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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): APRIL 29, 1999
THE ARNOLD PALMER GOLF COMPANY
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(Exact name of registrant as specified in its charter)
TENNESSEE 0-921 62-0331019
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(State of (Commission File No.) (IRS Employer
incorporation) Identification No.)
6201 MOUNTAIN VIEW ROAD, OOLTEWAH, TENNESSEE 37363
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(Address of principal executive offices, including zip code)
(423) 238-5890
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On April 29, 1999, the Arnold Palmer Golf Company (the
"Company") announced the receipt of a proposal from APGC Holdings Company, LLC,
for the acquisition of the Company pursuant to which the Company would be merged
with APGC Holdings Company, LLC, or its subsidiary, in a cash-out merger with
public shareholders of the Company receiving a price of $1.20 per share in cash.
APGC Holdings Company, LLC, is a closely held company formed by Cindy L. Davis,
President and Chief Executive Officer of The Arnold Palmer Golf Company, and
certain directors and shareholders of the Company including John T. Lupton and
Arnold D. Palmer. If the acquisition is consummated, the Company would terminate
its registration as a reporting company under the Securities Exchange Act of
1934, as amended.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits. The following exhibit is being filed herewith:
28.1 Press Release of the Company dated April 29, 1999
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
April 29, 1999 THE ARNOLD PALMER GOLF COMPANY
By: /s/ David J. Kirby
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David J. Kirby, Vice President Finance
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Exhibit 28.1
THE ARNOLD PALMER GOLF COMPANY ANNOUNCES PROPOSAL
FOR MANAGEMENT-LED BUY-OUT
OOLTEWAH, TENNESSEE, APRIL 29, 1999 - The Arnold Palmer Golf Company (OTC
Bulletin Board: APGC) announced today that it has received a proposal from APGC
Holdings Company, LLC, for the acquisition of the Company pursuant to which the
Company would be merged with APGC Holdings Company, LLC, or its subsidiary, in a
cash-out merger with public shareholders of the Company receiving a price of
$1.20 per share in cash.
APGC Holdings Company, LLC, is a closely held company formed by Cindy L. Davis,
president and chief executive officer of The Arnold Palmer Golf Company, and
certain directors and shareholders of the Company including John T. Lupton and
Arnold D. Palmer. If the proposal is accepted, these individuals have agreed to
contribute approximately 41 percent of the outstanding common stock of the
Company held by them or entities they control to APGC Holdings Company, LLC,
pursuant to separate agreements. If the proposal is consummated, the Company
would no longer be publicly-traded.
The board of directors of the Company unanimously approved the appointment of a
special committee of the board of directors to review the proposal and to
determine whether the proposal is in the best interests of the Company and its
shareholders.
The Arnold Palmer Golf Company manufactures, markets and distributes golf
equipment under the brand names of its three franchise divisions: PALMER; HOTZ
golf bags; and the recently-introduced NancyLopezGolf equipment and products.
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Contact: Mike Alday, Beth McCombs
Alday Communications, Inc. 615.791.1535
