022
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Exhibit 99.1
Compass Diversified Reports Record Third Quarter 2022 Financial Results
Net Sales Growth of 22% Drives Record Quarterly Results
Raises 2022 Outlook Given Continued Strong Performance
Westport, Conn., November 3, 2022 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended September 30, 2022.
“Our third quarter results yet again demonstrate the quality of CODI’s subsidiary businesses, as we delivered another consecutive quarter of record financial performance,” said Elias Sabo, CEO of Compass Diversified. “Our subsidiaries on a combined basis continue to deliver excellent results despite inflationary pressures impacting consumer discretionary spending. End market demand for our core consumer products remains strong, and with many of our consumer businesses taking market share, we believe our businesses can outperform the general market and deliver strong financial results.”
Third Quarter 2022 Financial Highlights vs. Same Year-Ago Quarter (where applicable)
•Net sales up 22% to $597.6 million, and up 15% on a pro forma basis.
•Branded consumer net sales up 34% to $378.2 million, and up 21% on a pro forma basis.
•Niche industrial net sales up 7% to $219.4 million.
•Operating income up 16% to $48.7 million.
•Net income down to $2.6 million vs. $90.2 million in the elevated year-ago period, primarily a result of the $72.7 million gain on the sale of Liberty Safe in August 2021.
•Adjusted Earnings, a non-GAAP financial measure, up 28% to $46.0 million.
•Adjusted EBITDA, a non-GAAP financial measure, up 27% to $98.3 million.
•Paid a third quarter 2022 cash distribution of $0.25 per share on CODI's common shares in October 2022.
Third Quarter 2022 Business Highlights
•Appointed Mr. Larry L. Enterline as Chairman of the Board of Directors effective July 2, 2022. Additionally, Ms. Teri R. Shaffer was appointed to the Board and designated as a member of the Board’s Audit Committee.
•On July 12, 2022, CODI completed the acquisition of PrimaLoft Technologies Holdings, Inc., the parent company of PrimaLoft, Inc. ("PrimaLoft"), a leading provider of branded, high-performance synthetic insulation and materials used primarily in outerwear and accessories.
•5.11 Tactical subsidiary announced the opening of its 100th retail store location, continuing the execution of expanding its retail footprint.
Third Quarter 2022 Financial Results
Net sales in the third quarter of 2022 were $597.6 million, up 22% compared to $488.2 million in the third quarter of 2021. The increase was due to strong performance at its branded consumer and niche industrial subsidiaries. On a pro forma basis, assuming CODI had acquired Lugano and PrimaLoft on January 1, 2021, net sales were up 15% compared to the prior year period.
Branded consumer net sales, pro forma for the Lugano and PrimaLoft acquisitions, increased 21% in the third quarter of 2022 to $380.5 million compared to $314.8 million in the third quarter of 2021. Niche industrial net sales increased 7% in the third quarter of 2022 to $219.4 million compared to $205.0 million in the third quarter of 2021.
Net income for the third quarter of 2022 decreased to $2.6 million compared to net income of $90.2 million in the third quarter of 2021. Income from continuing operations for the third quarter of 2022 decreased to $1.1 million compared to $18.7 million in the third quarter of 2021. The decreases in net income and income from continuing operations were a result of higher interest expense related to the funding of the acquisitions of PrimaLoft and Lugano and provisions for income tax primarily as a result of the reclassification of Advanced Circuits to continuing operations. Additionally, the Company’s net income in the year-ago period included a $72.7 million gain from the sale of Liberty Safe in August 2021. Operating income for the third quarter of 2022 increased 16% to $48.7 million compared to $41.9 million in the third quarter of 2021.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the third quarter of 2022 increased 28% to $46.0 million compared to $35.8 million in the third quarter of 2021. CODI's weighted average number of shares outstanding for the quarter ended September 30, 2022, was 71.9 million and, for the quarter ended September 30, 2021, was 64.9 million.
Adjusted EBITDA (see "Note Regarding Use of Non-GAAP Financial Measures" below) in the third quarter of 2022 was $98.3 million, up 27% compared to $77.6 million in the third quarter of 2021. The increase was primarily due to the strong performance across the branded consumer and niche industrial businesses on a combined basis and the impact of the PrimaLoft and Lugano acquisitions. The Company no longer adds back management fees in its calculation of Adjusted EBITDA
Aug 3, 2022
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Exhibit 99.1
Compass Diversified Reports Record Second Quarter 2022 Financial Results
Net Sales Growth of 19% Drives Record Quarterly Earnings
Raises Full-Year Outlook Given Continued Strong Performance and PrimaLoft Acquisition
Westport, Conn., August 3, 2022 – Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended June 30, 2022.
