Bauer Performance Sports Agrees to Acquire Cascade Helmets for US$64 million

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES


Bauer Performance Sports Ltd. (TSX:BAU) ("BAUER") today announced it has entered
into a definitive agreement to acquire Cascade Helmets Holdings, Inc.
("Cascade"), a leading manufacturer and distributor of men's and youth lacrosse
helmets in North America (the "Acquisition"), for a purchase price of US$64
million, payable in cash and subject to adjustment. The Acquisition is expected
to close on or about June 29, 2012, subject to satisfaction of customary closing
conditions.


Strategic Rationale: 

Cascade is the leading designer, developer, manufacturer and marketer of
lacrosse helmets and eyewear in North America, and is a leading and
well-recognized brand in the broader lacrosse equipment industry. In addition to
Cascade's lacrosse business, the acquisition also includes Cascade's
recently-established hockey helmet business, which has experienced success in
the industry with its M11 helmet, which was co-developed with hockey icon Mark
Messier. Cascade designs and manufactures all of its products at its operations
in Liverpool, NY, which allows it to provide 48-hour turnaround time for custom
helmet orders and over 750,000 different color combinations. 


One of BAUER's key growth strategies is to pursue acquisitions of complementary
sports equipment companies that require innovative performance products, feature
authentic brands, and are or have the potential to become leaders in their
categories. The Acquisition of Cascade by BAUER expands BAUER's presence in the
lacrosse equipment industry, adding the industry's premier line of helmets to
the Maverik family of sticks, heads, shafts and protective gear. The transaction
also provides an attractive opportunity to leverage BAUER's commitment to
product development and safety, realize attractive cross-selling opportunities,
and achieve cost synergies. BAUER intends to leverage Cascade's patented
head-protection technologies and extend and build upon its partnership with Mark
Messier to improve player safety through product developments, education and
awareness initiatives. BAUER also plans to continue Cascade's custom
manufacturing capabilities for lacrosse and hockey helmets and expects to expand
manufacturing at its facility to include BAUER-branded hockey helmets. 


"The acquisition of Cascade increases our presence in North America's fastest
growing team sport, and allows us to expand our product offering in our core
hockey business through the use of Cascade's proprietary helmet technology and
manufacturing capabilities," said Kevin Davis, President and Chief Executive
Officer, Bauer Performance Sports. "We are very pleased with the similarities in
corporate culture and will continue our focus on delivering innovative products
which increase player safety and performance. I would like to welcome the
Cascade team to the BAUER family." 


Financial Benefits:

Cascade is a profitable, privately-held business with revenues of US$22.1
million and Adjusted EBITDA(1) of US$6.4 million for the twelve months ended
December 31, 2011. The combination of BAUER and Cascade is expected to provide
numerous opportunities to achieve potential acquisition-related synergies,
including cross-selling opportunities for their complementary product offerings
as well as cost synergies. Assuming the impact of anticipated synergies, BAUER
currently expects the Acquisition to be immediately accretive to adjusted
earnings per share. Cascade's EBITDA margins are approximately twice those of
BAUER. See "Caution Concerning Forward-Looking Statements" below.


Acquisition Financing: 

The US$64 million purchase price, excluding transaction expenses, will be funded
through the issuance of approximately C$30 million new equity and approximately
US$34 million in new borrowings. Today, BAUER entered into an agreement with a
syndicate of underwriters, led by RBC Capital Markets as bookrunner, co-led by
Paradigm Capital Inc., and including National Bank Financial and Scotiabank,
under which the underwriters have agreed to buy 3,210,000 common shares of BAUER
("Common Shares") for sale to the public at a price of C$7.80 per Common Share
for gross proceeds of C$25,038,000 (the "Public Offering"). In addition, BAUER
entered into a subscription agreement with funds advised or managed by Kohlberg
Management VI, LLC, BAUER's majority shareholders, pursuant to which they will
buy, in a concurrent private placement, the equivalent of 642,000 Common Shares
at the same price as those sold under the Public Offering, for gross and net
proceeds of C$5,007,600 (the "Concurrent Private Placement").


Completion of the Public Offering is subject to certain conditions including
normal regulatory and stock exchange approvals and the closing of the
Acquisition and the Concurrent Private Placement. The Common Shares will be
offered in all provinces of Canada by way of a short form prospectus. The
closing of the Public Offering and the Concurrent Private Placement are
currently expected to occur on or about June 29, 2012.


