By Lisa Kerner
Charlotte, N.C., June 28 - Everlast Worldwide Inc. entered into a definitive agreement to be acquired by Brands Holdings Ltd. for $30.00 per share in a cash transaction valued at $168 million.
As a result, Everlast terminated its previous merger agreement with Hidary Group Acquisitions, LLC and Hidary Group Acquisitions, Inc. and paid a $3 million termination fee.
Everlast's board approved the agreement with Brands Holdings during a special meeting on June 28. The transaction, subject to shareholder approval, is expected to close in the second half of 2007.
Brands Holdings is a private company incorporated in England and Wales and a subsidiary of Sports Direct International plc, a publicly traded company listed on the London Stock Exchange.
"We are pleased with the terms of this transaction and believe it is in the best interests of the company's stockholders," Everlast chairman, president and chief executive officer Seth A. Horowitz said in a company news release.
"We believe the strength of the Everlast brand worldwide will compliment Sports Direct's portfolio of internationally-recognized sports and leisure brands."
Everlast - a New York company that designs, manufactures and markets boxing and fitness-related sporting goods equipment - was advised by Piper Jaffray & Co. and Olshan Grundman Frome Rosenzweig & Wolosky LLP.
| Acquirer: | Brands Holdings Ltd.
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| Target: | Everlast Worldwide Inc.
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| Transaction total: | $168 million
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| Price per share: | $30.00
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| Announcement date: | June 28
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| Expected closing: | Second half of 2007
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| Stock price for target: | Nasdaq: EVST: $26.49 on June 27
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