EX-99.5 6 d377032dex995.htm LACROSSE FOOTWEAR, INC. EMPLOYEE AND PARTNER PRESENTATION MATERIALS LaCrosse Footwear, Inc. Employee and Partner Presentation Materials
COMPANY UPDATE
7/5/12
Exhibit 99.5


COMPANY UPDATE
On July 5, 2012, LaCrosse Footwear, Inc entered into a definitive
agreement to be acquired by ABC-MART, INC, Japan’s leading
retailer of athletic, business and casual footwear.
Shareholders will receive $20 cash per share for a total
transaction value of approximately $138
million.
The transaction is expected to close in the third quarter of 2012.
LaCrosse will become a wholly-owned U.S. subsidiary of ABC-
MART and will continue to be headquartered in Portland, Oregon.
The company will remain focused on its 2012 key initiatives and
commitment to serving our customers and markets as always.
LaCrosse and ABC-MART will collaborate on casual and lifestyle
offerings worldwide, without losing focus on our core work and
outdoor markets in the US.


WHO IS ABC-MART?
ABC-MART is a publically traded company on the Japanese stock
exchange (TSE: 2670) and has been a valued customer of our
iconic American-made products for several years.
The company is a leading footwear retailer based in Tokyo with
more than 800 stores throughout Japan, Taiwan and South
Korea.
2011 annual revenues were $1.8 billion.
In addition to operating as a retailer, they are the Japanese
distributor for the Vans, Sperry Top-Sider and Saucony brands.
They recognize the value of our authentic, premium brands and
see the opportunity for our continued growth and success in
partnership with their company. 
They also own brands such as Hawkins and Nuovo, develop in-
house footwear, and sell affordable high-quality shoes.


ABC-MART STORES


WHY ABC-MART AND LFI?
Combine the strengths of LaCrosse Footwear’s premium brands,
with ABC-MART’s extensive knowledge in the retail industry. 
Strengthen LaCrosse Footwear’s lifestyle and casual product
offering, by jointly developing and producing footwear with
competitive quality, pricing, and design.
Drive the geographic expansion of LaCrosse and Danner branded
footwear, particularly in Japan, South Korea, Taiwan, Hong Kong,
and the rest of Asia, as well as in Europe.
Build on the strength of our domestic business today.  ABC-MART
supports our ongoing efforts to bring our performance-driven,
premium quality products to the work and outdoor markets.


WHAT DOES THIS MEAN FOR LFI?
Partnering with ABC-MART creates clear benefits for LaCrosse
Footwear’s customers, suppliers and employees
Commitment to furthering LaCrosse Footwear’s growth
strategies in the global marketplace. 
Significant opportunities in our new lifestyle and casual
offerings
Solid financial and strategic commitment to support our
ongoing business serving the work and outdoor markets. 
Ability to leverage our world-class manufacturing facility in
Portland, Oregon, meeting growing demand for American-
made products around the world. 


ABC-MART MESSAGING


FREQUENTLY ASKED QUESTIONS
Q: What is the joint vision for the company going forward? 
A: It is our common belief between ABC-MART and us that LFI has the potential to be
recognized and valued globally. We share a vision of becoming a global manufacturer
and retailer by increasing sales overseas.
Q: What changes should we anticipate as an organization? 
A: We and ABC-MART share the common understanding that there is no plan in place to
make
drastic
changes
to
the
organization
for
some
time
after
the
transaction,
particularly
with regards to the US operations.  That being said, we will need to further consider and
discuss with ABC-MART what changes will be appropriate for the company to be in the
best position to increase overseas sales.
Q: How will this transaction impact our US manufacturing, including military business?
A: This transaction is a positive move for our company and should impact the existing
business positively.  We plan to continue our business with the military, and with the
expected increase in sales volume of lifestyle and fashion business, we anticipate the US
manufacturing facilities to be utilized at a greater production capacity.


