0001171843-11-000140.txt : 20110119 0001171843-11-000140.hdr.sgml : 20110119 20110119165911 ACCESSION NUMBER: 0001171843-11-000140 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110119 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110119 DATE AS OF CHANGE: 20110119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADAMS GOLF INC CENTRAL INDEX KEY: 0001059763 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 752320087 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33978 FILM NUMBER: 11536286 BUSINESS ADDRESS: STREET 1: 2801 EAST PLANO PARKWAY CITY: PLANO STATE: TX ZIP: 75074 BUSINESS PHONE: 9726739000 MAIL ADDRESS: STREET 1: 2801 EAST PLANO PARKWAY CITY: PLANO STATE: TX ZIP: 75074 8-K 1 document.htm FORM 8-K FILING DOCUMENT Form 8-K Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 19, 2011  


Adams Golf, Inc.
(Exact name of registrant as specified in its charter)


Delaware
 
001-33978
 
75-2320087
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)


 
2801 E. Plano Pkwy, Plano, Texas
 
75074
 
  (Address of principal executive offices)   (Zip Code)  

Registrant's telephone number, including area code:   (972) 673-9000



________________________________________________________________________________
(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    [    ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    [    ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    [    ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    [    ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure.

On January 19, 2011, Adams Golf, Inc. issued a press release announcing that it was the winning bidder for the assets of Progear Holdings, Inc. (d/b/a Yes! Golf). A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information in this Current Report on Form 8-K (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information or exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)     Exhibits.
Exhibit No.
Description of Exhibit
99.1
Press Release dated January 19, 2011.


SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    Adams Golf, Inc.
(Registrant)

January 19, 2011
(Date)
  /s/   PAMELA J. HIGH
Pamela J. High
Chief Financial Officer


INDEX OF EXHIBITS
Exhibit No.
Description of Exhibit
99.1
Press Release dated January 19, 2011.
EX-99.1 2 newsrelease.htm PRESS RELEASE Adams Golf Acquires Key Assets of Yes! Golf

EXHIBIT 99.1

Adams Golf Acquires Key Assets of Yes! Golf

PLANO, Texas, Jan. 19, 2011 (GLOBE NEWSWIRE) -- Adams Golf (Nasdaq:ADGF) announced today that, with a bid of $1.5 million and a total purchase cost of $1.65 million (inclusive of administration costs) it was the winner at the January 18, 2011 U.S. Bankruptcy Court auction for the bulk sale offering of Denver-based Progear Holdings dba Yes! Golf and its related assets.  The purchase includes acquisition of all of Yes! Golf's patented putter technology designs (including C-Groove Putters), the company's registered trademarks and all existing inventory and capital equipment. Yes! Golf will be integrated into the Adams Golf operations in Plano, Texas. The purchase is subject to funding that is expected to occur within the next two business days. Historical financials prepared by Yes! Golf show that its revenues were approximately $10.2 million in 2007 and approximately $2.4 million in 2010.

"We have been looking for an attractive avenue into the putter market for some time and believe the Yes! Golf brand and technology platform provides us just such an opportunity," said Chip Brewer, President and CEO of Adams Golf.  "Yes! Golf provides Adams Golf compelling putter technology and a positive brand image, including ongoing tour usage based on the performance of the product alone.  The Yes! Golf brand will likely benefit from the inclusion into our operational infrastructure and we intend for it to serve as a source of future growth for our company." 

Developing high-performance and technologically innovative golf products is the cornerstone of Adams Golf.  From the initial design, through manufacturing and servicing, Adams Golf is committed to helping golfers of all abilities enjoy the game of golf. For more information on Adams Golf, visit adamsgolf.com.

The Adams Golf logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5031

Forward-Looking Statements

This press release contains "forward-looking statements" made under the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. The statements include, but are not limited to, statements regarding our ability to complete the acquisition of Progear Holdings, integrate the Yes! Golf brand into our operations and continue manufacturing products that are commercially acceptable to consumers, planned product launches, the global economic recession, our ability to operate profitably, grow and protect our financial condition and statements using terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "plan," "seek," "inevitably," "appears," or "believe." Such statements reflect the current view of Adams Golf with respect to future events and are subject to certain risks, uncertainties and assumptions related to certain factors including, without limitation, the following: the impact of changing economic conditions; product development difficulties; product approval and conformity to governing body regulations; assembly difficulties; competing product introductions; patent infringement risks; uncertainty of our ability to protect our intellectual property rights; market demand and acceptance of products; the success of our marketing strategy; our dependence on a limited number of customers; business conditions in the golf industry; reliance on third parties, including suppliers; the actions of competitors, including pricing, advertising and product development risks concerning future technology; the management of sales channels and re-distribution; and one-time events and other factors detailed under "Risk Factors" in our most recent Form 10-K and subsequent Form 10-Qs on file with the Securities and Exchange Commission filings. These filings can be obtained by contacting Adams Golf Investor Relations.

Although Adams Golf believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Based upon changing conditions, should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein. Except as required by federal securities laws, Adams Golf undertakes no obligation to publicly update or revise any written or oral forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason after the date of this press release. All subsequent written and oral forward-looking statements attributable to Adams Golf or persons acting on its behalf are expressly qualified in their entirety by the applicable cautionary statements.

CONTACT: Lisa Weistart
         972-673-9110
         weistartl@adamsgolf.com