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):   July 1, 2015

Dover Saddlery, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 000-51624 04-3438294
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
525 Great Road, P.O. Box 1100, Littleton, Massachusetts   01460
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   978-952-8062

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 7.01 Regulation FD Disclosure.

On July 1, 2015, Registrant reported the completion of its merger with a company formed by Webster Capital; and announced that Dover shareholders will receive $8.50 per share in cash in the merger and all in-the-money stock options and warrants will be cashed out.

The information in this Item 7.01 of Current Report on Form 8-K, as well as Exhibit 99.1, shall not be treated as "filed" for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act.





Item 9.01 Financial Statements and Exhibits.

On July 1, 2015, Registrant issued a press release reporting the completion of its merger with a company formed by Webster Capital; and announcing that Dover shareholders will receive $8.50 per share in cash in the merger and all in-the-money stock options and warrants will be cashed out.

A copy of the Press Release is attached as Exhibit 99.1.

d) Exhibits

Exhibit No.


99.1 Press Release dated July 1, 2015.







This Form 8-K and the attached press release include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation statements made about the proposed merger with an affiliate of Webster. In some cases, forward-looking statements can be identified by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “outlook,” “guidance” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. The forward-looking information and statements are or may be based on estimates and involve risks and uncertainties. All statements other than statements of historical fact included in this 8-K and accompanying press release regarding the merger with an affiliate of Webster, Dover’s strategies, plans, objectives, expectations, and future operating results are forward-looking statements. Additional risks are described under Item 1A, “Risk Factors,” in Registrant’s most recent annual report on amended Form 10-K for the year ended December 31, 2014 filed on April 29, 2015. Given these uncertainties, undue reliance should not be placed on these forward-looking statements.

All statements other than statements of historical fact included herein regarding the prospects for consummation of the Merger, Registrant’s strategies, plans, objectives, expectations, and future operating results are forward-looking statements. Although Registrant believes that the expectations reflected in such forward-looking statements are reasonable at this time, it can give no assurance that such expectations will prove to have been correct. Registrant is providing this information as of this date and does not undertake any obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise.


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.

         
    Dover Saddlery, Inc.
          
July 1, 2015   By:   /s/ David R. Pearce
       
        Name: David R. Pearce
        Title: Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  July 1, 2015 Press Release


Janet Nittmann
jnittmann@doversaddlery.com
Tel 978 952 8062 x218

For Immediate Release

Dover Saddlery Announces Completion of Merger with Webster Capital

LITTLETON, MA—(MARKET WIRE)—(July 1, 2015) — Dover Saddlery, Inc. (NASDAQ: DOVR - News), the leading multichannel retailer of equestrian products in the United States, today announced the completion of its merger with a company formed by Webster Capital. Dover shareholders will receive $8.50 per share in cash in the merger and all in-the-money stock options and warrants will be cashed out.

Registered shareholders will be sent a letter of transmittal which will contain instructions explaining the procedure for exchanging Dover Saddlery stock certificates for the merger consideration payment.

“We are very pleased with the result we achieved for our shareholders. We are also excited about the prospects for Dover to work with Webster Capital,” said Stephen L. Day, CEO and president of Dover Saddlery. “With Webster’s consumer experience we are looking forward to growing our retail store base and pursuing other exciting expansion plans. Dover Saddlery and its employees will benefit from this partnership with Webster, which has extensive experience and business connections in the retail and direct-to-consumer sectors.”

Donald Steiner, Managing Partner of Webster Capital, stated, “We are looking forward to the opportunity to work with Dover’s management to help Dover continue its growth plan in retail and direct-to-consumer. Webster will support Dover’s strategy to increase accessibility and variety of product offerings for equestrian enthusiasts nationwide.”

About Webster Capital

Founded in 2003, Webster Capital is a private equity firm with over $600 million of committed capital which invests in the branded consumer and healthcare services industries. Webster focuses on companies with transaction values typically in the range of $30 — $200 million. Webster Capital provides equity financing, expertise and a broad contact network for management buyouts and growth capital. For additional information on Webster Capital please visit www.webstercapital.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation, statements made about the merger with an affiliate of Webster, and all statements other than statements of historical fact included in this press release regarding Dover’s strategies, plans, objectives, expectations, and future operating results. Although Dover believes that the expectations reflected in such forward-looking statements are reasonable at this time, it can give no assurance that such expectations will prove to have been correct. These forward-looking statements involve significant risks and uncertainties, including those discussed in this release and others that can be found in “Item 1A Risk Factors” of Dover Saddlery’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014. Dover Saddlery is providing this information as of this date and does not undertake any obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise. No forward-looking statement can be guaranteed and actual results may differ materially.

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