FREQUENTLY ASKED QUESTIONS
Q: Will LFI continue to run as a stand-alone business?
A: Yes, LFI will continue to run as a stand-alone business
Q:
Will
there
be
changes
to
the
brand
positioning,
product
offerings?
A:
ABC-MART
recognizes
the
importance
of
maintaining
the
positioning
of
Danner
and
LaCrosse as premium brands.  In terms of the product offering, we plan to continue
providing
products
that
address
the
needs
of
American
consumers.
In
addition,
we
hope
to
broaden
our
product
offering
by
developing
products
that
will
satisfy
the
tastes
of the various regions that we serve, or hope to serve, to realize our goal of becoming a
global presence.
Q: What is the schedule of closing?
A: The transaction is expected to close in the third quarter of 2012.


FREQUENTLY ASKED QUESTIONS
Q: How will this affect our US customers, suppliers? 
A: Our management and sales teams will visit as many of our key customers and
suppliers as possible in the coming weeks to ensure that there will be no effect in our
existing relationships. We will continue to provide the high-quality products that our
customers
have
come
to
expect
from
us,
and
to
hold
our
suppliers
to
high-standards.
We
will also continue to invest in product development.
Q: How will this affect our Asia, Europe and Canada customers, suppliers, distributors?
A: A significant portion of the value of the transaction comes from the synergies realized
by leveraging ABC-MART’s wide and established platform in Japan and Korea.
Therefore, the Japanese and Korean operations will be reorganized so that ABC-MART
will be directly involved and lead the business in Japan and Korea in the early stages of
the integration process. As for the other regions, we will reevaluate the current situation,
and execute the best course of action for our joint entity.


FAQ (EMPLOYEES)
Q: How does the transaction affect compensation, incentive compensation, stock options
and other benefits?
A:  Your current compensation should be kept as it is for some time except for stock
options. After the completion of this transaction, we will further discuss with ABC-MART
with the aim to provide certain competitive compensation packages to you, including
incentive plans and other benefits available for next fiscal year, which will be in line with
your current package.
Regarding stock options, assuming the successful completion of the tender offer, your
options
will
be
fully
vested
and
become
exercisable
immediately.
Before
successful
completion of the tender offer and to the extent not exercised prior to the completion of the
Merger, you will have the right to receive the difference between the $20 per share offer
price and the exercise price, subject to withholding taxes, of all your outstanding options
immediately prior to the completion of the Merger.


FAQ (EMPLOYEES)
Q: What’s going to happen to organizational structure?   Will there be changes to senior
management?
A: We and ABC-MART have reached the mutual understanding that the overall
organization, including senior management, will not see any major changes upon this
transaction and should be kept as they are for a while.  In order to expand our business
going forward, we and ABC-MART will continue to discuss to gain a better understanding
of our respective businesses going forward and will make appropriate decisions carefully.
Q: Will there be staff reductions? How will we continue to support the business?
A: We do not foresee any personnel reductions as a result of this transaction. We request
that you continue to focus on your day-to-day operations.
Q: Do you anticipate any changes to the LFI core values and culture of the company?
A: ABC-MART has tremendous respect for and deeply values the authenticity and
craftsmanship of LFI, and wishes to continue embracing its legacy. We hope to further
learn about and share our respective corporate cultures, and consider it an opportunity to
jointly heighten our values.


