- Amended tender offer statement by Issuer (SC TO-I/A)
July 10 2009 - 1:41PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
TO
TENDER
OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. 2)
COLLECTORS
UNIVERSE, INC.
(Name of
Subject Company (Issuer) and Filing Person (Offeror))
Common
Stock, $.001 Par Value,
(including
the associated Preferred Share Purchase Rights)
(Title of
Class of Securities)
19421R200
(CUSIP
Number)
Michael
J. McConnell
Chief
Executive Officer
Collectors
Universe, Inc.
1921
E. Alton Avenue
Santa
Ana, California 92705
(949)
567-1234
(Name,
Address and Telephone Number of Person Authorized
to
Receive Notices and Communications on Behalf of Filing Person)
Copies
To:
Steve
Wolosky, Esq.
Olshan
Grundman Frome Rosenzweig & Wolosky LLP
Park
Avenue Tower, 65 East 55
th
Street
New
York, New York 10022
(212)
451-2300
CALCULATION
OF FILING FEE:
Transaction
Valuation
(1)
|
|
|
|
|
|
(1) The
Transaction Valuation was calculated assuming that 1,750,000 outstanding shares
of common stock, par value $.001 per share, will be purchased at the maximum
tender offer price of $5.40 per share.
(2) The
amount of the filing fee, calculated pursuant to Rule 0-11(b)(1) of the
Securities Exchange Act of 1934, as amended, equals $39.30 per million dollars
of the value of the transaction.
(3) Previously
paid in connection with the Schedule TO filed with the Securities and Exchange
Commission on June 2, 2009.
ý
|
Check
the box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously
paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount
Previously Paid: $1,305.22
Filing
Party: Collectors Universe, Inc.
Form
or Registration No.: Form S-3, Registration No. 333-122129
Date
Filed: January 19, 2005
|
|
|
¨
|
Check
the box if the filing relates solely to preliminary communications made
before the commencement of a tender offer.
|
|
|
|
Check
the appropriate boxes below to designate any transactions to which the
statement relates:
|
¨
|
third
party tender offer subject to Rule 14d-1.
|
ý
|
issuer
tender offer subject to Rule 13e-4.
|
¨
|
going
private transaction subject to Rule 13e-3.
|
¨
|
amendment
to Schedule 13D under Rule 13d-2.
|
|
|
|
Check
the following box if the filing is a final amendment reporting the results
of a tender offer:
x
|
INTRODUCTION
This Amendment No. 2 (this “Amendment”) amends and supplements the Tender
Offer Statement on Schedule TO originally filed with the Securities and Exchange
Commission (the “SEC”) on June 2, 2009, as amended by Amendment No. 1 to
Schedule TO filed with the SEC on July 6, 2009 (as amended and supplemented, the
“Schedule TO”), relating to the offer by Collectors Universe, Inc. (the
“Company”) to purchase up to 1,750,000 shares of its common stock, $.001 par
value (including the associated preferred share purchase rights), at a price not
less than $5.00 nor greater than $5.40 per share, net to the seller in cash,
less any applicable withholding taxes and without interest, upon the terms and
subject to the conditions set forth in the Offer to Purchase for Cash dated June
2, 2009 (the “Offer to Purchase”), and in the related Letter of Transmittal (the
“Letter of Transmittal”), which together, as each may be amended and
supplemented from time to time, constitute the tender offer (the
“Offer”).
This Amendment is intended to satisfy the reporting requirements of Rule
13e-4(c)(4) of the Securities Exchange Act of 1934, as amended. The information
contained in the Offer to Purchase and the related Letter of Transmittal is
incorporated herein by reference in response to all of the items of this
Schedule TO, except that such information is hereby amended and supplemented to
the extent specifically provided herein.
Item 11 of the Schedule TO is hereby amended and supplemented as
follows:
On
July 10, 2009, the Company announced the final results of the Offer, which
expired at 12:00 Midnight, Eastern Time, on July 2, 2009. A copy of the press
release is filed as Exhibit (a)(5)(C) to this Schedule TO and is incorporated
herein by reference.
Item
12 of the Schedule TO is hereby amended and supplemented by adding the
following:
|
(a)(5)(C)
|
Press
Release dated July 10, 2009.
|
SIGNATURE
After due
inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and
correct.
|
COLLECTORS
UNIVERSE, INC.
|
|
|
|
|
|
By:
|
|
|
Name:
|
Joseph
J. Wallace
|
|
Title:
|
Chief
Financial Officer
|
Date:
July 10, 2009
Exhibit
Index
(a)(5)(C) Press
Release dated July 10, 2009.
Collectors Universe (NASDAQ:CLCT)
Historical Stock Chart
From May 2024 to Jun 2024
Collectors Universe (NASDAQ:CLCT)
Historical Stock Chart
From Jun 2023 to Jun 2024