Boot Barn Adds On

Boot Barn, a western footwear retailer owned by Marwit Capital, has acquired nine retail stores in California and Nevada from BTWW Retail LP. No financial terms were disclosed.

PRESS RELEASE

Marwit Capital Partners II, L.P. (“Marwit“) announced today that Boot Barn Holding Corp. (“Boot Barn“ or “the Company“), its western footwear and apparel retailer, has completed the purchase of nine retail stores in California and Nevada from BTWW Retail, L.P. (“BTWW“). Boot Barn is the largest western-themed specialty retailer in California and one of the largest in the U.S. This nine store acquisition expands Boot Barn's footprint to 43 retail stores, including 36 located in California, 5 in Nevada, and 2 in Arizona.

“We are pleased to support Boot Barn's acquisition of these nine stores, which gives us an even stronger platform on which to build the leading western-themed specialty retailer,“ said Chris Britt, Marwit Managing Partner. Mr. Britt continued, “These stores add several attractive markets to our platform and significantly enhance Boot Barn's presence in Northern California and Nevada.“ David Browne, Marwit Principal, adds, “We are excited to have so quickly found an opportunity to accelerate our investment strategy for Boot Barn. The Company has expanded consistently and profitably over the past 30 years, and the completion of this acquisition demonstrates that there are numerous opportunities to continue that growth.“

The western wear market, including western boots, jeans, apparel, hats, gifts, belts and accessories, is approximately $3 billion at retail, growing 4% to 5% per year and has proven over many years to be stable through a variety of economic cycles. Under Pat Meany, CEO of Boot Barn, and John Turnbull, President and CFO, the Company continues to generate strong same store sales as well as to identify attractive new store opportunities, reflecting the strength of Boot Barn's brand and merchandising strategy. The Company's growth in direct-to-consumer markets (i.e., internet, catalogs, and special events) is also growing at a healthy pace. Pat Meany said, “Boot Barn's business is made even stronger with the addition of these strategically located stores and we are pleased to be adding them to the Boot Barn family. With 43 retail locations, Boot Barn is positioned to better serve its retail customers and leverage its investments in inventory, branding, advertising and personnel.“

“Boot Barn's and Marwit's deep knowledge of the western wear market, as well as their ability to work quickly and collaboratively with BTWW to execute this important strategic divestiture, made them an ideal partner,“ said Brad Wallace, a BTWW director. “We believe these nine stores will be in excellent hands as part of Boot Barn,“ added Dan Gardenswartz, also a BTWW director.

About Boot Barn

Headquartered in Orange, CA, Boot Barn is one of the largest specialty retailers of western and work footwear and apparel in the U.S. and the largest in California. The Company operates 43 retail stores in California, Nevada and Arizona as well as its online store, www.bootbarn.com.

About Marwit Capital

Marwit Capital is one of the oldest and most experienced private equity firms in the western U.S. Founded in 1962, Marwit's investment focus is on lower middle market companies based in California and the Western U.S., with revenues of $20 to $150 million and enterprise values of generally less than $100 million. Marwit specializes in management buyouts, platform LBO acquisitions in partnership with experienced industry executives, recapitalizations, and later stage growth and expansion investments. Marwit seeks to deploy $10 to $25 million of equity capital per portfolio company, in one or a series of investments, and has invested more than $250 million since 1995. Marwit Capital Partners II, L.P. completed its final closing on August 15, 2007 at $183.7 million of committed capital.