ABOUT THE TRANSACTION
NOTICE TO INVESTORS: This announcement is neither an offer to purchase nor a solicitation of an offer to sell securities.  The tender offer
for the outstanding shares of LaCrosse Footwear common stock described in the presentation has not commenced.  At the time the tender
offer is commenced, ABC-MART will file with the SEC and mail to the LaCrosse Footwear shareholders a tender offer statement on
Schedule TO and related exhibits, including the offer to purchase, letter of transmittal and other related documents and LaCrosse Footwear
will file with the SEC and mail to its shareholders a Tender Offer Solicitation/Recommendation Statement on Schedule 14D-9 in connection
with the transaction.  These materials will contain important information about ABC-MART, LaCrosse Footwear, the transaction and other
related matters.  Investors and securityholders are urged to carefully read each of these documents when they are available.  Investors and
securityholders will be able to obtain free copies of the Tender Offer Statement, the Tender Offer Solicitation and Recommendation
Statement, and other documents filed with the SEC by ABC-MART and LaCrosse Footwear through the website maintained by the SEC at 
respective investor relations departments of ABC-MART and LaCrosse Footwear at their respective e-mail addresses below.  
Forward-Looking Statements
www.sec.gov.
In
addition,
investors
and
securityholders
will
be
able
to
obtain
free
copies
of
all
of
these
materials
by
contacting
the
Statements in this presentation concerning the proposed acquisition of LaCrosse Footwear by ABC-MART, the expected timetable for
completing the transaction, expected long-term growth for the combined company, plans for geographic expansion in the global marketplace
and any other statements about ABC-MART or LaCrosse Footwear managements’ future expectations, beliefs, goals, plans or prospects
constitute forward-looking statements.  For further information concerning forward-looking statements, please read the disclosure under the
heading “Forward Looking Statements” in LaCrosse Footwear’s Annual Report on Form 10-K for the year ended December 31, 2011 which has
been filed with the SEC.  Any statements that are not statements of historical fact (including any statements containing the words “believe”,
“plans”, “anticipates”, “expects”, “estimates”, and similar expressions) should also be considered forward-looking statements. Investors are
cautioned that all forward-looking statements involve risks and uncertainties and actual results could differ materially from those in the forward-
looking statements.  Factors that could cause actual results to differ from these forward-looking statements include, but are not limited to,
conditions affecting the industries in which ABC-MART and LaCrosse Footwear operate, the possibility that certain conditions to the offer and
the merger and to consummate the transactions will not be met, the ability of ABC-MART to successfully integrate LaCrosse’s operations and
employees, and other factors found under the heading “Risk Factors” in the LaCrosse Footwear Annual Report on Form 10-K for the year
ended December 31, 2011.  The forward-looking statements contained in this presentation speak only as of the date on which they are made
and, except as required by law, neither ABC-MART nor LaCrosse Footwear express any intention or undertake any obligation to update any
forward-looking statements to reflect events or circumstances after the date of this presentation.


INVESTOR CONTACTS
ABC-MART, INC.
Jo Kojima, Director and Manager
Corporate Planning Office
+81-3-3476-5452
/
ir_info@abc-mart.co.jp
LaCrosse Footwear, Inc.
David Carlson, Executive Vice President and Chief Financial Officer
+1-503-262-0110 ext. 1331
or
StreetConnect, Inc.
Michael Newman
Investor Relations
+1-800-654-3517
/
BOOT@stct.com


COMPANY
PROFLE
ABC-MART,INC.
ABC-MART,INC.
July. 2012
July. 2012


ABC-MART
STORES
okinawa
674
stores
(End of Apr, 2012)
JAPAN


ABC-MART’s first store opened in Ueno Tokyo in 1990
Ueno is the market place which has many American
casual fashion concept stores
ABC-MART
We started by selling leather jackets, sneakers and boots


ABC-MART HISTORY
ABC-MART
Converted from wholesale model into retail model
NUMBER OF STORES


