-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JS0/QMfLRlo/bOYPOlvCeQ63pgR2ppkfEE1vTnaESaLatubm0R4BDeeE/8wmN2S4 1f3K5cnk9wWXhBwaKrrkAQ== 0000950147-97-000001.txt : 19970107 0000950147-97-000001.hdr.sgml : 19970107 ACCESSION NUMBER: 0000950147-97-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961221 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970106 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROYAL GRIP INC CENTRAL INDEX KEY: 0000910568 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED RUBBER PRODUCTS, NEC [3060] IRS NUMBER: 860615648 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22230 FILM NUMBER: 97501461 BUSINESS ADDRESS: STREET 1: 444 WEST GENVEVA DRIVE CITY: TEMPE STATE: AZ ZIP: 85282 BUSINESS PHONE: 6028299000 MAIL ADDRESS: STREET 1: 444 WEST GENVEVA DRIVE CITY: TEMPLE STATE: AZ ZIP: 85258 8-K 1 FORM 8-K 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) December 21, 1996 ROYAL GRIP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 0-22230 86-0615648 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 444 West Geneva Drive Tempe, Arizona 85282 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (602) 829-9000 ----------------------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events. - ------- ------------- The Company announced a manufacturing and supply agreement with Acushnet Rubber Company, Inc. under which Acushnet will become the Company's exclusive supplier of non-cord grips, with the intent to become the exclusive supplier of the Company's cord grips as well. In addition, Acushnet is acquiring the Company's grip manufacturing equipment pursuant to a capital lease agreement. A press release describing the transaction is attached. In connection with this agreement, the Company incurred significant transaction related expenses, including stock options granted to Acushnet, severence costs, and professional fees, which would have caused the Company to be in default of the tangible net worth, working capital, and current ratio covenants under its existing line of credit. The Company has received a letter from its principal current lender waiving such defaults under the existing line of credit through February 28, 1997. The Company is in the process of refinancing such indebtedness. Item 7. Financial Statements and Exhibits. - ------- ---------------------------------- Exhibit No. Description - ----------- ----------- 1 Press Release 2 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. ROYAL GRIP, INC. Dated: January 6, 1997 By: /s/ Tom Schneider ------------------------------- Tom Schneider Its: Vice President - Finance 3 EX-1 2 PRESS RELEASE Exhibit 1 - -------------------------------------------------------------------------------- Royal Grip and Acushnet Rubber Company enter strategic alliance to produce golf grips - -------------------------------------------------------------------------------- For Immediate Release Contact: Tom Schneider, Vice President-Finance, Royal Grip, Inc., (602) 829-9000 or Max Ramras or Joe Dorame, RCG Capital Markets Group, Inc., (602) 998-7555 (December 23, 1996) - PHOENIX, Arizona - Royal Grip, Inc. (NASDAQ: GRIP), a leading golf grip and sports headwear manufacturer, announced a strategic alliance/partnership with Acushnet Rubber Company. Beginning January 1, 1997 Acushnet will become the manufacturer and supplier of golf grips to Royal Grip. Acushnet will acquire all of Royal Grip's existing golf grip manufacturing equipment pursuant to a capital lease agreement. Royal Grip will discontinue all golf grip manufacturing operations as of December 22, 1996. Financial terms of the transaction were not disclosed. Royal Grip will continue to manufacture the Roxxi headware line at its Oklahoma facility, focusing on continued revenue growth and production efficiencies. Acushnet Rubber Company, based in New Bedford, Massachusetts, is a leading manufacturer of precision molded rubber components to such companies as General Motors, IBM, Xerox and Ford Motor Company among others. Acushnet Rubber Company has extensive U.S. and international manufacturing capabilities. Danny Edwards, Chairman and Chief Executive Officer of Royal Grip, stated, "We are pleased to be partnering with a company the caliber of the Acushnet Rubber Company. Acushnet's leadership in the precision molded rubber components business brings to Royal Grip world-class manufacturing and development capabilities. Also, Acushnet has a long association with the golf industry through its former affiliation with Titleist & FootJoy Worldwide, a leading golf equipment manufacturer. We expect that our customers will benefit from the product innovations and the high-quality manufacturing traditions that the Royal Grip/Acushnet team will bring to the golf grip segment." Mr. Edwards continued, "We firmly believe this alliance positions Royal Grip to step up to the next level of its development. We will now focus our efforts on leading the market in product innovation, marketing excellence and customer service and support. We are optimistic that the future will be positive for Royal Grip shareholders." --more-- --continued-- Bob Burg, President of Royal Grip, said, "Acushnet has achieved the highest quality and performance certifications and ratings a U.S. manufacturer can obtain with their ISO 9000, QS 9001 and ISO 14001 ratings. In fact, Acushnet was the first U.S. rubber company to obtain the ISO 14001 rating. The partnership teams us with Acushnet's extensive engineering staff allowing us to focus on product development for our OEM customers as well as the aftermarket. We're excited to see this piece of our strategic development plan come together. This transaction allows us the management flexibility to pursue 'tuck-in' acquisition opportunities in the grip, hat and other golf-related sectors." Tom Schneider, Royal Grip's Vice President - Finance, commented, "This agreement provides Royal Grip with a more predictable cost structure. We expect that a consistent cost structure will help us to be more profitable and competitive as we move ahead. Royal Grip will be expensing the costs associated with this transaction in the fourth quarter of 1996. These costs will include stock options granted to Acushnet in connection with the transaction, severance costs and professional fees." Royal Grip is a designer and distributor of high quality golf club grips and sports headwear. The company's golf club grips feature innovative designs and compounds and are sold to leading club manufacturers, pro shops and retail golf centers. The Company's headwear operations produce high quality, customized golf and baseball-style caps for sale to team outfitters, college teams, bookstores, resorts and country clubs. This press release includes statements which may constitute forward looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties that could cause actual results to differ materially from the forward looking statements. Factors which would cause or contribute to such differences include, but are not limited to factors detailed in the Company's Securities and Exchange Commission filings. --END-- -----END PRIVACY-ENHANCED MESSAGE-----