TOPP Topps Co (MM)

NEW YORK, Sept. 11 /PRNewswire/ -- The Topps Company, Inc. (NASDAQ:TOPP) announced that it has filed with the Securities and Exchange Commission an updated investor presentation that urges Topps' stockholders to vote FOR the merger agreement with affiliates of The Tornante Company LLC and Madison Dearborn Partners, LLC (the "Tornante-MDP transaction"), at the special meeting of stockholders scheduled for Wednesday, September 19, 2007. The presentation, as well as other proxy materials, is available at http://www.topps.com/ in the "Corporate" section or at http://www.sec.gov/. The Company noted that the $9.75 per share cash merger consideration in the Tornante-MDP transaction is the ONLY binding offer to result from the Board of Director's extensive and thorough value-maximization process that started nearly three years ago. In its presentation urging stockholders to vote FOR the $9.75 per share cash transaction, the Company further noted: -- Topps management led a very SUCCESSFUL restructuring effort that enabled it to deliver the $9.75 per share cash offer, however, Topps is facing significant company-specific and broader industry challenges; -- The Tornante-MDP transaction offers GOOD value to ALL Topps stockholders. Among other things, the all cash offer provides certainty of value in a volatile credit market and implies attractive valuation at 13.1 times fiscal 2007 EBITDA; -- Upper Deck's offer turned out to be illusory -- and it is time to move on; and -- Crescendo is NOT a REAL alternative, but instead is a risky GAMBLE that stockholders should reject. The Board believes that the $9.75 per share cash offer represents the best opportunity to deliver maximized value to all Topps' stockholders and urges Topps stockholders vote "FOR" the Tornante-MDP transaction by signing, dating and returning the Company's WHITE proxy card TODAY! The Special Meeting of Topps stockholders to consider and vote upon the pending Tornante-MDP transaction has been scheduled for Wednesday, September 19, 2007 at 11:00 a.m., local time, at the Company's offices at One Whitehall Street, New York, New York. Topps stockholders of record as of the close of business on August 10, 2007 will be entitled to vote at the special meeting. The Tornante-MDP transaction requires the affirmative vote of a majority of the shares of Topps outstanding common stock. Topps' stockholders are reminded that their vote is extremely important, no matter how many or how few shares they own. If you voted against the Tornante-MDP merger when the Upper Deck negotiation was in process and would like to change your vote, vote now by phone, internet or mail. Only your latest dated card is counted. Stockholders are urged to vote promptly by phone or internet to ensure your vote is counted. If you vote by mail, sign, date and return the Company's WHITE proxy card today. Follow the instructions on the Company's "WHITE" proxy card to assure a vote for Topps' directors and the governance proposals. Stockholders are advised that if they have any questions or need any assistance in voting their shares, they should contact Topps' proxy solicitor, Mackenzie Partners, Inc., toll-free, at 1-800-322-2885. About The Topps Company, Inc. Founded in 1938, Topps is a leading creator and marketer of sports and related cards, entertainment products, and distinctive confectionery. Topps entertainment products include Major League Baseball, NFL, NBA and other trading cards, sticker album collections, and collectible games. The Company's confectionery brands include "Bazooka" bubble gum, "Ring Pop," "Push Pop," "Baby Bottle Pop" and "Juicy Drop Pop" lollipops. For additional information, visit http://www.topps.com/. Forward Looking Statements This release contains forward-looking statements pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Although Topps believes the expectations contained in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. This information may involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, factors detailed in Topps' Securities and Exchange Commission filings available at http://www.sec.gov/, the SEC's Web site. Free copies of Topps' SEC filings are also available on Topps' Web site at http://www.topps.com/ or by contacting the company's proxy solicitor, Mackenzie Partners, Inc. at . CONTACTS Investors: Betsy Brod / Lynn Morgen MBS Value Partners, LLC 212-750-5800 Dan Burch / Dan Sullivan Mackenzie Partners, Inc. 212-929-5940 / 1-800-322-2885 Media: Joele Frank / Sharon Stern Joele Frank, Wilkinson Brimmer Katcher 212-355-4449 DATASOURCE: The Topps Company, Inc. CONTACT: Investors, Betsy Brod, or Lynn Morgen, both of MBS Value Partners, LLC, +1-212-750-5800; or Dan Burch, or Dan Sullivan, +1-212-929-5940, or +1-800-322-2885, both of Mackenzie Partners, Inc.; or Media, Joele Frank, or Sharon Stern, +1-212-355-4449, both of Joele Frank, Wilkinson Brimmer Katcher, all for The Topps Company, Inc. Web site: http://www.topps.com/

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