Upper Deck Cleared for Topps Merger

[unclelumpy]

Upper Deck and Topps Receive Hart-Scott-Rodino Clearance for Proposed Merger

North Las Vegas, NV – August 7, 2007: The Upper Deck Company (Upper Deck) today announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act (HSR), with respect to Upper Deck's pending acquisition of The Topps Company, Inc. (Nasdaq: TOPP) (Topps) expired at 11:59 p.m. (Eastern Time) on Friday, August 3, 2007.

As announced previously on June 25, 2007, Upper Deck, through its direct wholly-owned subsidiary, UD Company, Inc., commenced a tender offer for all outstanding shares of Topps at a price of $10.75 per share net to the seller in cash without interest, less brokerage fees and less any required withholding taxes. The tender offer is set to expire at 12:00 midnight, New York City time, on Friday, August 10, 2007. As of August 3, 2007, 10,826,327 shares had been tendered (27.9% of the outstanding shares).

Upper Deck has retained CIBC World Markets Corp. as financial advisor and Liner, Yankelevitz Sunshine & Regenstreif LLP as legal counsel, and Paul, Weiss, Rifkind, Wharton & Garrison LLP as special counsel in connection with anti-trust matters.

[warlord1985]

Umm, so Upper Deck is buying Topps? I guess this means that UD owns all of Topps porfits now. Lets just hope that Topps keeps they're grubby little paws off UDE since we saw so well how they worked with Wizkids.

[emouse]

UDE has officially dropped their offer after Topps sent them a pointed letter demanding that UDE either put up or go away within 24 hours. UDE's final response essentially complains that they're unhappy that Topps didn't just take their money and give UD all their trade secrets. They'll be sorry! Oh how they'll be sorry! ::UDE shakes fist at Topps::

Anyhow, that leaves nothing in the way for the vote on the Tormante deal at the end of the month, which is the final board vote over whether to accept the buyout by Eisner's group that was announced earlier this year.