Big 5 Sporting Goods Corp. announced the completion of its merger with a partnership comprised of Worldwide Golf and Capitol Hill Group. With this, Big 5 becomes a wholly owned subsidiary of the partnership.
Pursuant to the definitive merger agreement, Big 5 stockholders are entitled to receive $1.45 per share in cash. This represents a premium of approximately 36 percent to Big 5’s 60-day volume weighted average trading price prior to the transaction’s announcement.
“This transaction marks an exciting new chapter for Big 5 that allows the company to carry on its legacy of serving customers with quality sporting goods at an exceptional value while maximizing return for our stockholders,” said Steven G. Miller, chairman, president and chief executive officer of Big 5. “I want to thank our dedicated employees, loyal customers and valued vendors who continue to support Big 5 in each of the communities we serve.”
Big 5 operates 410 stores in the western United States.
Worldwide Golf is a retailer of golf equipment, apparel, shoes, and accessories with 95 stores across 25 states Capitol Hill Group is a Bethesda, MD-based private investment firm with diversified holdings, including retail.
This acquisition combines Capitol Hill Group’s financial resources with Worldwide Golf’s specialty retail expertise and is expected to provide Big 5 with the long-term capital and strategic support to re-energize growth and further build on its competitive position in the sporting goods retail sector across its western United States footprint.
“Big 5 has a long and rich retail heritage in the Western United States,” said Ted Shin, CEO of Worldwide Golf and Capitol Hill Group. “We believe there is a great opportunity to build off of that legacy and enhance the enjoyment in sports for our current and future customers and communities. We look forward to unlocking future growth opportunities for Big 5 for the benefit of our customers, vendor partners and employees.”
In connection with the closing of the merger, Big 5’s common stock will no longer be listed on the Nasdaq Stock Exchange, and Big 5 will cease to be a publicly traded company. Big 5 will remain an independent company within the Capitol Hill Group portfolio.
Moelis & Company LLC served as financial advisor, and Latham & Watkins LLP served as legal advisor to Big 5. Skadden, Arps, Slate, Meagher & Flom LLP, Holland & Knight LLP, and Sklar Kirsh LLP served as legal advisors to Capitol Hill Group and its related entities.
Image courtesy Big 5
