Rocky Brands Signs Definitive Asset Purchase Agreement to Acquire the Creative Recreation Brand

  Rocky Brands Signs Definitive Asset Purchase Agreement to Acquire the
  Creative Recreation Brand

Business Wire

NELSONVILLE, Ohio -- October 30, 2013

Rocky Brands, Inc. (Nasdaq:RCKY) today announced that it has signed a
definitive asset purchase agreement with Kommonwealth, Inc. to acquire certain
assets including the Creative Recreation trademark, a lifestyle footwear brand
best known for its collection of versatile upscale sneakers.

The total purchase price will be approximately $11 million, subject to a
working capital adjustment. The acquisition, which will be funded by Rocky
Brands’ existing cash balances and funds available under its existing
revolving credit facility, is expected to be accretive to earnings in 2014.

Commenting on the acquisition, Rocky Brands’ President and Chief Executive
Officer, David Sharp, said, “We are very excited to add Creative Recreation to
our strong portfolio of brands. The management team of Creative Recreation led
by Founder and President Robert Nand has done an excellent job identifying and
serving a growing category in the footwear industry. We believe by combining
Rocky’s strong operating platform and access to capital with Creative
Recreation’s design expertise we can strategically expand their business both
domestically and overseas. At the same time, this transaction provides us with
a compelling vehicle to penetrate the casual end of the market to complement
our work, western and outdoor categories.”

Headquartered in Los Angeles, California, since 2002, Creative Recreation was
first to create and market versatile footwear that could easily transition
between casual and more formal environments. Creative Recreation’s collections
of upscale sneakers quickly gained strong acceptance and support from a wide
array of key influencers across multiple categories including music, sports,
and acting. Creative Recreation’s ability to successfully fuse style and
versatility across a diversified assortment of products has created a wide
target demographic and a strong distribution network that spans multiple
channels and price points including Barneys New York, Nordstrom and Journeys.

Mr. Nand commented, “This acquisition represents a tremendous opportunity to
join a great company with a long and successfully history. I look forward to
working closely with David and his team to leverage the strengths of our two
organizations in order to take the Creative Recreation brand to the next
level.”

The acquisition is expected to be completed by the end of December 2013
subject to customary closing conditions. Robert W. Baird acted as financial
advisor to Rocky Brands. Intrepid Investment Bankers LLC acted as financial
advisor to Kommonwealth, Inc.

Rocky Brands will discuss the acquisition of Creative Recreation in more
detail on its third quarter 2013 earnings call scheduled for today, Wednesday,
October 30, 2013 at 4:30 pm Eastern Time. The broadcast will be hosted at
http://www.rockybrands.com.

About Rocky Brands, Inc.

Rocky Brands, Inc. is a leading designer, manufacturer and marketer of premium
quality footwear and apparel marketed under a portfolio of well recognized
brand names including Rocky®, Georgia Boot®, Durango®, Lehigh®, and the
licensed brand Michelin® Footwear.

About Creative Recreation

Founded in the Fall of 2002, the founders were dissatisfied with what the
industry was offering. They set out to create a high quality footwear line
that addresses the needs of an emerging lifestyle consumer. They wanted to
design footwear that they would like to wear. By combining the best attributes
of different footwear categories, the comfort of a sneaker with the
materialization of a dress shoe, the ultimate crossbreed of lifestyle footwear
was born. Creativity is a driving force through the company, and invention
lies at the heart of the brand. The passion for pioneering this market 10
years ago is the driving force inspiring Creative Recreation to continually
recreate the future of lifestyle footwear today. For more information, visit
www.cr8rec.com.

Safe Harbor Language

This press release contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities and Exchange Act of 1934, as amended, which are intended
to be covered by the safe harbors created thereby. Those statements include,
but may not be limited to, all statements regarding intent, beliefs,
expectations, projections, forecasts, and plans of the Company and its
management, and include statements in this press release regarding accretion
to earnings (paragraph 2), the combination of the businesses (paragraph 3),
and the expected completion of the acquisition (paragraph 6). These
forward-looking statements involve numerous risks and uncertainties,
including, without limitation, whether the proposed acquisition is
consummated, the satisfaction of the conditions to closing of the proposed
acquisition, the ability to recognize the expected benefits of the
acquisition, and the various risks inherent in the Company’s business as set
forth in periodic reports filed with the Securities and Exchange Commission,
including the Company’s annual report on Form 10-K for the year ended December
31, 2012 (filed March 4, 2013 and amended on March 5, 2013) and quarterly
reports on Form 10-Q for the quarters ended March 31, 2013 (filed April 25,
2013) and June 30, 2013 (filed July 29, 2013). One or more of these factors
have affected historical results, and could in the future affect the Company’s
businesses and financial results in future periods and could cause actual
results to differ materially from plans and projections. Therefore there can
be no assurance that the forward-looking statements included in this press
release will prove to be accurate. In light of the significant uncertainties
inherent in the forward-looking statements included herein, the Company, or
any other person should not regard the inclusion of such information as a
representation that the objectives and plans of the Company will be achieved.
All forward-looking statements made in this press release are based on
information presently available to the management of the Company. The Company
assumes no obligation to update any forward-looking statements.

Contact:

Rocky Brands, Inc.
Jim McDonald, 740-753-1951
Chief Financial Officer
or
Investor Relations:
ICR, Inc.
Brendon Frey, 203-682-8200
 
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