HIGH POINT, N.C. - Stanley Furniture Co. Inc. has completed the sale of substantially all of its assets to Churchill Downs LLC. As part of the agreement, the longtime residential furniture manufacturer is changing its name to HG Holdings Inc.
Stanley's stockholders approved on March 2 a purchase price of approximately $10.8 million in cash, a subordinated promissory note in the principal amount of approximately $7.4 million, and a 5% equity interest in Churchill Down’s post-closing ultimate parent company. Churchill Downs also assumes the company's liabilities.
The company previously said it does not intend to liquidate and its board of directors will evaluate alternatives for use of the cash consideration, such as using a portion of the cash to either repurchase company common stock or pay a special dividend to stockholders, or acquiring non-furniture related assets. Stanley Furniture’s common stock is traded on the NASDAQ stock market under the symbol STLY.
“We’re pleased to close this transaction and thank the many people who contributed to its successful completion," said Steven A. Hale II, chairman of the board. "The company will now be able to focus solely on evaluating alternatives for deploying its cash and potentially deriving a benefit from the company’s net operating loss carryforwards. We look forward to this next chapter in the company’s history.”
The residential furniture maker retained certain assets, including approximately $800,000 in cash, net operating loss carryforwards, and any remaining payments under the Continued Dumping and Subsidy Offset Act, stemming from the proceeds of the anti-dumping duties from wooden bedroom furniture imported from China. Founded in 1924, Stanley Furniture has been a leading design, marketing and overseas sourcing provider for upscale wood residential furniture.
According to the GlobeNewswire release. the former Stanley Furniture will use approximately $1.3 million of the sale's proceeds to pay the outstanding balance under its credit agreement with Wells Fargo, with additional transaction costs estimated at approximately $2.7 million. The sale of Stanley Furniture to the Vietnam-linked Churchill Downs was first announced Nov. 20, and amended Jan. 22.
Churchill Downs is a limited liability company founded by Walter Blocker, chairman of the Vietnam Trade Alliance in Ho Chi Minh City.
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