Obsidian Enterprises, Inc. Going Private Transaction Completed
INDIANAPOLIS, March 24 -- Obsidian Enterprises, Inc. announced today that the going private transaction initiated by Black Rock Acquisition Corp. was completed on March 17, 2006. As previously disclosed, Black Rock Acquisition had successfully acquired 90.08% of the outstanding shares of Obsidian and was entitled to merge with Obsidian without the need for a vote of Obsidian's shareholders. The merger was completed on March 17, 2006, with Black Rock Acquisition being merged with and into Obsidian effective as of 4:48 p.m., EST (Indiana). As of the effective time of the merger, all of the shares of common stock of Black Rock Acquisition were cancelled and the shareholders of Black Rock Acquisition were entitled to receive one share of the common stock of Obsidian in exchange for each share of Black Rock Acquisition held immediately prior to the effective time of the merger. Also as of the effective time of the merger, all outstanding shares of the common stock of Obsidian were cancelled and were converted into the right to receive a cash payment of $1.85 per share. As a result of the merger, the former shareholders of Black Rock Acquisition own 100% of the outstanding shares of Obsidian and Obsidian has approximately 15 shareholders of record. Forms and instructions for obtaining payment of the merger consideration are being distributed to former holders of Obsidian's common stock.
On March 17, 2006, the Company filed a certification on Form 15, pursuant to Rules 12g-4 and 12h-3 promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to provide notice of termination of registration of the Company's common stock and to immediately suspend all reporting requirements under Sections 13 and 15(d) of the Exchange Act.
Black Rock Acquisition and its controlling shareholders made various filings with the SEC, including filings on Schedule 13D and Schedule 13E-3, which include important information regarding the going private transaction. Readers are encouraged to review these documents carefully, at the website of the SEC at http://www.sec.gov/ . You may also read and copy these filings at the SEC's Public Reference Room located at 450 Fifth Street, N.W., Washington, D.C. 20549. You may also receive copies of these filings upon payment of a duplicating fee by writing to the SEC's Public Reference Room. Please call the SEC at 1-800-SEC-0330 for further information on the Public Reference Room in Washington, D.C. and other locations.