Eagle Supply (NASDAQ:EEGL)
Historical Stock Chart
From Jun 2019 to Jun 2024
Gulfside Supply, Inc. Successfully Completes Cash Tender Offer
For Shares of Eagle Supply Group, Inc.
TAMPA, Fla., Sept. 22 /PRNewswire-FirstCall/ -- Gulfside Supply, Inc.
("Gulfside") announced today successful completion of the cash tender offer
(the "Offer") by Gulfco Acquisition, Inc., a wholly owned subsidiary of
Gulfside ("Gulfco"), for the outstanding shares of common stock of Eagle Supply
Group, Inc. ("Eagle") (NASDAQ:EEGL)(BSE:EGL) at $2.20 net per share, without
interest. The Offer expired at 12:00 midnight, New York City time, on Tuesday,
September 21, 2004.
According to SunTrust Bank, which is serving as the Depository in connection
with the Offer, as of September 21, 2004, 9,563,553 shares of Eagle common
stock, representing approximately 93.2% of the outstanding shares of Eagle
common stock, were validly tendered into the Offer and not withdrawn pursuant
to the Offer. Gulfside, through Gulfco, has accepted for payment all shares
validly tendered and not withdrawn in the Offer.
Gulfside intends to effect a merger of Eagle with and into Gulfco on September
22, 2004, or as soon as practicable thereafter. The merger will be consummated
without a vote or meeting of Eagle stockholders, in accordance with Delaware
law. In the merger, each of the remaining shares of Eagle common stock, other
than shares held by stockholders who properly exercise appraisal rights under
Delaware law, will be converted into the right to receive $2.20 in cash,
without interest. Eagle stockholders who hold their stock certificates will
receive notice in the mail regarding the process to surrender their shares for
the cash payment. Eagle stockholders whose shares are held by banks or brokers
will receive information about their holdings from those institutions.
In connection with the merger, all outstanding stock options and warrants of
Eagle will be cancelled, and each holder of an outstanding stock option or
warrant to purchase shares of Eagle common stock at an exercise price of less
than $2.20 per share will, assuming such option or warrant has not been
exercised prior to completion of the merger, receive a cash payment equal to
the difference between the exercise price that would have been paid by such
holder and the offer price of $2.20 per share.
Financing for the transaction is being provided by Bank of America Business
Capital.
This announcement is neither an offer to purchase nor a solicitation of an
offer to sell securities of Eagle. The Offer is being made pursuant to a
tender offer statement and related materials. Eagle stockholders are advised
to read the tender offer statement regarding the acquisition of Eagle, which
was filed by Gulfside and Gulfco with the U.S. Securities and Exchange
Commission ("SEC"), and the related solicitation/recommendation statement,
which was filed by Eagle with the SEC. The tender offer statement (including
an offer to purchase, letter of transmittal and related tender offer documents)
and the solicitation/recommendation statement contain important information
that should be read carefully before any decision is made with respect to the
Offer. These documents and others filed by Gulfside, Gulfco, and Eagle with
the SEC are available free of charge at the SEC's web site at
http://www.sec.gov/. The tender offer statement and
solicitation/recommendation statement may also be obtained free of charge by
directing a request by mail to Georgeson Shareholder, 17 State Street, 10th
Floor, New York, New York 10004, or by calling toll-free (866) 432-2786.
For more information, please contact the Information Agent for the Offer,
Georgeson Shareholder, at (866) 432-2786 or (212) 440-9800.
Note About Forward-Looking Statements
In addition to historical information, this press release contains
"forward-looking statements." These forward-looking statements relate to
expectations concerning matters that are not historical fact, and are subject
to risks and uncertainties, including, without limitation, the timing and
ultimate completion of the announced transaction, general economic conditions
and other factors. These forward-looking statements are based largely on our
current expectations, assumptions, plans, estimates and judgments, and they
involve inherent risks and uncertainties.
DATASOURCE: Gulfside Supply, Inc.
CONTACT: James S. Resch, President and CEO of Gulfside Supply, Inc.,
+1-813-636-9808, Fax, +1-813-207-0143
Web site: http://www.gulfsidesupply.com/