Filed Pursuant to Rule 433
Registration Statement No. 333-159339
April 13, 2010
Pricing Term Sheet
Compass Diversified Holdings
6,400,000 Shares
This term sheet to the preliminary prospectus supplement dated April 12, 2010 should be read
together with the preliminary prospectus supplement before making a decision in connection with an
investment in the securities. The information in this term sheet supersedes the information
contained in the preliminary prospectus supplement to the extent that it is inconsistent therewith.
Terms used but not defined herein have the meaning ascribed to them in the preliminary prospectus
supplement.
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Issuer: |
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Compass Diversified Holdings |
Symbol / Exchange: |
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CODI / Nasdaq Global Select Market |
Shares offered before overallotment option: |
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6,400,000 shares |
To be sold by the Company: |
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5,100,000 shares |
To be sold by the Selling Shareholder: |
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1,300,000 shares |
Maximum number of shares to be sold in |
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overallotment: |
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960,000 shares |
| The offering |
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If the underwriters exercise their
overallotment option in full, the total
number of shares offered by us will be
5,875,000. If the underwriters exercise
their overallotment option in full then the
selling shareholder will own 6,196,000
shares (14.6%) after the offering. |
Price to public: |
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$15.10 per share |
| Net proceeds to issuer: |
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$73,352,025 (after deducting underwriting
discounts and estimated net offering
expenses) assuming no exercise of the
overallotment option |
Last reported sale price (April 12, 2010): |
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$16.14 |
Pricing Date |
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April 13, 2010 |
Closing Date: |
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April 16, 2010 |
CUSIP: |
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20451Q104 |
| Underwriters: |
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Morgan Stanley & Co. Incorporated |
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UBS Investment Bank |
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BB&T Capital Markets, a division of Scott & |
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Stringfellow, LLC |
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CJS Securities, Inc. |
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Janney Montgomery Scott |
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SunTrust Robinson Humphrey |
We have filed a registration statement (including a preliminary prospectus supplement) with the SEC
for the offering to which this communication relates. Before you invest, you should read the
preliminary prospectus supplement included in that registration statement and other documents we
have filed with the SEC for more complete information about us and this offering. You may get
these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, we or
the underwriters will arrange to send you the prospectus if you request it by calling Morgan
Stanley at 866-718-1649 or UBS Investment Bank at 888-827-7275.