In addition, BAUER has received a commitment from its existing lending syndicate
to make available an upsized credit facility of approximately US$275 million,
thereby providing additional borrowing capacity in support of the Acquisition.
BAUER's credit facility matures in March 2016.


The securities offered pursuant to the Public Offering have not been and will
not be registered under the U.S. Securities Act of 1933, as amended, and may not
be offered or sold in the United States absent registration or an applicable
exemption from the registrations requirements of such Act. This press release
shall not constitute an offer to sell or the solicitation of an offer to buy the
securities in any jurisdiction.


Notes:

(1)Adjusted EBITDA and EBITDA are non-U.S. GAAP measures that are not recognized
under U.S. GAAP and do not have a standardized meaning prescribed by U.S. GAAP.
In respect of Cascade, Adjusted EBITDA is defined as EBITDA (net income adjusted
for income tax expense, depreciation and amortization, gain or loss on disposal
of fixed assets, net interest expense and deferred financing costs), before
sponsor fees and share-based payment expenses. Cascade's recent financial
results, including a reconciliation of net revenues to Adjusted EBITDA, will be
provided in BAUER's future disclosures as required by applicable laws. These
measures are being used to provide a comparable measure to how we evaluate our
operating performance. 


ABOUT BAUER PERFORMANCE SPORTS LTD. 

Bauer Performance Sports Ltd. (TSX:BAU) is a leading developer and manufacturer
of ice hockey, roller hockey, and lacrosse equipment as well as related apparel.
The company has the most recognized and strongest brand in the ice hockey
equipment industry, and holds the top market share position in both ice and
roller hockey. Its products are marketed under the Bauer Hockey, Mission Roller
Hockey and Maverik Lacrosse brand names and are distributed by sales
representatives and independent distributors throughout the world. Bauer
Performance Sports is focused on building its leadership position and growing
market share in all product categories through continued innovation at every
level. For more information, visit www.bauerperformancesports.com. 


ABOUT CASCADE HELMETS HOLDINGS, INC. 

Cascade is the leading helmet brand in lacrosse. Cascade was founded in 1986
with a niche focus on designing and manufacturing innovative lacrosse headgear
and has expanded into adjacent market segments including women's lacrosse and
field hockey eyewear, and whitewater and rescue helmets. In 2009, Cascade
partnered with former NHL player Mark Messier to introduce a new branded line of
hockey helmets which shared much of the product technology utilized in Cascade's
lacrosse helmets. 


Caution Concerning Forward-Looking Statements

Certain statements in this press release about our current and future plans,
expectations and intentions, results, levels of activity, performance, goals or
achievements or any other future events or developments constitute forward
looking statements. The words "will", "expects", "plans", "intends", "estimates"
or "potential" or the negative or other variations of these words or other
comparable words or phrases, are intended to identify forward looking
statements. Forward looking statements are based on estimates and assumptions
made by us in light of our experience and perception of historical trends,
current conditions and expected future developments, as well as other factors
that we believe are appropriate and reasonable in the circumstances, but there
can be no assurance that such estimates and assumptions will prove to be
correct. Many factors could cause our actual results, level of activity,
performance, achievements, future events or developments to differ materially
from those expressed or implied by the forward looking statements, including,
without limitation, the following factors: 

our inability to successfully pursue and implement our acquisition growth
strategies, our inability to achieve synergies from, and integration plans
relating to the Acquisition, our inability to achieve management's estimates and
expectations in relation to resulting accretion to adjusted earnings per share,
our inability to complete the Acquisition, and the financing thereof, within the
expected timeframes or at all, our inability to satisfy conditions to borrowing
under the credit facilities, increased indebtedness resulting from the
Acquisition, intense competition in the apparel and equipment industries,
volatile market price for Common Shares, general economic and market conditions
and current adverse economic conditions. These factors are not intended to
represent a complete list of the factors that could affect us; however, these
factors should be considered carefully. The purpose of the forward looking
statements is to provide the reader with a description of management's
expectations and may not be appropriate for other purposes; readers should not
place undue reliance on forward looking statements made herein. Furthermore,
unless otherwise stated, the forward looking statements contained in this press
release are made as of the date hereof, and we have no intention and undertake
no obligation to update or revise any forward looking statements, whether as a
result of new information, future events or otherwise, except as required by
law. The forward looking statements contained in this press release are
expressly qualified by this cautionary statement.