Jones Apparel and Maxwell Shoe Discussing a Merger Agreement On the Basis of a $23.25 Per Share Price
June 16 2004 - 9:46AM
PR Newswire (US)
Jones Apparel and Maxwell Shoe Discussing a Merger Agreement On the
Basis of a $23.25 Per Share Price NEW YORK, June 16
/PRNewswire-FirstCall/ -- Jones Apparel Group, Inc. ("Jones")
(NYSE:JNY) today announced that it is in negotiations with Maxwell
Shoe Company Inc. ("Maxwell") (NASDAQ:MAXS) regarding a definitive
agreement for Jones' acquisition of Maxwell on the basis of a price
of $23.25 per share in cash. The transaction remains subject to the
successful negotiation of a definitive merger agreement and the
approval of the Maxwell board of directors. There can be no
assurance that further discussions or negotiations will lead to an
acceptable merger agreement between Jones and Maxwell or that the
proposed transaction will be consummated. In the event that a
definitive merger agreement is not entered into, Jones' offer will
be terminated unless Jones has received sufficient consents from
Maxwell's stockholders to replace the Maxwell board of directors on
or before this Friday, June 18, 2004, which is the last business
day prior to the termination of Jones' consent solicitation. Jones
Apparel Group, Inc. (http://www.jny.com/), a Fortune 500 Company,
is a leading designer and marketer of branded apparel, footwear and
accessories. The Company's nationally recognized brands include
Jones New York, Polo Jeans Company licensed from Polo Ralph Lauren
Corporation, Evan-Picone, Norton McNaughton, Gloria Vanderbilt,
Erika, l.e.i., Energie, Nine West, Easy Spirit, Enzo Angiolini,
Bandolino, Napier, Judith Jack, Kasper, Anne Klein, Albert Nipon
and LeSuit. The Company also markets costume jewelry under the
Tommy Hilfiger brand licensed from Tommy Hilfiger Corporation and
the Givenchy brand licensed from Givenchy Corporation, and footwear
and accessories under the ESPRIT brand licensed from Esprit Europe,
B.V. With over 30 years of service, the Company has built a
reputation for excellence in product quality and value, and in
operational execution. ************************** IMPORTANT
INFORMATION Investors and security holders are urged to read the
disclosure documents filed with the Securities and Exchange
Commission (the "SEC") from time to time, including the tender
offer statement filed on March 23, 2004 and the first supplement to
the tender offer statement filed on May 26, 2004, regarding the
tender offer by MSC Acquisition Corp. ("MSC") for all the
outstanding shares of Class A Common Stock, together with the
associated preferred stock purchase rights, of Maxwell. Investors
and security holders may obtain a free copy of the disclosure
documents (when they are available) and other documents filed by
Jones or MSC with the SEC at the SEC's website at
http://www.sec.gov/. In addition, documents filed with the SEC by
Jones or MSC may be obtained free of charge from Jones by directing
a request to Jones Apparel Group, Inc., 250 Rittenhouse Circle,
Keystone Park, Bristol, Pennsylvania 19007, Attention: Chief
Operating and Financial Officer. Jones filed a definitive consent
solicitation statement on April 21, 2004 with the SEC. Investors
and security holders may obtain a free copy of the definitive
consent solicitation statement and other documents filed by Jones
or MSC with the SEC at the SEC's website at http://www.sec.gov/. In
addition, documents filed with the SEC by Jones or MSC may be
obtained free of charge from Jones by directing a request to Jones
Apparel Group, Inc., 250 Rittenhouse Circle, Keystone Park,
Bristol, Pennsylvania 19007, Attention: Chief Operating and
Financial Officer. CERTAIN INFORMATION CONCERNING PARTICIPANTS
Jones, MSC and, in each case, certain of its officers, directors
and nominees for the directorships of Maxwell, among others, may be
deemed to be participants in the solicitation of Maxwell's
stockholders. The security holders of Maxwell may obtain
information regarding the names, affiliations and interests of
individuals who may be participants in the solicitation of
Maxwell's stockholders in the definitive consent solicitation
statement filed by Jones with the SEC on Schedule 14A on April 21,
2004. DATASOURCE: Jones Apparel Group, Inc. CONTACT: Wesley R.
Card, Chief Operating and Financial Officer, or Anita Britt,
Executive Vice President Finance, of Jones Apparel Group,
+1-215-785-4000 Web site: http://www.jny.com/
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