F&H Acquisition Corp. Launches Cash Tender Offer for Fox & Hound Restaurant Group for $15.50 Per Share
January 06 2006 - 1:42PM
PR Newswire (US)
DALLAS, Jan. 6 /PRNewswire/ -- F&H Acquisition Corp., an entity
owned by Newcastle Partners, L.P. and Steel Partners II, L.P.,
announced that NPSP Acquisition Corp., a wholly-owned subsidiary of
F&H Acquisition Corp., has commenced a cash tender offer to
purchase all of the outstanding shares of Fox & Hound
Restaurant Group (NASDAQ:FOXX) not already owned by it for $15.50
per share. The tender offer is currently scheduled to expire at
12:00 midnight, New York City time, on Monday, February 6, 2006,
unless the offer is extended. The offer is not subject to or
conditioned upon any financing arrangements. The tender offer is
subject to customary conditions, including (i) there being validly
tendered and not withdrawn a number of shares of Fox & Hound,
which, together with the shares then owned by F&H Acquisition
Corp. and its subsidiaries (including NPSP Acquisition Corp.),
represents at least a majority of the total number of shares of Fox
& Hound outstanding on a fully- diluted basis, (ii) expiration
or termination of the applicable waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, (iii) the
obtaining of all consents, approvals or authorizations required by
all state, city or local liquor licensing boards, agencies or other
similar entities and (iv) F&H Acquisition Corp. being satisfied
that Section 203 of the Delaware General Corporation Law is
inapplicable to the Offer to Purchase and the potential merger
thereafter. MacKenzie Partners, Inc. is the Information Agent for
the tender offer and any questions or requests for the Offer to
Purchase and related materials with respect to the tender offer may
be directed to MacKenzie Partners, Inc. THIS PRESS RELEASE IS FOR
INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO BUY OR THE
SOLICITATION OF AN OFFER TO SELL ANY SHARES. THE SOLICITATION AND
THE OFFER TO BUY FOX & HOUND'S COMMON STOCK IS ONLY BEING MADE
PURSUANT TO AN OFFER TO PURCHASE AND RELATED MATERIALS THAT F&H
ACQUISITION CORP. WILL FILE WITH THE SECURITIES AND EXCHANGE
COMMISSION. FOX & HOUND STOCKHOLDERS SHOULD READ THESE
MATERIALS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION,
INCLUDING THE TERMS AND CONDITIONS OF THE OFFER. STOCKHOLDERS WILL
BE ABLE TO OBTAIN THE OFFER TO PURCHASE AND RELATED MATERIALS WITH
RESPECT TO THE TENDER OFFER FREE AT THE SEC'S WEBSITE AT
WWW.SEC.GOV OR FROM F&H ACQUISITION CORP. BY CONTACTING
MACKENZIE PARTNERS, INC. TOLL-FREE AT 1-800-322-2885 OR COLLECT AT
1-212-929-5500 OR VIA EMAIL AT . DATASOURCE: F&H Acquisition
Corp. CONTACT: Dan Sullivan, +1-212-929-5940, or Jeanne Carr,
+1-212-929-5916, both of MacKenzie Partners, Inc.
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