“The second quarter marks our sixth consecutive quarter of record financial performance, which is a continued testament to the strength of our management teams and quality of the companies we own,” said Elias Sabo, CEO of Compass Diversified. “Despite the significant macroeconomic challenges that have curbed consumer discretionary spending, ongoing global supply chain constraints, and inflationary concerns, CODI reported another quarter of double-digit sales and earnings growth. Based on our strong performance and our current view of the economy, we are raising our full-year outlook. We believe we remain well-positioned to drive continued value for our shareholders.”
Second Quarter 2022 Financial Highlights vs. Same Year-Ago Quarter (where applicable)
•Net sales up 19% to $515.6 million, and up 13% on a pro forma basis.
•Branded consumer net sales up 21% to $326.5 million, and up 12% on a pro forma basis.
•Niche industrial net sales up 16% to $189.1 million.
•Operating income up 38% to $50.3 million.
•Income from continuing operations up considerably to $26.5 million vs. $(21.6) million.
•Net income up considerably to $31.0 million vs. $(11.3) million.
•Adjusted Earnings, a non-GAAP financial measure, up 41% to $39.3 million.
•Adjusted EBITDA, a non-GAAP financial measure, up 26% to $87.4 million.
•Paid a second quarter 2022 cash distribution of $0.25 per share on CODI's common shares in July 2022.
Second Quarter 2022 Business Highlights
•Joined the Russell 2000 and 3000 Indexes, providing the Company with increased visibility in the public markets.
•Announced the acquisition of PrimaLoft Technologies Holdings, Inc., the parent company of PrimaLoft, Inc. ("PrimaLoft"), a leading provider of branded, high-performance synthetic insulation and materials used primarily in outerwear and accessories. The Company completed the acquisition on July 12, 2022.
Second Quarter 2022 Financial Results
Net sales in the second quarter of 2022 were $515.6 million, up 19% compared to $431.5 million in the second quarter of 2021. The increase was due to strong performance at its branded consumer and niche industrial subsidiaries. On a pro forma basis, assuming CODI had acquired Lugano on January 1, 2021, net sales were up 13% compared to the prior year period.
Branded consumer net sales increased 21% in the second quarter of 2022 to $326.5 million. On a pro forma basis, assuming CODI had acquired Lugano on January 1, 2021, branded consumer net sales were up 12% compared to the prior year period. Niche industrial net sales increased 16% in the second quarter of 2022 to $189.1 million compared to $162.5 million in the second quarter of 2021.
Net income for the second quarter of 2022 increased to $31.0 million compared to a net loss of $11.3 million in the second quarter of 2021. Income from continuing operations for the second quarter of 2022 increased to $26.5 million compared to a loss from continuing operations of $21.6 million in the second quarter of 2021. The increases in both were due to the strong performance across the branded consumer and niche industrial businesses on a combined basis. In addition, the second quarter of 2021 included a loss on debt extinguishment of $33.3 million in connection with the redemption of CODI's 8.000% Senior Notes due 2026 on April 1, 2021. Operating income for the second quarter of 2022 increased $14.0 million to a record $50.3 million compared to $36.4 million in the second quarter of 2021.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the second quarter of 2022 was $39.3 million, up 41% compared to $27.9 million in the second quarter of 2021. CODI's weighted average number of shares outstanding for the quarter ended June 30, 2022, was 70.2 million and, for the quarter ended June 30, 2021, was 64.9 million.
Adjusted EBITDA (see "Note Regarding Use of Non-GAAP Financial Measures" below) in the second quarter of 2022 was $87.4 million, up 26% compared to $69.5 million in the second quarter of 2021. The increase was primarily due to the strong performance across the branded consumer and niche industrial businesses on a combined basis. The Company no longer adds back management fees in its calculation of Adjusted EBITDA. Management fees incurred during the second quarter were $14.9 million.
Liquidity and Capital Resources
As of June 30, 2022, CODI had approximately $102.7 million in cash and cash equivalents, no b
May 5, 2022
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Exhibit 99.1
Compass Diversified Reports Strong First Quarter 2022 Financial Results
Niche Industrial and Branded Consumer Net Sales Growth Drive Record First Quarter Results
Raises Full-Year Outlook Given Strong Q1 Performance
Westport, Conn., May 5, 2022 – Compass Diversified (NYSE: CODI) (“CODI” or the Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three months ended March 31, 2022.
