Collegiate Pacific Purchases 1.66 Million Additional Shares of Sport Supply Group, Inc. for $5.55 Per Share; Raises its Ownershi
2005年11月23日 - 3:26AM
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Collegiate Pacific Inc (AMEX:BOO): -- CP purchases 1.66 Million
shares for $5.55 per share in cash from an institutional investor
-- Price Represents 22% discount to $6.74 Price Paid for Original
53.2% Position -- Companies Mutually Agree to Terminate Merger
Agreement Collegiate Pacific Inc (AMEX:BOO) today announced that it
has purchased an additional 1.66 Million shares of SSPY, or an
additional 19% of Sport Supply Group's outstanding shares, for
approximately $9.2 Million in cash -- or $5.55 per share of SSPY
common stock from an institutional holder. The purchase was
financed under Collegiate Pacific's existing credit facility with
Merrill Lynch Financial Business Services. Collegiate Pacific also
announced that it and Sport Supply Group, Inc. ("SSPY") have
mutually agreed to terminate their merger agreement. The
termination was approved by the Board of Directors of each company
and the Special Committee of the Board of Directors of Sport Supply
Group. Adam Blumenfeld, President of Collegiate Pacific, stated:
"We are excited about this increase in our SSPY holdings and the
long term anticipation of increased ownership and earnings. While
the merger with Sport Supply has become unlikely to close in a
timely fashion under previously contemplated terms, we believe the
purchase of these 1.66 Million shares of Sport Supply Group common
stock -- at this price -- which takes our ownership position to
approximately 72% -- will add significant value to our
shareholders. The purchase price of $5.55 per share constitutes a
22% discount to both the $6.74 price paid to Emerson Radio on July
1, 2005, and the proposed $6.74 per share price contemplated in the
Merger Agreement between the companies as announced on September 8,
2005. "We believe this immediate increase in ownership, for cash,
creates the opportunity for longer term earnings leverage for
Collegiate Pacific; reduces potential Collegiate Pacific share
dilution by more than 900,000 shares going forward, and accelerates
earnings growth in future periods. Collegiate Pacific reserves the
right to purchase additional shares of SSG, in public or private
transactions, from time to time, as conditions merit. "Collegiate
Pacific and SSPY will continue upon their previously announced
track of maximizing operating synergies and savings between the
companies. This increased ownership position only heightens our
enthusiasm to leverage the marketing, manufacturing, sales, and
purchasing talents within our respective companies -- for the
benefit of all of our shareholders. "Collegiate Pacific anticipates
it will incur a one-time charge related to the termination of the
Merger Agreement of approximately $500,000 in our Second Fiscal
Quarter of 2006, ending December 31, 2005." Collegiate Pacific is
the nation's fastest growing manufacturer and supplier of sports
equipment primarily to the institutional and team dealer markets.
The Company offers more than 4,500 products to 300,000 prospective
and existing customers. The Company distributes approximately 1.5
million catalogs annually and employs approximately 175
professional road salesmen. Sport Supply Group is a leading direct
marketer and B2B e-commerce supplier of sporting goods and physical
education equipment to the institutional and youth sports market
place. Athletes, coaches and instructors in schools, colleges,
universities, governmental agencies, camps and youth organizations
across the country use our products. Collegiate Pacific (AMEX:BOO)
now owns approximately 72% of Sport Supply Group's issued and
outstanding common stock. This press release contains
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements include statements relating to Collegiate Pacific's
anticipated financial performance, business prospects, new
developments and similar matters, and/or statements preceded by,
followed by or that include the words "believes," "could,"
"expects," "anticipates," "estimates," "intends," "plans," or
similar expressions. These forward-looking statements are based on
management's current expectations and assumptions, which are
inherently subject to uncertainties, risks and changes in
circumstances that are difficult to predict. Actual results may
differ materially from those suggested by the forward-looking
statements due to a variety of factors, including changes in
business, political, and economic conditions, actions and
initiatives by current and potential competitors, the future
performance of Sport Supply Group as a subsidiary of Collegiate
Pacific and the ability of Collegiate Pacific to realize benefits
from its ownership of a majority interest in Sport Supply Group,
the impact of costs related to FAS-141 on the accounting for
Collegiate Pacific's acquisitions, and certain other additional
factors described in Collegiate Pacific's filings made from time to
time with the Securities and Exchange Commission. Other unknown or
unpredictable factors also could have material adverse effects on
Collegiate Pacific's future results, performance or achievements.
In light of these risks, uncertainties, assumptions and factors,
the forward-looking events discussed in this press release may not
occur. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date stated,
or if no date is stated, as of the date of this press release.
Collegiate Pacific is not under any obligation and does not intend
to make publicly available any update or other revisions to any of
the forward-looking statements contained in this press release to
reflect circumstances existing after the date of this press release
or to reflect the occurrence of future events even if experience or
future events make it clear that any expected results expressed or
implied by those forward-looking statements will not be realized.
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