The Timberland Company announced that the Company has filed a Form S-3 shelf registration with the Securities and Exchange Commission (SEC) registering the resale of up to 6,522,441 shares of the Company's Class A common stock by certain TBL shareholders.
Of the total shares to be registered, 1,534,754 shares are held in trust for or directly by David Swartz (son of Sidney W. Swartz, the Company's Chairman) and 1,987,687 shares are held in trust for or directly by Julie Swartz (daughter of Sidney W. Swartz), which represents their entire Timberland common stock holdings. Neither David Swartz nor Julie Swartz is actively involved in the management of the Company.
The registration statement will also cover the resale of up to 2,000,000 shares held by Sidney W. Swartz, the Company's Chairman and up to 1,000,000 shares held in trust for Jeffrey B. Swartz, the Company's President and Chief Executive Officer.
The 2,000,000 shares held by Sidney Swartz, 35,802 of the shares held by David Swartz and 35,202 of the shares held by Julie Swartz are shares of the Company's Class B common stock, which have 10 votes per share. These shares will be converted one-for-one into shares of Class A common stock, which have one vote per share, prior to any future sale under the registration statement.
Sidney Swartz, members of his family and charitable and family trusts currently hold approximately 39% of the total shares outstanding and approximately 78% of the voting control. If all of the shares to be covered by the registration statement were sold, the Swartz family, charitable and family trusts would still maintain voting control of the Company. Because the registration statement covers the resale of shares that are currently outstanding, sales under the registration statement will not increase the number of the Company's outstanding shares or dilute ownership of the Company's other existing shareholders. The Company will not receive any proceeds from any sale of shares by the selling shareholders.
Any sales which may occur from time to time under the registration statement would provide investment diversification for the Swartz family, support philanthropic giving by the selling shareholders and increase the availability of the Company's Class A common stock.
