Variflex, Inc. and Bravo Sports, a privately held leading global manufacturer and marketer of branded and OEM hard goods, components and accessories for the skateboard and in-line skating markets, have entered into a definitive merger agreement under which Bravo Sports will acquire Variflex in an all-cash transaction valued at approximately $38 million. Under the agreement, each share of Variflex common stock will be exchanged for $7.60.
Upon completion of the transaction, Variflex will become a wholly owned subsidiary of Bravo Sports.
The acquisition, which has been approved by the Boards of both companies, is expected to close before December 2004. The closing of the acquisition is subject to various conditions, including the completion of financing arrangements by Bravo Sports. Variflex's two largest shareholders, the Losi family and REMY Capital Partners IV, L.P., who collectively own more than two-thirds of the outstanding shares of Variflex, have consented to the transaction, subject to certain conditions. Accordingly, Variflex will not hold a stockholders meeting to seek approval of the transaction. Variflex will file an information statement with the Securities and Exchange Commission and distribute such information statement to stockholders.
Barrington Associates served as financial advisor to Variflex.
