TSG Consumer Partners buys Gridiron’s Rough Country

Rough Country is a leading provider of branded aftermarket performance-enhancing products and accessories to the truck, Jeep and SUV enthusiast market.

TSG Consumer Partners has agreed to acquire a majority stake in Rough Country. Existing shareholder Gridiron Capital and management will remain significant investors in Rough Country, a provider of branded aftermarket performance products and accessories to the truck, Jeep and SUV enthusiast market. Jefferies advised TSG, while Baird advised Gridiron.

PRESS RELEASE

DYERSBURG, TN – June 29, 2021 – TSG Consumer Partners (“TSG”) today announced that it has signed a definitive agreement to acquire a majority stake in Rough Country (the “Company”) from Gridiron Capital. Gridiron Capital and Rough Country management will remain significant investors and the Company will continue to be led by the current management team. Financial terms of the transaction were not disclosed.

Rough Country is a leading provider of branded aftermarket performance-enhancing products and accessories to the truck, Jeep and SUV enthusiast market. The Company’s product offerings include suspension lift and leveling kits, performance shocks and stabilizers, and other accessories including lighting, steps, winches, fender flares and cargo management products that are used to personalize and upgrade consumers’ vehicles. Catering to consumers’ passion for off-road and outdoor lifestyles, Rough Country offers superior value and best-in-class service to its enthusiast customer base through a disruptive, direct-to-consumer brand platform.

“TSG is the global leader in building world-class consumer brands, and we are excited to enter our next phase of growth with their support,” said Ken Dunn, Chief Executive Officer of Rough Country. “Over the past few years, we have experienced great success under Gridiron’s ownership. With TSG’s unrivaled auto aftermarket and digital marketing expertise, we’ll continue to expand our brand reach, digital presence and diversified customer base as we help fulfill consumers’ passions for off-road and outdoor lifestyles around the world.”

“TSG is thrilled to partner with Rough Country, a clear market leader working to help people pursue their passions in the outdoors,” said Pierre LeComte, Managing Director at TSG. “Rough Country’s winning combination of robust direct-to-consumer distribution and quality brand enables it to deliver unrivaled value to its loyal customer base. We look forward to leveraging our digital and brand building expertise to help fuel the Company’s product, distribution and category expansion in the years to come.”

“It has been an honor to work with Ken, Chief Financial Officer Patrick Just, and the team at Rough Country. Since Gridiron partnered with Rough Country four years ago, the Company has achieved significant organic growth, launched innovative new product categories, and deepened the enthusiast consumer loyalty to the Rough Country brand across its target markets,” said Kevin Jackson, Managing Partner at Gridiron Capital. “Rough Country’s impressive results and exciting future plans have fueled our conviction and excitement to continue to support the Company’s growth alongside TSG and the management team to see Rough Country achieve even greater heights.”

“Consumers across America are increasingly seeking an off-road and outdoors lifestyle, and Rough Country is best-positioned to capitalize on this growing demand through its relentless focus on product design and industry-leading customer service,” commented Bill Cooling, Managing Director at TSG.

“We are excited to work alongside the management team to execute on the many growth opportunities ahead and solidify Rough Country’s position as an iconic and innovative lifestyle brand,” added Ed Wong, Managing Director at TSG.

Ropes & Gray LLP acted as legal advisor and Jefferies LLC acted as financial advisor to TSG. Benesch, Friedlander, Coplan & Aronoff LLP acted as legal advisor and Robert W. Baird & Co. acted as financial advisor to Gridiron Capital. The transaction is expected to close in early Q3 2021.

About Rough Country

Headquartered in Dyersburg, TN, Rough Country was one of the founders of the off-road industry and remains one of the fastest growing manufacturers and marketers of aftermarket suspension products and off-road accessories with a product portfolio covering ~90% of truck and Jeep models on the road. Rough Country offers best-in-class service and value to its enthusiast customer base, with same-day shipping, a 90-day satisfaction guarantee, and a lifetime replacement warranty. Learn more about Rough Country and its product offerings at

www.roughcountry.com

About TSG Consumer Partners

TSG Consumer Partners, LP is a leading private equity firm that partners with founders and management teams to build and accelerate growth for best-in-class consumer-facing businesses. Since its founding in 1987, TSG has been an active investor in the consumer industry. Representative past and present partner companies include Backcountry, Canyon Bicycles, Duckhorn, Dutch Bros, e.l.f. Cosmetics, IT Cosmetics, Joe Hudson’s Collision Centers, Mavis Tires, Planet Fitness, popchips, Power Stop, REVOLVE, Revolut, Robinhood, Smashbox, Stumptown, and vitaminwater. For more information, visit tsgconsumer.com.

About Gridiron Capital

Gridiron Capital is an investment firm focused on partnering with founders, entrepreneurs, and management teams, and creating value by building middle-market companies into industry-leaders in branded consumer, B2B and B2C services, and niche industrial segments in the United States and Canada. We help transform growing companies by winning together through hard work, partnerships grounded in shared values and a unique culture that comes from hands-on experience building and running businesses. As a team led by former operators and entrepreneurs, we know what it takes to run successful businesses on a day-to-day basis. Additional information is available on the firm’s website: www.gridironcapital.com.