Pursuant to Section 36a of the Securities Law Regulations (Periodic and Immediate Statements) – 1970, and in response to the article published at Globes newspaper’s website on October 10, 2011 at approximately 17:00 (hereinafter, the “Publication”), the Company hereby announces that it is currently negotiating an agreement to purchase the jeanswear business of Jones Group, Inc (a US based publicly traded company), including several of its owned brands (contrary to the Publication, Gloria Vanderbilt is only one of them), the working capital, tangible property used in said business and a licenses to certain other brands related to the jeanswear business.
The Company estimates that the purchase price in the transaction will be an aggregate amount between 350 and 400 million USD. The purchase price may be adjusted above or below the said range following the conclusion of the negotiations and depending on the level of net working capital and additional adjustments.
It should be noted that the parties are still negotiating the terms of the transaction and that any definitive agreement between the parties, if and to the extent executed, may include different terms than those detailed above. There is no assurance that the negotiations will result in a definitive agreement being executed. The execution of a definitive agreement is subject, inter alia, to the conclusion of the negotiations with Jones Group and receipt of all required approvals by the parties. In addition, the execution of a definitive agreement is subject to the conclusion of the negotiations of financing arrangements between the Company and the Israeli and US financing banks (contrary to the Publication, only certain of the banks are Israeli, and the financing is not an mezzanine financing).
The Company estimates that the negotiations with Jones Group and the banks will be concluded or terminated within a month.
The submission of a report concerning the negotiations was delayed to date, in accordance with the terms of Section 36(b) of the Securities Law Regulations (Periodic and Immediate Statements) – 1970, and pursuant to the Company’s Board resolution that publication of the negotiations may prevent the completion of the transaction or significantly worsen the terms thereof.
If and when a definitive agreement is executed, the Company shall submit an immediate report as to the details thereof, as required by law.
This report does not refer to the accuracy of all other details mentioned in the Publication, which do not directly relate to the negotiations with Jones Group.