Sports Properties Acquisition Corp. (“Sports Properties”) (NYSE
Amex: HMR), a public investment vehicle, announced today that
Medallion Financial Corp., a Delaware corporation ("Medallion
Financial"), has entered into a written plan to purchase up to an
aggregate amount of $1,000,000 of shares of common stock of Sports
Properties pursuant to Rules 10b5-1 and 10b-18 of the Securities
Exchange Act of 1934 (the "Exchange Act") and may enter into
another plan to purchase up to an additional $2,000,000 of shares
of common stock of Sports Properties pursuant to Rules 10b5-1 and
10b-18 of the Exchange Act. The first $1,000,000 plan will expire
on December 23, 2009. The $2,000,000 plan, if entered, is expected
to run from December 24, 2009 through December 31, 2009. There can
be no assurance how many shares of Sports Properties common stock
will be acquired under the plan(s). As previously announced, Sports
Properties has entered into a Framework Agreement with Medallion
Financial, which will result in Sports Properties continuing its
business as a corporation that acquires, actively manages and
leases taxicab medallions, operates on a selective basis, the
taxicab fleets associated with those medallions and provides a
range of services to the taxi industry, under its proposed new name
Medallion Management, Inc.
Sports Properties Acquisition Corp.
Sports Properties is a special purpose acquisition corporation
formed for the purpose of acquiring, through merger, capital stock
exchange, asset or stock acquisition, exchangeable share
transaction, joint venture or other similar type of transaction or
a combination of the foregoing, the assets of one or more domestic
or international operating businesses, or one or more domestic or
international operating businesses themselves. Since its initial
public offering, Sports Properties’ activities have been limited to
identifying and evaluating prospective acquisition targets.
Forward-looking statements
This press release includes “forward-looking statements” within
the meaning of the safe harbor provisions of the United States
Private Securities Litigation Reform Act of 1995. Sports
Properties’ actual results may differ from its expectations,
estimates and projections and, consequently, you should not rely on
these forward looking statements as predictions of future events.
Words such as “expect,” “estimate,” “project,” “budget,”
“forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,”
“should,” “believes,” “predicts,” “potential,” “continue,” and
similar expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, Sports Properties’ expectations with respect to future
performance, anticipated financial impacts of the proposed
transactions, certificate of incorporation, the trust agreement
amendments and warrant amendments and related transactions;
approval of the proposed certificate of incorporation, trust
agreement amendments, warrant amendments and related transactions
by shareholders and warrant holders, as applicable; the
satisfaction of the closing conditions to the proposed
transactions, certificate of incorporation, the trust agreement
amendment and warrant amendments and related transactions; and the
timing of the completion of the proposed transactions, certificate
of incorporation, trust agreement amendments, warrant amendments
and related transactions.
These forward-looking statements involve significant risks and
uncertainties that could cause the actual results to differ
materially from the expected results. Most of these factors are
outside Sports Properties’ control and difficult to predict.
Factors that may cause such differences include, but are not
limited to, the following: regulatory changes affecting the taxicab
industry; the level of rental revenue Sports Properties achieves
from its assets; the market value and the supply of, and demand
for, taxicab medallions; the challenges that Sports Properties may
face as a result of the current economic slow-down; the conditions
in the local markets in which Sports Properties operate, as well as
changes in national economic and market conditions; Sports
Properties’ ability to lease and acquire taxicab medallions; the
level of revenue Sports Properties achieves from its fleet
operations; Sports Properties’ ability to enter into new leases or
to renew leases with existing lessees of its taxicab medallions at
favorable rates; the competitive landscape impacting the taxicab
industry; Sports Properties’ relationships with its lessees and
their financial condition; Sports Properties’ use of leverage as
part of its financing strategy and its ability to make payments or
to comply with any covenants under any borrowings or other debt
facilities Sports Properties obtains; the growth or continuing
importance of taxicabs located in the major metropolitan areas in
which Sports Properties invests; the level of Sports Properties’
operating expenses, including amounts it is required to pay to its
management team; Sports Properties’ net realized gain or loss on
the sale or other disposition of taxicab medallions; and changes in
interest rates that could impact the market price of Sports
Properties’ common stock and the cost of its borrowings. Other
factors include the possibility that the transactions contemplated
by the framework agreement do not close, including due to the
failure to receive required stockholder and warrantholder
approvals, or the failure to meet other closing conditions.
Sports Properties cautions that the foregoing list of factors is
not exclusive. Additional information concerning these and other
risk factors is contained in Sports Properties’ most recent filings
with the Securities and Exchange Commission (“SEC”). All subsequent
written and oral forward-looking statements concerning Sports
Properties, the framework agreement, the related transactions or
other matters and attributable to Sports Properties or any person
acting on its behalf are expressly qualified in their entirety by
the cautionary statements above. Sports Properties cautions readers
not to place undue reliance upon any forward-looking statements,
which speak only as of the date made. Sports Properties does not
undertake or accept any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statement
to reflect any change in its expectations or any change in events,
conditions or circumstances on which any such statement is
based.
Additional Information
Sports Properties has filed a preliminary proxy statement with
the SEC in connection with the proposed transactions and to mail a
definitive proxy statement and other relevant documents to Sports
Properties stockholders and warrant holders. Stockholders and
warrant holders of Sports Properties and other interested persons
are advised to read, when available, the preliminary proxy
statement, and amendments thereto, and the definitive proxy
statement in connection with solicitation of proxies for the
special meetings of Sports Properties’ stockholders and Sports
Properties’ warrant holders to be held to approve the transactions
because this proxy statement will contain important information
about Sports Properties and the proposed transactions. Such persons
can also read Sports Properties’ final prospectus from its initial
public offering dated January 17, 2008, its annual report on form
10-K for the fiscal year ended December 31, 2008, which was filed
with the SEC on March 27, 2009, as amended (“Annual Report”) and
other reports as filed with the SEC, for a description of the
security holdings of Sports Properties’ officers and directors and
their affiliates and their other respective interests in the
successful consummation of the proposed transactions. The
definitive proxy statement will be mailed to stockholders and
warrant holders as of a record date to be established for voting on
the proposed transactions, certificate of incorporation amendments,
trust agreement amendments, warrant amendments and related
transactions. Stockholders and warrant holders will also be able to
obtain a copy of the preliminary and definitive proxy statements,
without charge, once available, at the SEC’s Internet site at
http://www.sec.gov or by
directing a request to: Sports Properties Acquisition Corp., 437
Madison Avenue, New York, New York 10022, Attention: Andrew
Murstein, telephone (212) 328-2100.
Participation in Solicitation
Sports Properties, and its current directors and executive
officers and Alvin Murstein and Michael Kowalsky, individuals who
Sports Properties expects will become its executive officers, are
participants in the solicitation of proxies for the special
meetings of Sports Properties' stockholders and Sports Properties'
warrantholders to approve the proposed transaction. A list of the
names of those directors and officers and descriptions of their
interests in Sports Properties is contained in Sports Properties’
Annual Report. Sports Properties’ stockholders and warrant holders
may also obtain additional information about the interests of its
directors and officers in the transactions by reading the
preliminary proxy statement and other relevant materials to be
filed by Sports Properties with the SEC when they become
available.
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