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Boot Barn Announces Agreement to Acquire RCC Western Stores

Irvine, CA, August 8, 2012 - Boot Barn, America's favorite western and work wear store, has reached an agreement to acquire RCC Western Stores, including the company's 29 stores and online retail website (www.rccwesternstores.com). Boot Barn stores are located in the Western half of the United States while RCC has a strong presence in the Midwest and South. The combined company will be the largest specialty retailer in the industry, with stores coast to coast.

RCC Western Stores is one of the nation's oldest and most respected western lifestyle retailers and was founded in 1948 as Rapid City Clothing in Rapid City, South Dakota. Over 64 years, RCC Western Stores has expanded into 12 states from North Dakota to Florida. "We have a tremendous amount of respect for Bob Hoover and his top notch management team, along with the strong company they have created. The management and customer service philosophies mirror Boot Barn's, making RCC Western Stores a perfect fit not only in terms of product offering, but also in commitment to the community and western lifestyle," said Peter Starrett, Chairman and CEO of Boot Barn. "Our two businesses are very complimentary and this transaction allows us to serve an even broader customer base with our world class product assortment," he added. "RCC and Boot Barn customers value quality, integrity, family, and country. Together, the combined team at RCC and Boot Barn will continue to work hard to bring the best brands at the best prices to each market, along with an exceptional customer shopping experience.

"At RCC Western Stores, our commitment has always been to provide our customers with the best, and we believe that by joining the Boot Barn family our customers will find excellent values on an even wider product offering in our stores," said Bob Hoover, President and CEO, RCC Western Stores. "In addition, like us, Boot Barn supports the communities they serve, including sponsoring over 300 community rodeos."

With the acquisition of RCC Western Stores, Boot Barn will operate 115 stores in 20 states including Arizona, California, Colorado, Florida, Georgia, Indiana, Illinois, Iowa, Minnesota, Montana, Nevada, New Mexico, North Carolina, North Dakota, Oregon, South Dakota, Tennessee, Utah, Wisconsin, and Wyoming, as well as online shopping available via their respective websites. Matrix Capital Markets Group served as the exclusive investment banker to RCC Western Stores and its shareholders. For more information, call 888-Boot-Barn or visit bootbarn.com.



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