“CODI delivered outstanding first quarter results, recording our fifth consecutive quarter of record financial performance that is enabling us to raise our 2022 outlook,” said Elias Sabo, CEO of Compass Diversified. “Despite supply chain challenges and a heightened inflationary environment, our operating teams delivered double-digit sales growth in both our branded consumer and niche industrial businesses. In addition, we produced the highest level of quarterly Adjusted EBITDA CODI has ever reported. As we look ahead at the remainder of 2022, we are pleased with the performance of our businesses to date and remain confident in our team’s ability to continue deploying capital to drive long-term, sustainable value for our shareholders.”
First Quarter 2022 Financial Highlights vs. Same Year-Ago Quarter (where applicable)
•Net sales up 25% to $510.5 million;
•Branded consumer net sales up 27% to $331.6 million, and up 14% on a proforma basis;
•Niche industrial net sales up 21% to $178.9 million;
•Net income up 35% to $29.7 million;
•Adjusted Earnings, a non-GAAP financial measure, up 38% to $36.0 million;
•Income from continuing operations up 41% to $18.4 million;
•Adjusted EBITDA, a non-GAAP financial measure, up 29% to $97.6 million; and
•Paid a first quarter 2022 cash distribution of $0.25 per share on CODI's common shares in April 2022.
First Quarter 2022 Business Highlights
•Expanded board of directors to nine members with appointment of Alex Bhathal, a business leader with more than 15 years of asset management experience and a successful track record of actively managing investments in sports, consumer products and real estate.
•CODI subsidiary Altor Solutions acquired Foam Concepts, Inc., strengthening its position as a leading provider of packaging and componentry solutions.
First Quarter 2022 Financial Results
Net sales in the first quarter of 2022 were $510.5 million, up 25% compared to $408.6 million in the first quarter of 2021. The increase was due to the Company’s acquisition of Lugano Diamonds & Jewelry in September 2021, as well as strong growth from BOA, Marucci Sports and Altor Solutions. On a pro forma basis, assuming CODI had acquired Lugano on January 1, 2021, net sales were up 17% compared to the prior year period.
Branded consumer pro forma net sales increased 14% in the first quarter of 2022 to $331.6 million compared to $290.4 million in the first quarter of 2021. Niche industrial net sales increased 21% in the first quarter of 2022 to $178.9 million compared to $147.6 million in the first quarter of 2021.
Net income for the first quarter of 2022 was $29.7 million, up 35% compared to net income of $22.0 million in the first quarter of 2021. The increase was primarily due to the strong performance across our branded consumer and niche industrial businesses on a combined basis.
Adjusted Earnings (see “Note Regarding Use of Non-GAAP Financial Measures” below) for the first quarter of 2022 was $36.0 million, up 38% compared to $26.2 million in the first quarter of 2021. CODI's weighted average number of shares outstanding for the quarter ended March 31, 2022, was 69.4 million and for the quarter ended March 31, 2021, was 64.9 million.
Income from continuing operations for the first quarter of 2022 was $18.4 million, up 40% compared to income from continuing operations of $13.1 million in the first quarter of 2021. The increase was primarily due to the strong performance across our branded consumer and niche industrial businesses on a combined basis.
Adjusted EBITDA (see "Note Regarding Use of Non-GAAP Financial Measures" below) in the first quarter of 2022 was $97.6 million, up 29% compared to $75.5 million in the first quarter of 2021.
Liquidity and Capital Resources
As of March 31, 2022, CODI had approximately $97.3 million in cash and cash equivalents, no borrowings outstanding on its revolver, $1.0 billion outstanding in 5.250% Senior Notes due 2029 and $300 million outstanding in 5.000% Senior Notes due 2032.
The Company has no significant debt maturities until 2029 and had net borrowing availability of $599 million on March 31, 2022, under its revolving credit facility.
First Quarter 2022 Distributions
On April 1, 2022, CODI's Board of Directors (the “Board”) declared a first quarter distribution of $0.25 per share on the Company's common shares. The cash distribution was paid on April 28, 2022, to all holders of record of common shares as of Apri
Feb 24, 2022
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Exhibit 99.1
Investor Relations:
The IGB Group
Leon Berman
212-477-8438
lberman@igbir.com
Media Contact:
Joele Frank, Wilkinson Brimmer Katcher
Jon Keehner/ Kate Thompson/ Lyle Weston
212-355-4449
Compass Diversified Reports Fourth Quarter 2021 Financial Results and
Full Year 2021 Financial Results
Branded Consumer Performance and Rebounding Industrials Drive Record Fourth Quarter and Full Year Operating Results
Accelerates Portfolio Transformation and Strengthens Capital Structure
Permanent Capital Advantage Positioned CODI to Opportunistically Acquire Platform Business and Complete Strategic Add-Ons in 2021
Westport, Conn., February 24, 2022 - Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle market businesses, announced today its consolidated operating results for the three and twelve months ended December 31, 2021.
