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Boot Barn Holdings, Inc. Announces Upsizing and Pricing of Public Offering by Selling Stockholders

IRVINE, CA - January 17, 2018 - Boot Barn Holdings, Inc. (the "Company") (NYSE: BOOT) today announced the pricing of a public offering of 6,000,000 shares of its common stock held by certain of its stockholders at a public offering price of $17.25 per share. The selling stockholders include funds managed by Freeman Spogli & Co., offering approximately 5,600,000 shares, and certain directors and members of management, offering approximately 400,000 shares (collectively the "selling stockholders"). The offering is scheduled to close on January 22, 2018, subject to customary closing conditions. The underwriters will have a 30-day option to purchase up to an additional 900,000 shares from the selling stockholders on a pro rata basis. The Company will not issue shares in the offering and will not receive any proceeds from the sale of the shares by the selling stockholders in this offering.

J.P. Morgan Securities LLC, Piper Jaffray & Co., and Jefferies LLC are acting as joint book-running managers of the offering. Wells Fargo Securities, LLC, Robert W. Baird & Co. Incorporated, and Cowen and Company, LLC are also acting as joint book-running managers of the offering.

This offering will be made only by means of a prospectus and related prospectus supplement forming a part of the registration statement initially filed by the Company with the Securities and Exchange Commission (the "SEC") on November 22, 2017, which has been declared effective by the SEC. Copies of the preliminary prospectus supplement and, when available, final prospectus supplement and related prospectus relating to the offering may be obtained by contacting: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204; Piper Jaffray & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, by telephone at (800) 747-3924, or by email at prospectus@pjc.com; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, by telephone at (877) 821-7388, or by email at Prospectus_Department@Jefferies.com.

This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Boot Barn Holdings, Inc.

Boot Barn is the nation's leading lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company offers its loyal customer base a wide selection of work and lifestyle brands. Boot Barn now operates 226 stores in 31 states, in addition to an e-commerce channel www.bootbarn.com. The Company also operates www.sheplers.com, the nation's leading pure play online western and work retailer. Sheplers has been part of the western, outdoor, and work lifestyle for over 100 years. Beginning in February 2017, the Company has operated www.countryoutfitter.com, an e-commerce site selling to customers who live a country lifestyle. 

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