Destination Maternity Corporation Announces Destaggering of Board of Directors and Other Corporate Governance Changes

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Mon Nov 9, 2009 9:24am EST

Destination Maternity Corporation Announces Destaggering of Board of Directors
and Other Corporate Governance Changes
Company Also Announces its Intention to Recruit Two New Directors to the Board




PHILADELPHIA, Nov. 9 /PRNewswire-FirstCall/ -- Destination Maternity
Corporation (Nasdaq: DEST), the world's leading maternity apparel retailer,
today reported that it is destaggering its Board of Directors.  Since it
became a publicly traded company in 1993, the Board has consisted of three
classes, with members of each class elected for staggered three-year terms. 
Consistent with the growing trend among public companies, and in line with
corporate governance best practices, the Board will be destaggered so that all
directors will be elected annually, commencing with the 2010 Annual Meeting of
Stockholders (which is planned to be held in January 2010).  

The Company also announced that, subject to his re-election to the Board at
the 2010 Annual Meeting, Lee Hitchner will be appointed as the non-executive
Chairman of the Board, replacing Dan Matthias, the Company's co-founder and
former Chief Executive Officer, who will not be seeking re-election to the
Board at the Annual Meeting.  Mr. Hitchner has served as a member of the Board
since January 1994 and is currently a member of the Company's Audit Committee
and Nominating and Corporate Governance Committee.  Additionally, the Company
announced its intention to recruit two new directors for election to the Board
at the 2010 Annual Meeting of Stockholders.

The Company further announced that, subject to their re-election to the Board
at the 2010 Annual Meeting, Anne Kavanagh will be appointed as the Chair of
the Nominating and Corporate Governance Committee, and Arnaud Ajdler will be
appointed as the Chair of the Compensation Committee.  Ms. Kavanagh and Mr.
Ajdler have served as members of the Board since September 2006 and March
2008, respectively.  Ms. Kavanagh is a member of the Board's Audit,
Compensation and Nominating and Corporate Governance Committees. Mr. Ajdler is
a member of the Board's Compensation and Nominating and Corporate Governance
Committees and is a Senior Managing Director of Crescendo Partners II, L.P., a
significant stockholder of the Company. 

Ed Krell, Chief Executive Officer and Director of Destination Maternity,
commented on behalf of the Board of Directors, "The decision to destagger the
Company's Board and to have a non-executive Chairman aligns Destination
Maternity with best practices for corporate governance of public companies and
accountability to stockholders.   Destination Maternity joins the growing list
of U.S. firms that have decided that the best structure for senior leadership
of publicly traded companies is for the entire Board to be elected annually
and for the Board Chair to be a non-management director, enabling the board to
benefit from independent Board leadership."

Mr. Krell noted further, "We want to take this opportunity to thank Dan
Matthias for his contributions to the Company and his many years of leadership
as Chairman of our Board of Directors."

The Company also announced that it had entered into a letter agreement with
Crescendo Partners II, L.P. and certain of its affiliates, which sets forth
the parties' agreements and understandings concerning the nomination and
election of the Board.  The letter agreement is attached to a Form 8-K that
has been filed with the Securities and Exchange Commission.

Destination Maternity Corporation is the world's largest designer and retailer
of maternity apparel, using its quick response replenishment system to "give
the customer what she wants, when she wants it."  In the United States and
Canada, Destination Maternity operates, as of October 31, 2009, 1,698 retail
locations, including 722 stores, predominantly under the tradenames Motherhood
Maternity®, A Pea in the Pod®, and Destination Maternity®, and sells on the
web through its DestinationMaternity.com and brand-specific websites. 
Destination Maternity also distributes its Oh Baby by Motherhood® collection
through a licensed arrangement at Kohl's® stores throughout the United States
and on Kohls.com, and, beginning in October 2009, re-launched its Two Hearts
Maternity®  by Destination Maternity collection in Sears® stores and certain
Kmart® stores through a leased department relationship with Sears.  In
addition, Destination Maternity is expanding internationally and has entered
into exclusive store franchise and product supply relationships in India and
the Middle East.

The Company cautions that any forward-looking statements (as such term is
defined in the Private Securities Litigation Reform Act of 1995) contained in
this press release or made from time to time by management of the Company,
including those regarding corporate governance initiatives, involve risks and
uncertainties, and are subject to change based on various important factors. 
The following factors, among others, in some cases have affected and in the
future could affect the Company's financial performance and actual results and
could cause actual results to differ materially from those expressed or
implied in any such forward-looking statements: the impact of the current
global economic slowdown on the retail industry in general and on apparel
purchases in particular, our ability to successfully manage our various
business initiatives, our ability to successfully implement our merchandise
brand and retail nameplate restructuring, the success of our international
expansion, our ability to successfully manage and retain our leased department
and licensed relationships and marketing partnerships, future sales trends in
our existing store base, unusual weather patterns, changes in consumer
preferences and spending patterns, demographics and other macroeconomic
factors that may impact the level of spending for maternity apparel,  overall
economic conditions and other factors affecting consumer confidence, expense
savings initiatives, the impact of competition and fluctuations in the price,
availability and quality of raw materials and contracted products,
availability of suitable store locations, continued availability of capital
and financing, goodwill impairment charges, ability to hire and develop senior
management and sales associates, ability to develop and source merchandise,
ability to receive production from foreign sources on a timely basis,
potential stock repurchases, potential debt prepayments, changes in market
interest rates, war or acts of terrorism and other factors set forth in the
Company's periodic filings with the Securities and Exchange Commission, or in
materials incorporated therein by reference.


SOURCE  Destination Maternity Corporation

Judd P. Tirnauer, Senior Vice President & Chief Financial Officer of
Destination Maternity Corporation, +1-215-873-2278
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