Liz Claiborne, Inc. Completes Offering of Convertible Senior Notes; Announces Exercise...

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Wed Jun 24, 2009 12:52pm EDT

Liz Claiborne, Inc. Completes Offering of Convertible Senior Notes; Announces
Exercise and Closing of Initial Purchasers' Over-Allotment Option in Full

NEW YORK, June 24 /PRNewswire-FirstCall/ -- Liz Claiborne, Inc. (the
"Company") (NYSE: LIZ) today announced it has completed its previously
announced offering of $90 million principal amount of its 6% convertible
senior notes due 2014 (the "notes"), which includes the exercise in full of
the initial purchasers' option to purchase additional notes on the same terms
and conditions. The Company received total net proceeds from the offering of
approximately $86.6 million, after deducting fees and offering expenses
payable by the Company.

The notes are unsecured, senior obligations of the Company, will pay interest
semi-annually at a rate of 6% per annum and will mature on June 15, 2014. The
conversion rate will initially be 279.6421 shares of the Company's common
stock per $1,000 principal amount of notes (equivalent to an initial
conversion price of approximately $3.576 per share of common stock), subject
to adjustment in certain circumstances. The initial conversion price
represents a conversion premium of 20% over the last reported sale price of
the Company's common stock on June 18, 2009 of $2.98 per share.  Holders of
the notes may convert their notes at their option under certain circumstances.
Upon conversion, the Company will deliver cash, shares of the Company's common
stock, or a combination of cash and shares, at the option of the Company.
Holders of the notes may require the Company to repurchase for cash all or
some of their notes upon the occurrence of a fundamental change (as defined). 
The conversion rate will be subject to a "conversion rate cap" in accordance
with the rules of the NYSE.  

The Company used the net proceeds from the offering (including proceeds from
the initial purchasers' exercise of the over-allotment option) to temporarily
pay down a portion of the outstanding borrowings under its amended credit
facility.

The notes were offered in the United States to qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"). The notes have not been registered under the Securities Act
and may not be offered or sold in the United States without registration or an
applicable exemption from the registration requirements.

This press release does not constitute an offer to sell or the solicitation of
an offer to buy the notes or any other securities, nor will there be any sale
of notes or any other securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction. 

Cautionary Note Regarding Forward-Looking Statements 
Information set forth in this press release contains forward-looking
statements involving a number of risks and uncertainties, many of which are
outside the control of the Company. The Company cautions readers that any
forward-looking information is not a guarantee of future performance and that
actual results could differ materially from those contained in the forward
looking information. The Company may change its plans, intentions, belief or
expectations at any time and without notice, based upon any change in the
Company's assumptions or otherwise. Forward-looking statements contained
herein include, but are not limited to, statements regarding the
implementation of our intended use of the proceeds from the offering and
possible adjustments to the conversion rate of the convertible senior notes.
While the Company believes that the assumptions concerning future events are
reasonable, it cautions that there are inherent difficulties in predicting
certain important factors that could impact the future performance or results
of its business. Among the factors that could cause results to differ
materially from those indicated by such forward-looking statements are:
general market conditions, risks associated with the general economic
conditions in the United States, Europe and other parts of the world; the
Company's ability to continue to have access on favorable terms to sufficient
sources of liquidity necessary to fund ongoing cash requirements, which access
may be adversely impacted by a number of factors, including, the level of the
Company's cash flows, which will be impacted by the level of consumer spending
and retailer and consumer acceptance of its products and the availability of
borrowings under the Company's amended and extended bank credit agreement;
further adverse changes in the Company's credit ratings, the Company's ability
to comply with the financial and other covenants and requirements included in
its amended and restated credit agreement; interest rate and exchange rate
fluctuations; risks associated with the appointment of Li & Fung as the
Company's primary global apparel and accessories sourcing agent and the
transfer of its sourcing function to Li & Fung; risks associated with the
Company's efforts to reorganize its Mexx Europe operations; and risks
associated with the Company's ability to execute successfully on its long-term
plans. Additional risks and factors are identified in the Company's Annual
Report on Form 10-K for the fiscal year ended January 3, 2009, in the section
entitled "Risk Factors," as updated in the Company's Quarterly Report on Form
10-Q for the fiscal quarter ended April 4, 2009 and in Exhibit 99.2 to the
Company's current report on Form 8-K filed on June 18, 2009, and the Company's
other periodic filings with the U.S. Securities and Exchange Commission. The
Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. 


SOURCE  Liz Claiborne, Inc.

Investor Relations, Robert J. Vill, Vice President-Finance and Treasurer, 
+1-201-295-7515, Robert_Vill@liz.com, or Media Relations, Jane Randel, Vice
President-Corporate Communications, +1-212-626-3408, Jane_Randel@liz.com, both
of Liz Claiborne, Inc.
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