SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): September 24, 2001
SILVERSTAR HOLDINGS, LTD.
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(Exact Name of Registrant as Specified in Charter)
Bermuda 0-27494 N/A
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
Clarendon House, Church Street, Hamilton HM CX, Bermuda
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (809) 295-1422
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
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On September 24, 2001, Silverstar Holdings, Ltd. (the
"Company") acquired, through a wholly-owned subsidiary, substantially all of the
assets of Student Sports, Inc. The acquisition was effected pursuant to an Asset
Purchase Agreement, dated September 24, 2001 (the "Purchase Agreement") by and
among the Company, Student Sports, Inc., a California corporation ("Seller"),
the Shareholders (as defined in the Purchase Agreement) and Student Sports Inc.,
a Delaware corporation and a wholly-owned subsidiary of the Company. The
aggregate purchase price of the acquisition consisted of (a) 900,000 shares of
common stock of the Company ("Common Stock"); (b) an additional number of shares
of Common Stock representing, in the aggregate, a total market value of
$1,500,000, but in any event, no more than 1,500,000 shares of Common Stock,
based on the lower of (i) $3.00 per share of Common Stock and (ii) the Common
Stock Market Price (as that term is defined in the Purchase Agreement); (c) the
Assumed Obligations (as that term is defined in the Purchase Agreement); and (d)
up to an aggregate of $500,000 in cash, payable in accordance with the terms of
the Purchase Agreement. The purchase price was or will be, as the case may be,
generated from the Company's internal funds and its Common Stock and was
determined through arms length negotiations with the Seller.
Seller is one of America's leading high school sports media
and marketing companies and is a leading provider of news, video and statistical
data on high school sports. It is also the gateway to the teen market for top
tier advertisers such as Nike, Procter & Gamble, ARCO, am/pm, Fox Sports Net, 24
Hour Fitness and the US Army.
The description of the Purchase Agreement discussed above is
qualified in its entirety by reference to such agreement, which is attached as
an exhibit and incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a) Financial statements of business acquired: Not applicable.
(b) Pro forma financial statements: Not applicable.
(c) Exhibits:
2.1 Asset Purchase Agreement, dated as of September 24,
2001, by and among the Company, Student Sports, Inc.,
a California corporation, the Shareholders, and
Student Sports Inc., a Delaware corporation.
4.1 Registration Rights Agreement, dated as of September
24, 2001, by and among the Company and Student
Sports, Inc., a California corporation.
SIGNATURE
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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 thereunto duly authorized.
SILVERSTAR HOLDINGS, LTD.
Date: October 8, 2001 By:/s/ Clive Kabatznik
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Clive Kabatznik
President
EXHIBIT INDEX
Exhibit
Number Description
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2.1 Asset Purchase Agreement, dated as of September 24, 2001, by
and among the Company, Student Sports, Inc., a California
corporation, the Shareholders, and Student Sports Inc., a
Delaware corporation.
4.1 Registration Rights Agreement, dated as of September 24, 2001,
by and among the Company and Student Sports, Inc., a
California corporation.