J. Crew Announces Extension of Expiration Time in Tender Offer and Consent Solicitation Relating to Its 9¾% Senior Subordinated Notes
Chief Financial Officer
Owen Blicksilver PR
J. CREW ANNOUNCES EXTENSION OF EXPIRATION TIME IN TENDER OFFER AND CONSENT SOLICITATION RELATING TO ITS 9¾% SENIOR SUBORDINATED NOTES
NEW YORK (November 1, 2005) — J. Crew Operating Corp. (the "Company") today announced that it is extending its Tender Offer and Consent Solicitation (the "Offer") relating to its 9¾% Senior Subordinated Notes due 2014 (CUSIP No. 46612GAC1) (the "Notes"). The Offer will now expire at 9:00 a.m., New York City time, on January 23, 2006, unless further extended.
The Offer is conditioned upon, among other things, the satisfaction or waiver of all closing conditions contained in the underwriting agreement relating to the initial public offering (the "IPO") of the common stock of J. Crew Group, Inc., the Company's parent, other than those conditions relating to the consummation of the Offer. There has been a delay in the timing of the IPO and the management of the Company now believes the IPO will take place in early 2006.
Holders who have tendered their Notes pursuant to the Offer are being given the opportunity to withdraw their tendered Notes and revoke their consents to certain proposed amendments to the related indenture until 5:00 p.m., New York City time, on November 8, 2005 (the "Withdrawal Deadline"). Holders who validly withdraw their Notes and revoke their consents prior to the Withdrawal Deadline ("Withdrawing Holders") will not receive any consideration for their Notes. Withdrawing Holders who wish to re-tender their Notes and re-deliver their consents in order to receive the Tender Consideration (as defined in the Company's Offer to Purchase and Consent Solicitation Statement dated October 3, 2005 (the "Offer to Purchase")) must validly re-tender their Notes at or prior to the Expiration Time. The right to withdraw tendered Notes and the right to revoke consents will expire at the Withdrawal Deadline except under certain limited circumstances. If the Offer is consummated, holders who validly tendered their Notes prior to 5:00 p.m., New York City time, on October 14, 2005 and who do not withdraw their tendered Notes prior to the Withdrawal Deadline will receive the Total Consideration (as defined in the Company's Offer to Purchase and Consent Solicitation Statement dated October 3, 2005).
The Company has distributed to all holders of the Notes a supplement to its Offer to Purchase setting forth this amendment to the Offer in more detail. Holders who do not withdraw their tendered Notes prior to the Withdrawal Deadline, or Withdrawing Holders who re-tender their Notes prior to the Expiration Time, will be deemed to have consented to this amendment to the Offer.
Questions regarding the Offer should be directed to Goldman, Sachs & Co., the sole Dealer Manager, at 212-357-7867 or 877-686-5059 (Attention: Credit Liability Management Group). Requests for assistance or additional sets of the supplement or the offer materials may be directed to Global Bondholder Services Corporation, the Information Agent and Depositary for the Offer, at 212-430-3774 or 866-873-6300.
This press release shall not constitute an offer to purchase or a solicitation of acceptance of the Offer, which may be made only pursuant to the terms of the Offer to Purchase and related letter of transmittal. In any jurisdiction where the laws require the offer to be made by a licensed broker or dealer, the Offer shall be deemed made on behalf of the company by Goldman, Sachs & Co. or one or more registered brokers or dealers under the laws of such jurisdiction.
J. Crew Group is a nationally recognized retailer of men's and women's apparel, shoes and accessories. The Company operates 157 retail stores, the J.Crew catalog business, jcrew.com, and 45 factory outlet stores.