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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report
(Date of Earliest Event Reported): Commission File Number:
APRIL 22, 1999 01-12888
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SPORT-HALEY, INC.
(Exact name of registrant as specified in its charter)
COLORADO 84-1111669
(State of incorporation) (I.R.S. Employer
Identification Number)
4600 E. 48TH AVENUE
DENVER, COLORADO 80216
303/320-8800
(Address of principal executive
offices and telephone number)
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ITEM 5. OTHER EVENTS
On December 14, 1994, the Board of Directors of Sport-Haley, Inc. (the
"Registrant") authorized the repurchase by the Registrant of up to 150,000
shares of its issued and outstanding Common Stock. Through March 31, 1999, the
Board of Directors authorized further increases in the total number of shares of
Common Stock that the Registrant may repurchase from 150,000 shares to a total
of 850,000 shares. As of April 22, 1999, the Board of Directors authorized
another increase in the total number of shares of Common Stock that the
Registrant may repurchase by an additional 200,000 shares. With the 228,000
shares remaining under the prior authorizations, a total of 428,000 shares could
be repurchased. The Registrant has repurchased 187,000 shares in the current
fiscal year. Repurchases may be made periodically in the open market, block
purchases or in privately negotiated transactions, depending on market
conditions and other factors. The Registrant has no commitment or obligation to
purchase all or any portion of the Shares.
The Registrant's Common Stock currently trades on the Nasdaq National
Market(R). As of the date of this report on Form 8-K, there are approximately
4,322,552 shares of the Registrant's Common Stock issued and outstanding. The
428,000 shares of Common Stock which may be repurchased by the Registrant
pursuant to its remaining authorization represent approximately 10% of the total
shares of Common Stock issued and outstanding on such date. The closing price of
the Common Stock on the Nasdaq National Market(R) was $5.125 per share on
April 22, 1999.
The Board of Directors has authorized the increase in the total number of
shares available for repurchase based on its belief that the Registrant's Common
Stock is currently underpriced given the Registrant's book value, earnings and
prospects for its future operations. The Registrant's working capital will be
the source of funds used to repurchase any shares. All shares repurchased by the
Registrant will be canceled and returned to the status of authorized but
unissued Common Stock.
Repurchase of shares in the manner described above will not cause the
Registrant's Common Stock to be held of record by fewer than 300 persons, nor
will it cause the Registrant's Common Stock to be ineligible for listing on the
Nasdaq National Market(R). Accordingly, the Registrant will not file a Schedule
13E-3 under the Securities Exchange Act of 1934, as amended in connection with
its repurchase of all or any portion of the shares. Additionally, because
repurchase of the shares is not being made in a transaction constituting a
tender offer, the Registrant will not file a Schedule 13E-4 in connection with
its purchase of all or any portion of the shares.
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.
SPORT-HALEY, INC.
Date: May 10, 1999
By: /s/ STEVE S. AUGER
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Steve S. Auger, Secretary and Controller
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