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): | March 22, 2005 |
| Johnson Outdoors Inc. |
| (Exact name of registrant as specified in its charter) |
| Wisconsin |
0-16255 |
39-1536083 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer |
| of incorporation) | Identification No.) | |
| 555 Main Street, Racine, Wisconsin 53403 |
| (Address of principal executive offices, including zip code) |
| (262) 631-6600 |
| (Registrant's telephone number, including area code) |
| Not Applicable |
| (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 8.01. Other Events.
On March 22, 2005, Johnson Outdoors Inc. (the “Company”) issued a press release with respect to the Company’s proposed merger with JO Acquisition Corp. at the Company’s special shareholder meeting on March 22, 2005 (the “Press Release”). A copy of the Press Release is being furnished as Exhibit 99 to this Report.
Item 9.01. Financial Statements and Exhibits.
| (c) | Exhibits. The following exhibit is being furnished herewith: |
| 99 | Press Release Dated March 22, 2005. |
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.
| JOHNSON OUTDOORS INC. | |
Date: March 22, 2005 |
By: /s/ Paul A. Lehmann |
| Paul A. Lehmann | |
| Its: Vice President and Chief Financial Officer |
JOHNSON OUTDOORS INC.
Exhibit Index to Current Report on Form 8-K
Exhibit
Number
| 99 | Press Release Dated March 22, 2005. |
FOR IMMEDIATE RELEASE
| CONTACT: | CYNTHIA
GEORGESON 262-631-6600 |
POLLS AT JOHNSON OUTDOORS’
SPECIAL SHAREHOLDER MEETING UNTIL 12:30 PM CST
Johnson Family Reiterates that $20.10 Is Best and Final Offer
Racine, Wisconsin, March 22, 2005 – JOHNSON OUTDOORS INC. (Nasdaq: JOUT) today opened the polls at its special meeting of shareholders and announced that they will remain open until 12:30 pm CST to allow shareholders additional time to vote FOR the merger. Johnson Outdoors’Board of Directors unanimously recommends that shareholders vote FOR the merger.
Prior to the meeting, in a statement to the special committee, Helen Johnson-Leipold said, “On behalf of the buy-out group, I want to reiterate that the Johnson family will not proceed with the transaction at a price in excess of $20.10 per share – this is our best and final offer.”
Approval of the merger agreement requires, among other required votes, the affirmative vote of 66 2/3% of the votes entitled to be cast at the special meeting by shareholders other than members of the buy-out group and their affiliates or associates. Johnson Outdoors shareholders who have questions or need assistance voting their shares may call Innisfree M&A toll free at (877) 825-8964 or collect at (212) 750-5833.
ABOUT JOHNSON OUTDOORS INC.
Johnson Outdoors is a leading global outdoor recreation company that turns ideas into adventure with innovative, top-quality products. The Company designs, manufactures and markets a portfolio of winning, consumer-preferred brands across four categories: Watercraft, Marine Electronics, Diving and Outdoor Equipment. Johnson Outdoors’ familiar brands include, among others: Old Town® canoes and kayaks; Ocean Kayak™ and Necky® kayaks; Minn Kota® motors; Humminbird® fishfinders; SCUBAPRO® and UWATEC® dive equipment; and Eureka!® tents.
Visit Johnson Outdoors online at http://www.JohnsonOutdoors.com.
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