Tripp Levy PLLC Investigates Proposed Acquisition of Sport Supply Group
March 15 2010 - 9:40AM
Business Wire
Tripp Levy PLLC announces an investigation into the proposed
acquisition of Sport Supply Group, Inc. (NASDAQ: RBI). On March 15,
2010, Sport Supply Group Inc. (“Sport Supply”) announced that it
has entered into a definitive merger agreement to be acquired by an
affiliate of ONCAP Management Partners, L.P. (“ONCAP”). Under the
terms of the merger agreement, all of the outstanding shares of
common stock of Sport Supply, other than those by certain
participating stockholders, as discussed immediately below, will be
acquired for $13.55 per share in cash.
However, Sport Supply may not have adequately shopped itself
around before entering into this transaction and, pursuant to this
proposed transaction, ONCAP may be underpaying for Sport Supply,
thus unlawfully harming Sport Supply shareholders. Further, CBT
Holdings, LLC (“CBT”), which beneficially owns approximately 16% of
Sport Supply’s outstanding common stock, and certain members of
Sport Supply’s management team, have entered into agreements with
ONCAP to exchange their Sport Supply common stock and options, as
applicable, for equity of the purchaser entity. Carlson Capital,
L.P., which beneficially owns approximately 22% of Sport Supply
Group’s outstanding common stock, and CBT, have each entered into a
voting agreement with ONCAP, and have each agreed to vote their
shares in favor of the adoption of the merger agreement.
The investigation concerns, among other things, whether the
consideration to be paid to Sport Supply shareholders is grossly
unfair, inadequate, and substantially below the fair or inherent
value of Sport Supply. The investigation further concerns whether
the directors of Sport Supply may have breached their fiduciary
duties by not acting in Sport Supply shareholders' best interests
in connection with the sale process of Sport Supply.
If you own Sport Supply common stock and you wish to discuss
this matter with us, or have any questions concerning your rights
and interests with regard to this matter, please contact:
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