KWD Kellwood

KELLWOOD COMPANY NOW RECOMMENDING THAT STOCKHOLDERS TENDER THEIR SHARES INTO THE OFFER ST. LOUIS, Feb. 11 /PRNewswire-FirstCall/ -- Kellwood Company (NYSE:KWD) today announced that it has entered into a merger agreement with Sun Capital providing for a prompt merger if Sun Capital's tender offer is successful on February 12, 2008, and upon the closing of the tender offer Sun Capital owns a majority of the Company's shares. The Board of Directors is now recommending that stockholders tender their shares into the offer. The Board considered a number of factors in making its decision, including its determination that the $21.00 price being offered is fair, the absence of superior bids, and the Company's belief that a majority of the stockholders intend to tender their shares. The merger agreement provides that Kellwood will remove all impediments to the tender offer that are in its control, so that Sun Capital's $21.00 per share cash tender offer can be consummated on February 12, 2008, subject to a sufficient number of shares being tendered in the offer such that, upon the closing of the offer, Sun Capital owns a majority of the Company's shares. The merger agreement also provides that once shares are paid for in the tender offer, Sun Capital will take control of the Kellwood Board of Directors. Kellwood further announced today that it is terminating its cash tender offer for up to $60,000,000 aggregate principal amount of its 7.875% Senior Notes due 2009 identified in the Offer to Purchase dated January 9, 2008. The Company said in its January 27, 2008 announcement that it intended to rescind the debt tender offer to allow Sun Capital's $21.00 per share cash tender offer to close on February 12, 2008 in the event that upon the closing of the offer, Sun Capital owns a majority of the Company's shares. "As a strong, private company, Kellwood will continue to execute on its strategic priorities to position the Company as a brand-focused marketing enterprise," said Robert C. Skinner, Jr., chairman, president and chief executive officer. Banc of America Securities LLC and Morgan Stanley & Co. Incorporated are acting as financial advisors, and McDermott Will & Emery LLP and Sonnenschein Nath & Rosenthal LLP are serving as legal counsel, to Kellwood. Kellwood's stockholders should read Kellwood's Solicitation/Recommendation Statement on Schedule 14D-9, as such Statement will be amended and filed with the Securities and Exchange Commission ("SEC") on February 11, 2008. Kellwood's Solicitation/Recommendation Statement sets forth the reasons for the position of the Kellwood Board of Directors and related information. The Solicitation/Recommendation Statement and other public filings made from time to time by Kellwood with the SEC are available without charge from the SEC's website at http://www.sec.gov/ or from Kellwood's website at http://www.kellwood.com/. About Kellwood Kellwood (NYSE:KWD) is a $1.6 billion leading marketer of apparel and consumer soft goods. Specializing in branded products, the Company markets to all channels of distribution with products and brands tailored to each specific channel. Kellwood brands include Vince(R), HOLLYWOULD(R), Phat Farm(R), Baby Phat(R), Sag Harbor(R), Koret(R), Jax(R), Democracy(R), Sangria(TM), Jolt(R), My Michelle(R), Briggs New York(R), Hanna Andersson(R), Onesies(R), Kelty(R), Royal Robbins(R) and Sierra Designs(R). Calvin Klein(R), XOXO(R), David Meister(R), Gerber(R), and O Oscar, an Oscar de la Renta Company, are produced under licensing agreements. For more information, visit http://www.kellwood.com/. MEDIA CONTACT: Donna B. Weaver VP Corporate Communications 212.329.8072 FINANCIAL CONTACTS: Samuel W. Duggan II VP Investor Relations and Treasurer Kellwood Company 314.576.8580 Joele Frank / Eric Brielmann / Jennifer Schaefer Joele Frank, Wilkinson Brimmer Katcher 212.355.4449 Allison Malkin Integrated Corporate Relations 203.682.8225 DATASOURCE: Kellwood Company CONTACT: media, Donna B. Weaver, VP Corporate Communications, +1-212-329-8072, , or financial, Samuel W. Duggan II, VP Investor Relations and Treasurer, +1-314-576-8580, , both of Kellwood Company; or Joele Frank | Eric Brielmann | Jennifer Schaefer, all of Wilkinson Brimmer Katcher, +1-212-355-4449; Allison Malkin of Integrated Corporate Relations, +1-203-682-8225, all for Kellwood Company Web site: http://www.kellwood.com/

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