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Published on 2/12/2008 in the Prospect News Special Situations Daily.

Latest count shows 10.12 million shares tendered in Sun Capital's offer for Kellwood ending Tuesday

By Lisa Kerner

Charlotte, N.C., Feb. 12 - Sun Capital Securities Group, LLC urged Kellwood Co. shareholders to tender their shares in its $21-per-share offer for the company by the deadline of midnight ET on Tuesday to ensure prompt payment.

Shareholders who do not tender their shares in the offer will not receive payment until the merger has been completed, a process that could take several months, according to Sun Capital.

As of Feb. 11, 10,118,845 Kellwood shares had been tendered into the offer, a Sun Capital news release stated.

The number of shares tendered, when added to Sun Capital's existing 11.4% stake, represents some 57% of Kellwood's total outstanding shares.

Cardinal Integrated LLC, a Sun Capital subsidiary, began its unsolicited tender offer for all of the outstanding shares of Kellwood on Jan. 15.

It was previously reported that Sun Capital and Kellwood entered into a merger agreement that would give Sun Capital control of Kellwood's board of directors following the successful completion of the tender offer.

Kellwood said it was terminating its cash tender offer for up to $60 million total principal amount of its 7 7/8% senior notes due 2009 to allow Sun Capital's tender offer to end as scheduled on Tuesday.

Sun Capital had asked fellow Kellwood shareholders in an open letter to tender their shares in the offer, valued at some $762 million, including debt.

Kellwood is a St. Louis-based apparel and consumer soft goods marketer.


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