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KEY
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Cygne Designs, Inc. Announces Preliminary Discussions to
Acquire a Denim Clothing Supply Business
Tuesday April 19, 6:00 pm ET
NEW YORK--(BUSINESS WIRE)--April 19, 2005--Cygne Designs, Inc. (OTC BB: CYDS.OB
- News) today announced that it is in preliminary discussions to acquire the
branded and private label denim clothing supply business of Commerce Clothing
Company LLC, a privately-held company principally owned by Hubert Guez. During
2004, Commerce Clothing, re-entered the market after being dormant for several
years, and is involved in the design, manufacture and sale of denim clothing.
Commerce Clothing had unaudited net sales of $17.4 million for the six months
ended December 31, 2004 and $13.4 million for the first quarter of 2005, and was
profitable in both periods. The preliminary proposed purchase price would be
approximately 12 million shares of Cygne common stock and a promissory note in
the approximate amount of $40-$50 million. In addition, Cygne would enter into a
supply agreement with a company controlled by the seller to manufacture denim
products to be sold by Cygne. Mr. Guez would have the right to nominate three
designees for election to Cygne's Board of Directors and may, under certain
circumstances, be deemed to be in "control" of Cygne. The discussions are at a
preliminary stage and the terms of the acquisition could change materially. In
addition, there can be no assurance that the transaction will be consummated.
Cygne Designs, Inc. is a manufacturer of private label women's career and casual
apparel with sales to retailers and wholesalers located in the United States.
Statements contained in this press release, which are not
historical facts, are forward-looking statements as that term is defined in the
Private Securities Litigation Reform Act of 1995. All forward-looking statements
are subject to risks and uncertainties, which could cause actual results to
differ from those projected. The transaction discussed herein is not yet
complete, may never be completed and/or could change materially from its present
form. In addition, past performance of Commerce Clothing Company LLC and its
branded and private label clothing supply business is no guarantee of future
performance, which future performance could be materially affected by known and
unknown risks, uncertainties and other factors which are difficult or impossible
to predict. Such risks, uncertainties and other factors include, but are not
limited to, uncertainty regarding the volume and value of future orders by
customers, future expenses and costs, changes in inventory value, continued
market acceptance of products, competition, and uncertainties relating to
economic conditions in the markets in which the company operates. Additional
risks and uncertainties are discussed more fully in the Company's Annual Report
on Form 10-K for the year ended January 31, 2004 and the Company's other filings
with the Securities and Exchange Commission.
--------------------------------------------------------------------------------
Contact:
Cygne Designs, Inc.
Roy E. Green, 212-997-7767
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