Compass Diversified Holdings (NYSE: CODI)

Press Release

Press Release

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05/10/06
Compass Diversified Trust Prices Initial Public Offering
Compass Diversified Trust Prices Initial Public Offering

Westport, CT - May 10, 2006 - Compass Diversified Trust (Nasdaq NMS: "CODI") (the "Trust") today announced the pricing of its initial public offering of 13,500,000 shares of the Trust at an offering price of $15.00 per share. The purpose of the Trust is to hold 100% of the trust interests of Compass Group Diversified Holdings LLC (the "Company"). Each share of the Trust corresponds to one trust interest of the Company. Compass Group Management LLC has been engaged as the manager of the Company. Certain related parties have agreed to purchase $90 million, collectively, of shares in the Trust in separate private placement transactions at a per share price equal to the initial public offering price. These transactions are expected to close in conjunction with the closing of this offering.

The Company and the Trust were formed to acquire and manage a group of small to middle market businesses that are headquartered in the United States. The Company intends to use the net proceeds from the offering to purchase controlling interests in, and provide debt financing to, four initial businesses. The four initial businesses include a human resources outsourcing firm, a recreational products company, an electronic components manufacturer and a global chemical hardcoatings manufacturer.

Ferris, Baker Watts, Inc. acted as sole book-running manager and BB&T Capital Markets, J.J.B. Hilliard, W.L. Lyons, Inc., Oppenheimer & Co., Sanders Morris Harris, Ladenburg Thalmann & Co. Inc., and Maxim Group LLC acted as co-managers of the offering. The underwriters have been granted an option to purchase an additional 2,025,000 shares to cover over-allotments, if any.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there be any sale of these securities in any state in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. The offering may be made only by means of a prospectus, copies of which may be obtained from Ferris, Baker Watts, Inc., 100 Light Street, Baltimore, Maryland 21202, (800) 436-2000.

Compass Diversified Trust
Jim Bottiglieri
Chief Financial Officer
203.221.1703
jbottiglieri@compasstrust.com

Investor Relations Contact:
KCSA Worldwide
Jeffrey Goldberger / Michael Cimini
212.896.1249 / 212.896.1233
jgoldberger@kcsa.com / mcimini@kcsa.com