SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 5, 1998
ACTION PERFORMANCE COMPANIES, INC.
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(Exact name of registrant as specified in its charter)
ARIZONA 1-11866 86-0704792
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(State or other (Commission File No.) (IRS Employer ID No.)
jurisdiction of incorporation)
4707 E. Baseline Road, Phoenix, Arizona 85040
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (602) 337-3700
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Item 7. Financial Statements, Pro Forma Financial Information, and Exhibits.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit 99. Press Release dated March 5, 1998 filed
pursuant to Rule 135(c) under the Securities
Act of 1933, as amended.
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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.
March 9, 1998 ACTION PERFORMANCE COMPANIES, INC.
By:/s/ Christopher S. Besing
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Christopher S. Besing
Vice President and Chief Financial Officer
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Exhibit 99
ACTION
PERFORMANCE COMPANIES, INC.
CONTACTS: Christopher Besing Fred Wagenhals
Chief Financial Officer Chairman, President and CEO
(602) 337-3703 (602) 337-3710
Eugene G. Heller/Glenn Schoenfeld
Silverman Heller Associates
(310) 208-2550
FOR IMMEDIATE RELEASE
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ACTION PERFORMANCE ANNOUNCES PROPOSED $75 MILLION
PRIVATE PLACEMENT OF CONVERTIBLE SUBORDINATED NOTES
PHOENIX, Arizona (March 5, 1998) -- Action Performance Companies, Inc. (Nasdaq
NM: ACTN) today announced that, subject to market and other conditions, the
Company intends to raise $75 million (excluding proceeds of the over-allotment
option, if any) through a private placement of convertible subordinated notes.
The notes will be sold within the United States to institutional accredited
investors and qualified institutional buyers, and outside the United States to
non-U.S. investors.
It is contemplated that the notes will have a term of seven years and
be convertible into Action Performance common stock. The Company stated that it
intends to use the net proceeds of the offering for general corporate purposes,
including possible future acquisitions.
The securities offered will not be registered under the Securities Act
of 1933, as amended, or applicable state securities laws, and may not be offered
or sold in the United States absent registration under the Securities Act of
1933, as amended, and applicable state securities laws or available exemptions
from registration. This press release shall not constitute an offer to sell or
the solicitation of an offer to buy the notes.
Action Performance Companies, Inc. is the leader in the design,
marketing and distribution of licensed motorsports merchandise. Its products
include a broad range of motorsports-related apparel, souvenirs, die-cast car
replica collectibles and other memorabilia. The Company markets and distributes
products through a variety of channels, including the 120,000-member Racing
Collectables Club of America (RCCA), trackside at racing events, mass retail
department stores, and a nationwide wholesale network of approximately 5,000
specialty dealers and distributors.
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ACTION ANNOUNCES PROPOSED $75 MILLION PRIVATE PLACEMENT/2
The Company from time to time makes forward-looking statements in its
public disclosures. Important risks and uncertainties that could cause the
Company's results to differ materially from those contained in such
forward-looking statements are detailed in the Company's filings with the
Securities and Exchange Commission, including the Company's Annual Report on
Form 10-K for the year ended September 30, 1997.
