Aritzia accelerates expansion into men's with acquisition of premium athletic wear brand Reigning Champ

PR Newswire

VANCOUVER, BC, June 14, 2021

VANCOUVER, BC, June 14, 2021 /PRNewswire/ - Aritzia (TSX: ATZ) ("Aritzia"), a vertically integrated, innovative design house offering Everyday Luxury online and in its boutiques, is accelerating its product expansion strategy for men's through a definitive agreement to acquire Reigning Champ, a leading designer and manufacturer of premium athletic wear. Aritzia will acquire 75% of Reigning Champ based on a total enterprise value of approximately $63 million, with the remaining 25% equity interest purchased through 2026.

"We're excited to welcome Reigning Champ. Rooted in classic, timeless athletic wear, their brand has been carefully curated for just short of fifteen years," said Brian Hill, Founder, Chief Executive Officer and Chairman of Aritzia. "Building on Aritzia's strong start to fiscal 2022, this acquisition meaningfully accelerates our product expansion into men's while bringing incremental growth to our already surging women's eCommerce and U.S. businesses. Capitalizing on our world-class operational expertise and infrastructure, men's, merchandised independently, will become a meaningful part of Aritzia's platform through our Reigning Champ acquisition."

Inspired by the culture of sport, Reigning Champ is a leading designer and manufacturer of premium athletic wear, utilizing unparalleled materials and craftsmanship. Rooted in classic, timeless garments, Reigning Champ is sold in the most influential digital and retail locations throughout the world, and as a result of the acquisition, will see an immediate benefit in tapping into Aritzia's best-in-class infrastructure and operational expertise.

"As an innovative design house offering exceptional experiences through its online and retail platforms, Aritzia's well-established track record as a successful direct-to-consumer business is one that we've long admired. Leveraging Aritzia's unparalleled world-class infrastructure and expertise, this partnership provides an exciting path forward to elevate Reigning Champ to the next level as a premium athletic wear brand. We look forward to working with the incredibly talented Aritzia team to capitalize on the limitless opportunities ahead," said Craig Atkinson, Co-Founder and Chief Executive Officer of Reigning Champ.

Atkinson is joined on Reigning Champ's senior leadership team by Co-Founder and Vice President of Manufacturing Chris Nordee and Chief Financial Officer Paul Heathcote – all with a long history in the apparel industry. They will continue operating the business in partnership with Aritzia through a transition period of approximately five years to allow both businesses to focus on sustaining their unique brands and cultures while leveraging mutually beneficial synergies and efficiencies to an accelerated path forward.

Aritzia will acquire 75% of Reigning Champ based on a total enterprise value of approximately $63 million. The remaining 25% equity interest held by Reigning Champ's management shareholders will be converted into Aritzia shares in up to three instalments from 2024 to 2026. Reigning Champ is expected to deliver approximately $25 million in revenue and $5 million in adjusted EBITDA in calendar 2021. The acquisition is expected to be completed in June 2021, subject to customary closing conditions and approvals. Aritzia will fund the initial purchase with cash on hand.

Financo | Raymond James served as financial advisors to Aritzia, with Borden Ladner Gervais LLP acting as legal counsel. RBC Mid-Market Mergers & Acquisitions served as financial advisors to Reigning Champ, with Blake, Cassels & Graydon LLP acting as legal counsel.

About Reigning Champ

Inspired by the culture of sport, Reigning Champ is a leading designer and manufacturer of premium athletic wear, utilizing unparalleled materials and craftsmanship.

Founded in 2007, headquartered in Vancouver, Canada and sold in the most influential digital and retail locations throughout the world, Reigning Champ is rooted in classic, timeless garments.

Our process is guided by our principles: Respect the details. Master simplicity.

About Aritzia

Aritzia is a vertically integrated design house with an innovative global platform. We are creators and purveyors of Everyday Luxury, home to an extensive portfolio of exclusive brands for every function and individual aesthetic. We're about good design, quality materials and timeless style — all with the wellbeing of our people and planet in mind.

Founded in 1984, in Vancouver, Canada, we pride ourselves on creating immersive, and highly personal shopping experiences at aritzia.com and in our 100+ boutiques throughout North America to everyone, everywhere.

Everyday Luxury. To elevate your world.^TM

Forward-Looking Information

Certain statements made in this press release may constitute forward-looking information under applicable securities laws. Particularly, information regarding the terms and timing of our acquisition of Reigning Champ as well as our expectations of future results, targets, performance achievements, prospects or opportunities are forward-looking information. As the context requires, this may include certain targets as disclosed in the prospectus for our initial public offering, which are based on the factors and assumptions, and subject to the risks, as set out therein and herein. Often but not always, forward-looking statements can be identified by the use of forward-looking terminology such as "may", "will", "expect", "believe", "estimate", "plan", "could", "should", "would", "outlook", "forecast", "anticipate", "foresee", "continue" or the negative of these terms or variations of them or similar terminology.

Given this unprecedented period of uncertainty, there can be no assurances regarding: (a) the certainty and timing of our acquisition of Reigning Champ; (b) the limitations or restrictions that may be placed on servicing our clients in reopened boutiques or potential re-closing of boutiques; (c) the COVID-19-related impacts on Aritzia's business, operations, supply chain performance and growth strategies, (d) Aritzia's ability to mitigate such impacts, including ongoing measures to enhance short-term liquidity, contain costs and safeguard the business; (e) general economic conditions related to COVID-19 and impacts to consumer discretionary spending and shopping habits; (f) credit, market, currency, interest rates, operational, and liquidity risks generally; and (g) other risks inherent to Aritzia's business and/or factors beyond its control which could have a material adverse effect on the Company.

Many factors could cause our actual results, level of activity, performance or achievements or future events or developments to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the factors discussed in the "Risk Factors" section of the Company's annual information form dated May 11, 2021 for the fiscal year ended February 28, 2021 (the "AIF"). A copy of the AIF and the Company's other publicly filed documents can be accessed under the Company's profile on SEDAR at www.sedar.com.

The Company cautions that the list of risk factors and uncertainties described in the AIF is not exhaustive and other factors could also adversely affect its results. Readers are urged to consider the risks, uncertainties and assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance on such information. The forward-looking information contained in this press release represents our expectations as of the date of this press release (or as the date they are otherwise stated to be made), and are subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws.