Item 2.01. Completion of Acquisition or Disposition of Assets.
On July 23, 2014, Black Diamond, Inc. (the "Company") and Gregory Mountain
Products, LLC ("Gregory"), its wholly-owned subsidiary, completed the sale of
certain assets to Samsonite LLC ("Samsonite") comprising Gregory's business of
designing, manufacturing, marketing, distributing and selling technical, alpine,
backpacking, hiking, mountaineering and active trail products and accessories as
well as outdoor-inspired lifestyle bags (the "Business") pursuant to the terms
of that certain Asset Purchase Agreement (the "Purchase Agreement"), dated as of
June 18, 2014, by and among the Company, Gregory and Samsonite. Under the terms
of the Purchase Agreement, Samsonite paid $84.135 million in cash for Gregory's
assets comprising the Business and assumed certain specified liabilities.
The foregoing description of the Purchase Agreement does not purport to be
complete and is qualified in its entirety by reference to the Purchase
Agreement, which is included as Exhibit 2.1 to the Company's Current Report on
Form 8-K filed with the U.S. Securities and Exchange Commission on June 23,
2014, and is incorporated herein by reference as though fully set forth herein.
Item 8.01 Other Events.
On July 23, 2014
, the Company issued a press release announcing the closing of
the transactions contemplated by the Purchase Agreement. A copy of the press
release is filed as Exhibit 99.1 to this Current Report on Form 8-K (the
"Report") and incorporated herein by reference as though fully set forth herein.
Item 9.01. Financial Statements and Exhibits.
(b) Pro forma financial information. The unaudited interim pro forma condensed
consolidated statement of operations for the three months ended March 31, 2014
the unaudited pro forma condensed consolidated statement of operations for the
year ended December 31, 2013
and the unaudited interim pro forma condensed
consolidated balance sheet as of March 31, 2014
of Black Diamond, Inc.
included as Exhibit 99.2 to this Report.
(d) Exhibits. The following exhibits are hereby filed as part of this Report:
Exhibit No. Description
2.1 Asset Purchase Agreement by and among Samsonite LLC, Black
Diamond, Inc. and Gregory Mountain Products, LLC, dated as of June
18, 2014 (filed as Exhibit 2.1 to the Company's Current Report on
Form 8-K, filed with the U.S. Securities and Exchange Commission
on June 23, 2014, and incorporated herein by reference).
99.1 Press release dated July 23, 2014.
99.2 Pro Forma Financial Information of Black Diamond, Inc.