Our wholesale brands
VANS
HAWKINS
TOP
SIDER
saucony


ABC-MART
Shinjuku


ABC-MART
Ginza






ABC-MART
Myeongdong
KOREA


ABC-MART
Daehagro
KOREA


LARGER FORMAT STORES


APR
19
TH
OPEN
GS
DIVER CITY





ABOUT THE TRANSACTION
NOTICE
TO
INVESTORS:
This
announcement
is
neither
an
offer
to
purchase
nor
a
solicitation
of
an
offer
to
sell
securities.
The
tender
offer
for
the
outstanding
shares
of
LaCrosse
Footwear
common
stock
described
in
the
presentation
has
not
commenced.
At
the
time
the
tender
offer
is
commenced,
ABC-MART
will
file
with
the
SEC
and
mail
to
the
LaCrosse
Footwear
shareholders
a
tender
offer
statement
on
Schedule
TO
and
related
exhibits,
including
the
offer
to
purchase,
letter
of
transmittal
and
other
related
documents
and
LaCrosse
Footwear
will
file
with
the
SEC
and
mail
to
its
shareholders
a
Tender
Offer
Solicitation/Recommendation
Statement
on
Schedule
14D-9
in
connection
with
the
transaction. 
These
materials
will
contain
important
information
about
ABC-MART,
LaCrosse
Footwear,
the
transaction
and
other
related
matters.
Investors
and
securityholders
are
urged
to
carefully
read
each
of
these
documents
when
they
are
available.
Investors
and
securityholders
will
be
able
to
obtain
free
copies
of
the
Tender
Offer
Statement,
the
Tender
Offer
Solicitation
and
Recommendation
Statement,
and
other
documents
filed
with
the
SEC
by
ABC-MART
and
LaCrosse
Footwear
through
the
website
maintained
by
the
SEC
at
www.sec.gov.
In
addition,
investors
and
securityholders
will
be
able
to
obtain
free
copies
of
all
of
these
materials
by
contacting
the
respective
investor
relations
departments
of
ABC-
MART
and
LaCrosse
Footwear
at
their
respective
e-mail
addresses
below.  
Forward-Looking
Statements
Statements
in
this
presentation
concerning
the
proposed
acquisition
of
LaCrosse
Footwear
by
ABC-MART,
the
expected
timetable
for
completing
the
transaction,
expected
long-term
growth
for
the
combined
company,
plans
for
geographic
expansion
in
the
global
marketplace
and
any
other
statements
about
ABC-MART
or
LaCrosse
Footwear
managements’
future
expectations,
beliefs,
goals,
plans
or
prospects
constitute
forward-looking
statements.
For
further
information
concerning
forward-looking
statements,
please
read
the
disclosure
under
the
heading
“Forward
Looking
Statements”
in
LaCrosse
Footwear’s
Annual
Report
on
Form
10-K
for
the
year
ended
December
31,
2011
which
has
been
filed
with
the
SEC.
Any
statements
that
are
not
statements
of
historical
fact
(including
any
statements
containing
the
words
“believe”,
“plans”,
“anticipates”,
“expects”,
“estimates”,
and
similar
expressions)
should
also
be
considered
forward-looking
statements.
Investors
are
cautioned
that
all
forward-looking
statements
involve
risks
and
uncertainties
and
actual
results
could
differ
materially
from
those
in
the
forward-
looking
statements.
Factors
that
could
cause
actual
results
to
differ
from
these
forward-looking
statements
include,
but
are
not
limited
to,
conditions
affecting
the
industries
in
which
ABC-MART
and
LaCrosse
Footwear
operate,
the
possibility
that
certain
conditions
to
the
offer
and
the
merger
and
to
consummate
the
transactions
will
not
be
met,
the
ability
of
ABC-MART
to
successfully
integrate
LaCrosse’s
operations
and
employees,
and
other
factors
found
under
the
heading
“Risk
Factors”
in
the
LaCrosse
Footwear
Annual
Report
on
Form
10-K
for
the
year
ended
December
31,
2011.
The
forward-looking
statements
contained
in
this
presentation
speak
only
as
of
the
date
on
which
they
are
made
and,
except
as
required
by
law,
neither
ABC-MART
nor
LaCrosse
Footwear
express
any
intention
or
undertake
any
obligation
to
update
any
forward-looking
statements
to
reflect
events
or
circumstances
after
the
date
of
this
presentation.
.


INVESTOR CONTACTS
ABC-MART, INC.
Jo Kojima, Director and Manager
Corporate Planning Office
+81-3-3476-5452
/
ir_info@abc-mart.co.jp
LaCrosse Footwear, Inc.
David Carlson, Executive Vice President and Chief Financial Officer
+1-503-262-0110 ext. 1331
or
StreetConnect, Inc.
Michael Newman
Investor Relations
+1-800-654-3517
/
BOOT@stct.com