“Our momentum continued in the fourth quarter as CODI delivered a fourth consecutive quarter of record results and the best year-end results in our history,” said Elias Sabo, CEO of Compass Diversified. “Our consumer business again delivered solid results, driven by continued strong performance at our most recent acquisitions, and our niche industrial business experienced increased demand for their products during the fourth quarter. We continued to deploy capital into our existing subsidiaries in the fourth quarter acquiring Lizard Skins and Plymouth Foam as strategic add-ons to Marucci Sports and Altor Solutions, respectively, demonstrating our sustainable investing philosophy and continued commitment to deploying capital to enhance value at a subsidiary level.”
Mr. Sabo continued, “Looking ahead, we enter 2022 with a strong balance sheet, substantial liquidity and remain confident in our ability to generate long term shareholder value in the years ahead through the continued deployment of capital into accretive platform and add-on acquisitions and subsidiary growth opportunities.”
Fourth Quarter and Full Year 2021 Highlights
•Reported net sales of $536.6 million for the fourth quarter 2021 and $1.842 billion for the full year 2021;
•Reported a net income of $25.9 million for the fourth quarter 2021 and net income of $126.8 million for the full year 2021;
•Reported Adjusted Earnings, a new non-GAAP financial measure, of $32.5 million for the fourth quarter of 2021 and $117.7 million for the full year of 2021;
•Reported non-GAAP Adjusted EBITDA of $88.9 million for the fourth quarter 2021 and $327.3 million for the full year 2021;
•Reported Cash Used in Operating Activities of $(13.1) million for the fourth quarter 2021 and Provided by Operating Activities of $134.1 million for the full year 2021, and non-GAAP Cash Flow Available for Distribution and Reinvestment ("CAD") of $42.1 million for the fourth quarter 2021 and $177.4 million for the full year 2021;
•Paid a fourth quarter 2021 cash distribution of $0.25 per share on CODI's common shares in January 2022; and
•Paid quarterly cash distributions of $0.453125 per share on the Company's 7.250% Series A Preferred Shares, $0.4921875 per share on the Company's 7.875% Series B Preferred Shares, and $0.4921875 per share on the Company's 7.875% Series C Preferred Shares payable on January 30, 2022.
Operating Results
Net sales for the quarter ended December 31, 2021 were $536.6 million, as compared to $421.6 million for the quarter ended December 31, 2020. Net sales were $1.842 billion for the year ended December 31, 2021, as compared to $1.360 billion for the year ended December 31, 2020.
Net income for the quarter ended December 31, 2021 was $25.9 million, as compared to net income of $8.8 million for the quarter ended December 31, 2020. For the year ended December 31, 2021, CODI reported net income of $126.8 million compared to net income of $27.2 million for the year ended December 31, 2020. The increase in net income for the year ended December 31, 2021 as compared to the prior year was primarily related to the gain on the sale of Liberty Safe.
Adjusted Earnings (see "Note Regarding Use of Non-GAAP Financial Measures" below) for the quarter ended December 31, 2021 was $32.5 million, as compared to $22.7 million for the quarter ended December 31, 2020. Adjusted Earnings for the year ended December 31, 2021 was $117.7 million, as compared to $55.0 million for the year ended December 31, 2020. Adjusted EBITDA (see "Note Regarding Use of Non-GAAP Financial Measures" below) for the quarter ended December 31, 2021 was $88.9 million, as compared to $69.3 million for the quarter ended December 31, 2020. Adjusted EBITDA for the year ended December 31, 2021 was $327.3 million, as compared to $203.9 million for the year ended December 31, 2020. The increase in Adjusted Earnings and Adjusted EBITDA for the fourth quarter and full year 2021, as compared to prior year periods, was primarily a result of our 2020 acquisitions of
This page provides D/B/A Compass Diversified Holdings Shares of Beneficial Interest (CODI) earnings call transcripts from SEC 8-K filings along with AI-powered predictions for post-earnings price movements. Our machine learning models analyze historical earnings data, pre-earnings price patterns, volume changes, and volatility to predict 1-day, 5-day, and 20-day returns after each earnings release.
Earnings transcripts are sourced directly from SEC EDGAR filings. Predictions are generated using gradient boosting models trained on CODI's historical earnings reactions. All predicted returns are shown as percentages, and predicted prices are calculated from the closing price at the time of prediction. Past performance does not guarantee future results.