Tropical plans to make a cash tender offer to Duck Head shareholders of $4.75 per share for the firm's 2.9 million outstanding common shares, which the Florida firm values at $16 million. Tropical would also assume Duck Head's debt of $4.8 million.

Duck Head had a cash balance of $5 million as of June 2 of this year, according to Tropical's statement filed with the US Securities and Exchange Commission. For the year ending June 30, Duck Head will report net sales of $45 million.

At the same time as the Tropical deal is unfolding, Duck Head is selling its 52-acre distribution center and headquarters building 20 miles north of Downtown Atlanta for $12.3 million.

Duck Head employs a total 500 at its distribution center, garment assembly plant in Costa Rica and at 25 retail outlet stores, primarily in the Southeast.

"Duck Head offers an outstanding strategic fit for us," William W. Compton, chairman/CEO of Tropical, says in a prepared statement. "Duck Head produces similar lines of pants and shorts, which fit well within our operating blueprint."

William V. Roberti, Duck Head's chairman, president and CEO, sees the deal as "an opportunity to preserve and enhance the Duck Head name, which has been a time-tested and time-honored brand since 1886."

TSI's major owned brands are Savane, Farah, Bay to Bay, Flyers, Original Khaki Co., Two Pepper and Authentic Chino Casuals. Licensed brands are Bill Blass, John Henry, Van Heusen and Victorinox.

Duck Head Apparel Co. Inc. was spun off as a separate public reporting company June 30, 2000 by Delta Woodside Industries Inc.