Heelys, Inc. Announces Asset Purchase Agreement With The Evergreen Group And Adoption Of Plan Of Liquidation And Dissolution
Sutton, Pakfar & Courtney LLP provided legal counsel to Evergreen in connection with the Transaction. Imperial Capital, LLC is serving as strategic advisor to Evergreen.
About Heelys, Inc.
Heelys designs, markets and distributes innovative, action sports-inspired products primarily under the HEELYS(R) brand targeted to the youth market. The Company's primary product, HEELYS-wheeled footwear, is patented dual purpose footwear that incorporates a stealth, removable wheel in the heel. HEELYS-wheeled footwear allows the user to seamlessly transition from walking or running to rolling by shifting weight to the heel. Users can transform HEELYS-wheeled footwear into street footwear by removing the wheel. HEELYS-wheeled footwear provides users with a unique combination of fun and style that differentiates it from other footwear and wheeled sports products.
About The Evergreen Group Ventures, LLCEvergreen is a private equity firm focused on the acquisition, management and growth of premier consumer brands in youth & family entertainment. Specifically, the group targets brands/companies in the sporting goods, toy, game and digital play sectors. Evergreen enhances brand equity through licensing, promotion and media partnerships. Additional information about Evergreen is available on its website at: www.The-Evergreen-Group.com . Forward-Looking Statements Certain statements in this press release and oral statements made from time to time by representatives of Heelys regarding the Transaction, the dissolution and liquidation of the Company, the preparation and mailing of the proxy statement, the approval of matters to be presented to stockholders at a meeting, the timing of the meeting, the liabilities of Heelys, the net proceeds anticipated to be available for distribution to the Company's stockholders, the distribution of funds to stockholders and other matters, all of which are based on information currently available to the Company's management as well as management's assumptions and beliefs, are forward-looking statements ("forward-looking statements") within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. For this purpose, any such statements that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements include, without limitation, statements regarding our expectations, beliefs, or intentions that are signified by terminology such as "subject to," "believes," "anticipates," "plans," "expects," "intends," "estimates," "may," "will," "should," "can," the negatives thereof, variations thereon and similar expressions. Such forward-looking statements reflect the Company's current views with respect to future events, based on what the Company believes are reasonable assumptions; however, such statements are subject to certain risks and uncertainties. Risks include, but are not limited to: the inability to obtain all required consents and approvals, including stockholder approval of the Asset Purchase Agreement, the Transaction and the Plan of Dissolution, the conditions to the closing of the Transaction may not be satisfied, tax laws may be changed, the Company may be unable to liquidate its remaining assets, the Transaction may involve unexpected costs, liabilities and/or delays, the outcome of any legal proceedings related to the Transaction, the occurrence of any event, change or other circumstance that could give rise to the termination of the purchase agreement, risks that the Transaction disrupts current plans and operations and the potential difficulties in employee retention, other risks to consummate the Transaction, including the risk that the Transaction will not be consummated within the expected time frame or at all, the ability to dissolve the Company and the risks associated with the retail industry in general. The risks, uncertainties, material assumptions and other factors that could affect actual results are discussed in more detail in the Company's Annual Reports on Form 10-K and other documents available at the Commission's website at http://www.sec.gov and at the Company's website at http://investors.heelys.com, and available by writing to: Corporate Secretary, Heelys, Inc., 3200 Belmeade Drive, Suite 100, Carrollton, Texas 75006. The Company's stockholders and investors are urged to consider these risks, uncertainties and factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ materially from those in the forward-looking statements. The Company disclaims any intention or obligation to update or review any forward-looking statements or information, whether as a result of new information, future events or otherwise. The Company undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Company, the Transaction or the Company's dissolution and related transactions pursuant to the Plan of Dissolution.
CONTACT: Heelys, Inc. Craig Storey, 214-390-1831 Chief Financial Officer
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