02/14/2021
CZ Acquires C**t Holding Company
Prague, February 11, 2021 ‐ CZG – Ceská zbrojovka Group SE ("CZG" or "the Group") hereby informs that on 11 February 2021, it signed a definitive agreement to acquire 100% of the outstanding equity interest in C**t Holding Company LLC ("C**t"), the parent company of U.S. fi****ms manufacturer, C**t's Manufacturing Company LLC as well as its Canadian subsidiary, C**t Canada Corporation.
Subject to the terms and conditions of the definitive agreement, CZG shall acquire a 100% stake in C**t for upfront cash consideration of $220 million and the issuance of 1,098,620 shares of newly issued CZG common stock. The agreement also provides for potential earnout consideration of up to 1,098,620 shares of newly issued CZG common stock if defined EBITDA thresholds are achieved in years 2021 ‐ 2023.
Commenting on today's announcement, Lubomír Kovarík, President and Chairman of CZG, said: "This merger is a strategic step for both companies. The acquisition of C**t, an iconic brand and a benchmark for the military, law enforcement and commercial markets globally, fits perfectly in our strategy to become the leader in the fi****ms manufacturing industry and a key partner for the armed forces. We are proud to include C**t, which has stood shoulder‐to‐shoulder with the U.S. Army for over 175 years, in our portfolio. We believe in the successful connection of our corporate cultures, the proven track record of the current management team and the complementary nature of the CZ and C**t brands. The combined group will have revenues in excess of USD 600 million and presents a real small arms powerhouse. The experience of CZ and C**t management will further strengthen both brands and ensure CZ and C**t continue to deliver top quality products and solutions to all our customers."
Dennis Veilleux, President and CEO of C**t, agreed: "We are very pleased with the prospect of such a strategic combination. Having completed a historic turn‐around of the operations and financial performance at C**t over the past five years, this important next step with CZG positions the company to take advantage of significant growth opportunities. We are excited to join forces with CZG which will be a powerful combination for both brands and for our customers."
The acquisition is to be financed from the Company's existing cash resources, including recent IPO proceeds, and from the contemplated bond issuance.
The transaction is subject to regulatory approval but is anticipated to close in the second quarter of 2021.
With this strategic move, CZG will acquire significant production capacity in the United States and Canada and substantially expand its global customer base. C**t is a traditional supplier to global military and law enforcement customers. Among others, C**t is a long‐term supplier to the U.S. Army (which relationship dates back over 175 years) and, through its Canadian subsidiary, C**t a designated exclusive supplier of small arms to the Canadian military.
