F&H Acquisition Corp. Enters Into Tender Offer/Merger Agreement With Fox & Hound Restaurant Group
02 Février 2006 - 3:24PM
PR Newswire (US)
Tender Offer Extended Until Thursday, February 16, 2006 DALLAS,
Feb. 2 /PRNewswire-FirstCall/ -- F&H Acquisition Corp., an
entity owned by Newcastle Partners, L.P. and Steel Partners II,
L.P., announced today that Fox & Hound Restaurant Group
(NASDAQ:FOXX) signed and delivered the definitive tender
offer/merger agreement with F&H Acquisition Corp. and certain
of its affiliates to acquire all of the outstanding shares of
common stock of Fox & Hound not already owned by it for $16.30
per share. Fox & Hound announced earlier today that it has
terminated its merger agreement with Levine Leichtman. Fox &
Hound's Board of Directors has unanimously approved the merger
agreement with F&H Acquisition Corp. and certain of its
affiliates. Consummation of the tender offer is subject to
customary closing conditions, including 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tendered and not withdrawn a number of shares of Fox & Hound,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 and expiration or
termination of the applicable waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976. F&H
Acquisition Corp. also announced today that it has extended its
tender offer for all of the common stock of Fox & Hound not
already owned by it or its subsidiaries to 12:00 Midnight, New York
City time, on Thursday, February 16, 2006. The tender offer was
previously set to expire at 12:00 Midnight, New York City time, on
Wednesday, February 8, 2006. As of the close of business on
February 1, 2006, a total of 3,800 shares had been tendered in and
not withdrawn from the offer. 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 THE OFFER TO PURCHASE AND RELATED MATERIALS THAT
F&H ACQUISITION CORP. FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION ON JANUARY 6, 2006, AS AMENDED JANUARY 13, 2006, JANUARY
27, 2006 AND JANUARY 31, 2006, AND PLANS TO AMEND PROMPTLY. FOX
& HOUND STOCKHOLDERS SHOULD READ THESE MATERIALS CAREFULLY
BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING THE TERMS AND
CONDITIONS OF THE OFFER. STOCKHOLDERS CAN 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 .
First Call Analyst: FCMN Contact: DATASOURCE: F&H Acquisition
Corp. CONTACT: Dan Sullivan, +1-212-929-5940, or Daniel H. Burch,
+1-212-929-5748, both of MacKenzie Partners, Inc., for F&H
Acquisition Corp.
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