SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
AMENDMENT NO. 6
(FINAL AMENDMENT)
Under the Securities Exchange Act of 1934
_______________
Varsity Spirit Corporation
(Name of Subject Company)
Riddell Sports Inc.
Cheer Acquisition Corp.
(Bidders)
_______________
Common Stock, par value $.01 per share
(Title of Class of Securities)
_______________
922294 10 3
(CUSIP Number of Class of Securities)
_______________
LISA MARRONI, ESQ. COPY TO:
GENERAL COUNSEL SHELDON S. ADLER, ESQ.
RIDDELL SPORTS INC. SKADDEN, ARPS, SLATE, MEAGHER
900 THIRD AVENUE & FLOM LLP
NEW YORK, NEW YORK 10022 919 THIRD AVENUE
(212) 826-4300 NEW YORK, NEW YORK 10022
(212) 735-3000
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF BIDDER)
CUSIP No. 922294 10 3
1 NAME OF REPORTING PERSON: CHEER ACQUISITION CORP.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)( )
(b)( )
3 SEC USE ONLY
4 SOURCE OF FUNDS: OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEDURE IS REQUIRED ( )
PURSUANT TO ITEMS 2(e) OR 2(f)
6 CITIZENSHIP OR PLACE OF ORGANIZATION: STATE OF TENNESSEE
7 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
4,574,566
8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES ( )
CERTAIN SHARES
9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 7
100%
10 TYPE OF REPORTING PERSON: CO
CUSIP No. 922294 10 3
1 NAME OF REPORTING PERSON: RIDDELL SPORTS INC.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
22-2890400
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)( )
(b)( )
3 SEC USE ONLY
4 SOURCE OF FUNDS: OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEDURE IS REQUIRED ( )
PURSUANT TO ITEMS 2(e) OR 2(f)
6 CITIZENSHIP OR PLACE OF ORGANIZATION: STATE OF TENNESSEE
7 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,574,566
8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES ( )
CERTAIN SHARES
9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 7
100%
10 TYPE OF REPORTING PERSON: CO
Riddell Sports Inc., a Delaware corporation
("Parent"), and Cheer Acquisition Corp., a wholly owned
subsidiary of Parent and a Tennessee corporation (the
"Purchaser"), hereby amend and supplement their Statement
on Schedule 13D (the "Schedule 13D") filed with the
Commission on May 12, 1997 in connection with the tender
offer disclosed in their Tender Offer Statement on
Schedule 14D-1 ("Schedule 14D-1"), filed with the
Securities and Exchange Commission (the "Commission") on
May 12, 1997 with respect to the Purchaser's offer to
purchase all outstanding shares of common stock, par
value $.01 per share (the "Shares"), of Varsity Spirit
Corporation, a Tennessee corporation (the "Company"), at
a price of $18.90 per Share, net to the seller in cash,
without interest thereon. This amendment constitutes the
final amendment with respect to the Schedule 13D.
Unless otherwise indicated herein, each
capitalized term used but not defined herein shall have
the meaning ascribed to such term in the Schedule 14D-1
or in the Offer to Purchase referred to therein.
ITEM 5. INTEREST IN SECURITIES OF THE SUBJECT COMPANY.
The information set forth in Item 5 of the
Schedule 13D is hereby amended and supplemented by the
following information:
On July 25, 1997 the Company was merged (the
"Merger") with and into the Purchaser; as a direct result
of the Merger, the Company became a wholly-owned
subsidiary of Parent.
Immediately prior to the Merger, the Purchaser
owned approximately 98.6% of the outstanding Shares.
Because the Purchaser owned more than 90% of the
outstanding Shares, under Tennessee law no vote or other
action was required by the shareholders of the Company
for the Merger to become effective.
Pursuant to the terms of the Merger Agreement,
each remaining Share has been converted into the right to
receive $18.90 per share, net to the holder in cash,
without interest.
SIGNATURE
After due inquiry and to the best of my
knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
Date: July 25, 1997 CHEER ACQUISITION CORP.
By: /s/ David Groelinger
Name: David Groelinger
Title: Vice President
SIGNATURE
After due inquiry and to the best of my
knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
Date: July 25, 1997 RIDDELL SPORTS INC.
By: /s/ David Groelinger
Name: David Groelinger
Title: Chief Financial Officer
