Fenway Partners to Combine Riddell Bell Holdings with Easton Sports

Combination Creates Performance Sports Equipment Powerhouse

Teachers' Private Capital to Acquire Minority Interest

Feb 07, 2006, 00:00 ET from Fenway Partners

    NEW YORK, Feb. 7 /PRNewswire/ -- Fenway Partners, a leading middle market
 private equity firm, announced today that it has agreed to combine its
 portfolio company, Riddell Bell Holdings (RBH), with Easton Sports in a
 transaction valued at approximately $400 million. RBH was formed in September
 2004 when Fenway portfolio company, Riddell Holdings, acquired Bell Sports
 Corporation. Easton Sports is a privately held business founded in 1922.
 Easton Sports' sales in 2005 were approximately $240 million. Fenway was
 supported in the acquisition by Teachers' Private Capital, the private
 investment arm of Ontario Teachers' Pension Plan, which will acquire a
 significant minority interest in the combined entity. The new company will be
 named Easton-Bell Sports, Inc.
     (Logo:  http://www.newscom.com/cgi-bin/prnh/20060207/NYTU180LOGO-a
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     Easton-Bell Sports will be a preeminent branded sports company dedicated
 to enhancing athletic performance and protection with innovative equipment.
 The combined company will generate more than $600 million in annual revenue,
 hold leading market positions in baseball, softball, football, hockey,
 cycling, auto racing, and snow and motorcycle sports, and will invest further
 in its industry-leading state-of-the-art R&D efforts to drive product
     "This transaction provides demonstrable opportunities to broaden the
 product offerings in every segment in which we participate, expand the
 combined distribution network and realize operating synergies. Easton-Bell
 Sports will offer professional athletes and sports enthusiasts four premium,
 'must have' brands -- Easton, Giro, Bell and Riddell -- that not only stand
 for the sports in which they participate, but also offer true performance and
 protection advantages," said Mark Genender, Managing Director of Fenway
     "Easton Sports has an 84-year tradition of leadership in technological
 innovation," said Jim Easton, a second generation owner and the current
 Chairman of Easton Sports. "This tradition includes the introduction of the
 first successful aluminum baseball bat and numerous revolutionary technologies
 in baseball, softball, hockey and cycling equipment through use of lightweight
 composite materials and alloys. We are looking forward to continuing that
 leadership on a much larger scale with strategic partners Fenway and Teachers'
 Private Capital, who share our commitment to R&D and product innovation as the
 guiding principles for the future of the business."  Mr. Easton will remain a
 significant equity holder and Chairman of the Board of the combined company.
     "The combination creates several unique strategic synergies within both
 companies' team and individual sports divisions," added Mr. Genender.
 "Easton's baseball, softball, and hockey businesses complement RBH's Riddell
 football business, while Easton's bike business fits nicely with the cycling,
 snow and motorcycle businesses of Bell and Giro. In addition, Easton-Bell
 Sports will have an expanded technology and R&D platform that is second to
 none in the sporting goods industry and a proven, experienced management team
 with a passionate, winning corporate culture. We are looking forward to
 working with Easton-Bell Sports' management team to capitalize on the abundant
 brand building and top-line growth opportunities we see in the combined
 company's future."
     Easton-Bell Sports will continue the predecessor companies' growth
 strategies. "Easton-Bell Sports will remain committed to providing the
 sporting goods market with innovative products, maintaining and growing each
 of its tremendous brands, and strengthening all of its current channels of
 distribution and customer relationships," said Mr. Easton.
     "Easton Sports is the ideal Fenway investment opportunity. We've developed
 a relationship with its management over years of following the company," said
 Timothy Mayhew, Managing Director of Fenway Partners. "We are very proud of
 our track record of working closely and successfully with owners and
 entrepreneurial management teams who have a deep, personal identification with
 their companies as well as a desire to remain involved going forward. With the
 experience gained through the successful integration of Bell and Riddell, we
 look forward to executing the same type of careful and thoughtful integration
 with the new company. We are also pleased to be partnering in this expanded
 investment with Teachers' Private Capital, which has extensive experience in
 consumer brands and sports businesses."
     York Street Capital Partners, a US-based mezzanine debt fund principally
 sponsored by Teachers' Private Capital, will increase its existing equity
 investment in RBH as part of the transaction.
     "Through York Street's previous investment in Riddell Bell, we have
 witnessed first-hand Fenway's ability to create value by successfully merging
 two leading companies within this industry," said Jim Leech, Senior Vice
 President, Teachers' Private Capital. "We're delighted to be expanding our
 commitment to the Fenway and Riddell Bell partnership and expect to see
 impressive results from the combination."
     The transaction continues a period of significant investment momentum for
 Fenway.  In November 2005, the firm completed its acquisition of Targus Group
 International, Inc., the leading supplier of electronics carrying cases and
 accessories and in June 2005 acquired Panther II Transportation, Inc., one of
 the largest providers of expedited ground transportation services in North
