M&A
confidence high
sentiment neutral
materiality 0.70
Fox Factory closes $225M sale of Marucci bats unit to management-led buyer; books $120M loss
FOX FACTORY HOLDING CORP
- Wheelhouse Holdings/Marucci Sports divested at $225M enterprise value: $200M cash plus a $25M unsecured subordinated convertible note; cash proceeds used to pay down the credit facility.
- Note: $24.7M due Dec 31, 2026 at 4.55%, stepping to 10% if unpaid, with quarterly PIK interest and a $2.5M automatic principal step-up; convertible into Intermediate Co. equity.
- Fox recognized a $120.1M loss on disposal: $337.6M of net assets disposed versus $225M consideration received, plus $7.5M of transaction costs.
- Pro forma FY2025 net sales $1.28B vs $1.47B historical (-12.7%); pro forma net loss per share $(15.82) vs $(13.03); pro forma cash rises to $250.8M from $61.3M.
- Buyer Squared Up Holdings is an acquisition vehicle for an investor group led by Marucci senior management; the deal includes a $250,000 collar on post-closing purchase-price adjustments.