0000950144-01-508429.txt : 20011119 0000950144-01-508429.hdr.sgml : 20011119 ACCESSION NUMBER: 0000950144-01-508429 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011106 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELLETT BROTHERS INC CENTRAL INDEX KEY: 0000902055 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISC DURABLE GOODS [5090] IRS NUMBER: 570957069 STATE OF INCORPORATION: SC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21632 FILM NUMBER: 1775922 BUSINESS ADDRESS: STREET 1: 267 COLUMBIA AVE CITY: CHAPIN STATE: SC ZIP: 29036 BUSINESS PHONE: 8033453751 MAIL ADDRESS: STREET 1: P O BOX 128 CITY: CHAPIN STATE: SC ZIP: 29036 8-K 1 g72502e8-k.txt ELLETT BROTHERS, INC. FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) November 6, 2001 ----------------------------- Ellett Brothers, Inc. ---------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) South Carolina 000-21632 57-0957069 -------------- --------- ---------- (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification)
267 Columbia Avenue, Chapin, South Carolina 29036 ---------------------------------------------------------- (Address, Including Zip Code of Principal Executive Offices) (803) 345-3751 -------------------------------------------------- (Registrant's Telephone Number, Including Area Code) N/A ----------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS. On November 6, 2001, the Company announced the approval by the Company's shareholders of a cash-out merger between the Company and certain corporations owned by members of the Company's management (the "Acquirers"). The merger will result in a payment of $3.20 per share for all shares of the Company not already owned by the Acquirers. A copy of the News Release discussing these matters is attached hereto as Exhibit 99.1 and incorporated by reference herein (page 3 of 3). ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) - (b) Not applicable. (c) Exhibits. Exhibit 99.1 - Press Release of Registrant dated November 6, 2001. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ELLETT BROTHERS, INC. Date: November 6, 2001 By: /s/ E. WAYNE GIBSON --------------------------------- E. Wayne Gibson Secretary 2 EX-99.1 3 g72502ex99-1.txt PRESS RELEASE OF REGISTRANT DATED NOVEMBER 6,2001 EXHIBIT 99.1 FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION, CONTACT: GEORGE E. LONEY CHIEF FINANCIAL OFFICER (803) 345-3751 SHAREHOLDERS OF ELLETT BROTHERS, INC. APPROVE MERGER CHAPIN, South Carolina-- Ellett Brothers, Inc. (NASDAQ: ELET) announced today that the shareholders of the Company, at a special meeting of the shareholders held on October 26, 2001, approved a merger between the Company and corporations owned by Robert D. Gorham and E. Wayne Gibson (the "Acquirers"). Over 80% of the outstanding shares of the Company voted in favor of the merger. Under the merger agreement, all shares of the Company not owned by the Acquirers will be converted into the right to receive $3.20 in cash per share. The merger is expected to close as soon as possible. Some information in this release regarding future results is forward looking. Actual results for these future periods could differ, depending on factors such as industry and market changes, overall economic impacts, and effects of interest rate changes. For a more detailed discussion of factors that affect the Company's operating results, interested parties should review the Company's SEC reports, including the Company's annual report on Form 10-K for the year ended December 31, 2000, and quarterly reports on Form 10-Q for the quarters ended in 2001. Ellett Brothers is a nationwide marketer and supplier of natural outdoor sporting goods products. Now in its 68th year of business, the Company markets and distributes a broad line of products and accessories for hunting and shooting sports, marine, camping, archery and other related outdoor activities. 3