 America.  Each deal was sourced through a relationship with the owner/founder
 of the business.
     Wachovia Securities ("Wachovia") served as financial advisor to Easton.
 Goldman Sachs & Co. ("Goldman Sachs") served as financial advisor to Riddell
 Bell Holdings. Wachovia and Goldman Sachs are serving as joint lead arrangers
 and joint bookrunners in connection with $415 million in senior credit
 facilities to be used to refinance certain existing indebtedness of the
 combined companies and partially fund the acquisition, working capital and
 other general corporate requirements. Ropes & Gray LLP served as legal counsel
 to Riddell Bell Holdings and Fenway. Latham & Watkins served as legal counsel
 to Easton Sports.
     About Fenway Partners
     Fenway Partners, dedicated to building long-term value through direct
 investment in leading middle market companies, is a private equity firm based
 in New York and Los Angeles with funds under management of more than $1.4
 billion.  In partnership with management, Fenway invests in market-leading and
 profitable businesses with significant unrealized upside potential. The firm
 provides human, financial, and strategic resources to help portfolio companies
 achieve their potential.  For further information about Fenway, visit the
 firm's web site at http://www.fenwaypartners.com.
     About Riddell Bell
     Riddell Bell is the leading designer, developer and marketer of head
 protection equipment and related accessories for numerous athletic and
 recreational activities.  Riddell Bell is the largest designer and marketer of
 helmets and accessories used in bicycling, action sports, snow sports and
 various motor sports and is the brand of choice for some of the most visible
 athletes in numerous sports including seven-time Tour de France winner Lance
 Armstrong, skateboarding sensation Tony Hawk, renowned Motocross Champion
 Jeremy McGrath and Indy Racing League Champion Dan Wheldon.
     Riddell Sports designs, markets and reconditions helmets, uniforms and
 protective equipment used in football and other team sports.  Riddell was
 founded in Chicago, Illinois in 1929 as a performance footwear company.
 Riddell has been the National Football League's official supplier of helmets
 for 15 years and is the market leader in the institutional football category.
 Riddell's sales team services schools with "best in class" equipment and
 reconditioning services.
     Bell Sports was founded in 1954 in Bell, California, making helmets for
 auto racing and today is the market leader in cycling helmets and accessories
 while maintaining its heritage in motorcycle and auto racing helmets. Giro,
 acquired by Bell in 1996 and founded in 1985 in California, is a market leader
 in both high end cycling and snow helmets. Riddell Bell Holdings was formed in
 2004 through the merger of Bell Sports Corporation and Riddell Sports Group.
 For further information, please visit the company online at
     About Easton Sports
     Easton Sports is a developer, manufacturer, marketer and distributor of
 baseball, softball, hockey and cycling equipment for both sports professionals
 and enthusiasts.  Easton Sports focuses on its ability to innovate and create
 products of unmatched quality and performance including the #1 bat in the
 College World Series(R), Women's College World Series(R), Little League World
 Series(R), and Slow-Pitch Softball, as well as the #1 stick in the National
 Hockey League.  Headquartered in Van Nuys, Calif., Easton Sports employs over
 1,200 people worldwide and maintains facilities in Utah, California, Mexico,
 Canada and Asia.  Easton Sports is a subsidiary of Jas. D. Easton Inc.  Other
 subsidiary companies of Jas. D. Easton, including Easton Technical Products
 and Hoyt, both based in Utah, are not impacted by this combination.  For
 further information, please visit the company online at
     About Teachers' Private Capital
     Teachers' Private Capital is the private investment arm of Ontario
 Teachers' Pension Plan and is one of North America's largest active pools of
 capital, with a portfolio valued at C$12 billion. Teachers' has participated
 as a long-term investor in many management buyouts in Canada, the United
 States and Europe, including: Samsonite Corp., Yellow Pages Group, Maple Leaf
 Sports & Entertainment, National Bedding Co. (Serta), Doane Pet Care, Shoppers
 Drug Mart Corporation and Alliance Laundry Holdings. Teachers' works with
 like-minded partners to provide long-term, flexible capital and support to
 high quality management teams in order to realize operational excellence
 within their companies.  Teachers' Private Capital has a long and successful
 track record of building consumer product businesses both internally and
 through acquisitions. Teachers' also has an appreciation and understanding for
 the dynamics and value drivers of a sports business, based upon a more than
 12-year stewardship in Maple Leaf Sports & Entertainment, the owners of the
 Toronto Maple Leafs and Toronto Raptors. For further information, please visit
 their website at http://www.otpp.com.
     About York Street Capital Partners
     York Street Capital Partners (York Street) is an investment firm formed in
 June 2002.  York Street provides mezzanine and equity capital to private
 equity sponsors for acquisitions, buyouts, growth capital and
 recapitalizations of middle-market companies. Teachers' Private Capital, the
 private equity arm of the C$88 billion Ontario Teachers' Pension Plan, is York
 Street's capital sponsor.  The York Street team includes six professionals
 with over 80 years of investment, consulting and capital markets experience.
 The majority of the team has been investing together for over 12 years.  For
 further information about York Street, visit the firm's website at

SOURCE Fenway Partners