Topps moves meeting date; discussions ongoing with Upper Deck

By Lisa Kerner

Charlotte, N.C., July 31 - The Topps Co., Inc. rescheduled the special meeting of its stockholders to 2 p.m. ET on Aug. 30. Shareholders of record as of Aug. 10 will be asked to vote on the company's proposed merger with the Tornante Co., LLC and Madison Dearborn Partners, LLC.

The Topps board had previously recommended shareholders vote for the March 5, $9.75-per-share transaction with Tornante and Madison Dearborn.

While the company said it is committed to the "best possible outcome for all of Topps' stockholders," it is waiting for results of the Upper Deck Co.'s latest filing with the Federal Trade Commission. Topps continues to negotiate with Upper Deck to see if a consensual transaction, superior to the pending Tornante/Madison Dearborn transaction, can be reached, a company news release stated.

Topps also announced the appointment of Biagio Vignolo as interim vice president, chief financial officer and treasurer following the resignation of Catherine Jessup.

On July 30, Topps largest shareholder, Crescendo Partners II, LP, Series Y, demanded the company hold its annual meeting on or before Sept. 25 in compliance with Delaware law. The previous annual meeting was held on Aug. 25, 2006. Crescendo is also soliciting proxies to replace the existing Topps board at the next annual meeting.

New York-based Topps creates and markets sports and related cards, entertainment products and confectionery. Upper Deck is a sports and entertainment publishing company based in Carlsbad, Calif.

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