Compass Diversified Holdings acquires Fresh Hemp Foods Ltd.

On July 10, 2015, Compass Diversified Holdings (CODI), through its subsidiary Compass Group Diversified Holdings LLC (Compass), completed the acquisition of Fresh Hemp Foods Ltd., a Canadian manufacturer of hemp-based food products, operating under trade name Manitoba Harvest (Manitoba Harvest). Manitoba Harvest was acquired for a total purchase price calculated on an enterprise value of $132.5 million. The acquisition resulted in an initial equity ownership for Compass of approximately 87per cent.

CODI owns and manages a diverse family of established North American middle market businesses. Each of its current subsidiaries is a leader in its niche market.

Headquartered in Winnipeg, Manitoba, Manitoba Harvest is a pioneer and global leader in branded, hemp-based foods.

Stikeman Elliott LLP acted as Canadian counsel to Compass with a team comprising John Leopold, Warren Silversmith, Barbara Sheng, Magali Brunelle (M&A), Frank Mathieu, Nicholas Grenier (tax), David Tardif (securities), Nancy Ramalho, Tamara Ticoll, Aiden Talai (employment and benefits), Jonathan Auerbach (IP), Ryan Sheahan, Jeffrey Brown (regulatory), and Larry Cobb (environmental). Aikins, MacAulay & Thorvaldson LLP acted as Manitoba counsel for Compass, with a team that included James Ferguson and Bradley Zander.

Paul Hastings LLP acted as US counsel to Compass with a team that included Brandon Howald, Alexander Lee, Aref Afsari and Jeremy Rocklage.

Fillmore Riley LLP acted as counsel to Manitoba Harvest with a team comprising Peter Davey (M&A), Wes Burrows, Cy Fien (tax), Mark Tallon, David Simpson (employment), Doug Fawcett and Steven Raber (IP).