Saucony Shareholders Approve Acquisition by The Stride Rite Corporation
September 16 2005 - 10:33AM
Business Wire
Saucony, Inc. (NASDAQ: SCNYA and SCNYB) announced today that
Saucony shareholders voted overwhelmingly to adopt the merger
agreement under which The Stride Rite Corporation (NYSE: SRR) will
acquire Saucony. At the Special Meeting of Shareholders held today,
approximately 86% of the Company's Class A Common Stock and
approximately 82% of the Company's Class A Common Stock and Class B
Common Stock, voting together as a single class, held of record and
entitled to vote at the meeting approved the merger agreement. The
transaction is expected to close later today. "We are delighted
that Saucony shareholders recognized the value and logic of our
combination with Stride Rite," said John Fisher, Saucony's
President and Chief Executive Officer. "By becoming part of Stride
Rite, we will be able to expand Saucony's market presence and
accelerate the growth of our business, elevating the Saucony brand
to the next level." Saucony and Stride Rite entered into a
definitive agreement on June 2, 2005, under which Stride Rite
agreed to pay $23 in cash for each outstanding share of Saucony
Class A and Class B common stock, or approximately $172 million in
aggregate value. Chestnut Securities, Inc. and Wilmer Cutler
Pickering Hale and Dorr LLP served as financial advisor and legal
counsel, respectively, in connection with the transaction. About
Saucony Saucony designs, develops and markets performance-oriented
athletic footwear, athletic apparel and casual leather footwear.
Its principal products are: -- technical running, walking,
cross-training and outdoor trail shoes and athletic apparel, which
the Company sells under the Saucony brand name; -- technical
running shoe models from the early 1980s, which the Company
reintroduced in 1998 as Saucony "Originals", its classic footwear
line; -- athletic apparel, which the Company sells under the Hind
brand name; and -- shoes for coaches and officials, cleated
football and multi-purpose footwear and casual leather walking and
workplace footwear, which the Company sells under the Spot-bilt
brand name. Saucony's products are sold in the United States at
more than 5,500 retail locations and at its 21 factory outlet
stores. Outside the United States the Company's products are sold
in 53 countries through 24 independent distributors located
throughout the world and through the Company's subsidiaries located
in Canada, The Netherlands and the United Kingdom and at the
Company's two factory outlet stores in Canada. For more
information, visit www.saucony.com . Saucony(R), GRID(R), Hind(R),
Spot-bilt(R), and Hyde(R) are registered trademarks of Saucony,
Inc. All other product names, service marks, and trademarks
mentioned herein are trademarks of their respective owners. Safe
Harbor For Forward-Looking Statements Statements herein contain
forward-looking statements regarding the proposed transaction
between Stride Rite and Company, the expected timetable for
completing the transaction, future financial and operating results,
benefits and synergies of the transaction, future opportunities for
the combined company and any other statements about Stride Rite's
or the Company managements' future expectations, beliefs, goals,
plans or prospects. Any statements that are not statements of
historical fact (including statements containing the words
"believes," "plans," "anticipates," "expects," "estimates" and
similar expressions) should also be considered to be
forward-looking statements. There are a number of important factors
that could cause actual results or events to differ materially from
those indicated by such forward-looking statements, including: the
ability to consummate the transaction; the ability of Stride Rite
to successfully integrate the Company's operations and employees;
intense competition among designers, marketers, distributors and
sellers of footwear; changes in consumer fashion trends that may
shift to footwear styling not currently included in the Company's
product lines; the loss of significant suppliers or customers, such
as department stores and specialty retailers; the consolidation or
restructuring of such customers, including large chain and
department stores, which may result in unexpected store closings;
difficulties in implementing, operating and maintaining complex
information systems and controls, including, without limitation,
the systems related to retail stores, systems related to demand and
supply planning and inventory control; and the other factors
described in the Company's Annual Report on Form 10-K for the year
ended December 31, 2004 and its most recent Quarterly Report on
Form 10-Q filed with the SEC. The Company disclaims any intention
or obligation to update any forward-looking statements as a result
of developments occurring after the date hereof.
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