The PIPEwire

Ariel Imas, Karen Sterling and Braden Ferrari joined the investment banking firm Avalon Group, after having left Spencer Clarke. The group's focus is on raising capital for small publically traded companies and some private companies, consulting and mergers and acquisitions in consumer products and life sciences, Ferrari said in an email.

Ferrari is now co-president of capital markets in investment banking at New York-based Avalon along with Imas. Sterling is a managing director. Avalon has not arranged any PIPE financings of $1 million or more, according to PrivateRaise, DealFlow Media's data service.  Spencer Clarke has raised more than $64.3 million in at least 11 PIPEs since 2004.

Lynda Davey, Avalon Group Ltd.’s CEO, will be panelist member speaking at the "Global Asset Allocation Summit - Private Equity, Outlook For The Future," hosted by the Opal Financial Group.

Opal Financial Group is proud to present its annual global asset allocation conference, which is designed to explore strategies and techniques employed to augment returns and mitigate risk in global asset allocation. This event addresses asset allocation strategies relevant to Public Pensions, Endowments, Foundations, Taft-Hartley Funds and Family Offices.

Lynda will focus and discuss the future of private equity opportunities and trends.

Lynda Davey, Avalon Group Ltd.’s CEO, will be speaking at the "Private Equity Summit for Institutional Investors," hosted by the Opal Financial Group.

Opal Financial Group's Private Equity Summit For Institutional Investors is an event designed for institutional investors to address current trends in private equity, venture capital and leveraged buyouts. Set to take place in September 2008, this event will investigate a variety of investment avenues and the most effective strategies for investing in each. We will discuss such issues as private equity portfolio theory, fund of funds as an investment vehicle, private equity buyouts in emerging markets, real estate opportunities and pitfalls, fixed income alternative investments, international investing, and more. In addition, we will investigate operation and taxation issues, as well as valuation guidelines in order to keep attendees ahead of the curve for 2008.

Lynda will focus and discuss on how distressed investing can be a profitable investment strategy regardless of market conditions.

New York, NY - (MRketplace.com - Men's Retail Magazine) - "Entrepreneurs often react by gut instinct or the seat of their pants, not always getting a bang for the buck on their value assets..." - Jack Hendler

New York, NY - (Press Release) - Net Worth Solutions, Inc., a merger and acquisition advisory firm that provides investment banking services to the fashion industry, today formally announced the appointment of David M. Golden as Director of Advisory Services and Special Projects. (Link)

PSSST! ACCLAIMED AUTHOR, TAMARA MONOSOFF, SPILLS THE SECRETS OF MILLIONAIRE MOMS

Build-A-Bear Creator, Baby Einstein Founder and 15 Other High-Powered Women Share Personal Insight and Amazing Stories of Their Rise to the Top

Walnut Creek, California – May 1, 2007 – Today Mom Inventors, Inc. announces the eagerly anticipated Secrets of Millionaire Moms, published by McGraw-Hill, will be on book shelves nationwide May 2007. The Secrets of Millionaire Moms, How They Turned Great Ideas into Booming Businesses and How You Can Too by Tamara Monosoff shares the exciting and inspiring entrepreneurial stories of 17 women who turned kitchen-table businesses into million-dollar companies ranging from $5 million to $350 million!

Authored by Tamara Monosoff, founder and Chief Executive of Mom Inventors, Inc., The Secrets of Millionaire Moms provides thoughtful inspiration and success formulas for turning ideas into profit. Monosoff interviewed one-on-one with 17 select and highly successful women; who provide an inside look at the challenges and successes they faced building thriving businesses. The book’s core business concepts are supported by the women who offer priceless advice on everything from financing an idea, to creative marketing, and they discuss the juggling act between work and family. 
The book features incredible stories and insider tips from:

• Julie Clark; sold Baby Einstein to Disney for millions of dollars

• Maxine Clark; CEO of the mega-business Build-A-Bear Workshop

• Lane Nemeth; creator of Discovery Toys and now Petlane.com

• Victoria Knight; 2nd grade school teacher turned inventor of Airborne Health

• Lillian Vernon; the woman behind the Lillian Vernon catalog

• Rachel Ashwell; CEO of Shabby Chic

• Teri Gault; creator of The Grocery Game

• Jeanne Bice; QVC favorite, The Quacker Factory

• And much more

Author Tamara Monosoff is a successful business woman herself, as a mom inventor and founder and CEO of Mom Inventors, Inc, a company that produces and distributes products made by moms. Her first book, The Mom Inventors Handbook: How to Turn Your Great Idea into the Next Big Thing was a best seller and she is also an ‘Ask the Expert’ columnist for Entrepreneur.com. 
From examining the sport of managing family and finances to delving into raising capital, Monosoff explores all aspects of starting and growing a business – the struggles and the successes. Her “Million Dollar Secret” tip boxes placed throughout the chapters offer practical advice, personal encouragement, and motivation from the women she interviewed.

The Secrets of Millionaire Moms, How They Turned Great Ideas into Booming Businesses and How You Can Too will be available in May, 2007 at major book stores and through Amazon.com $16.95, McGraw-Hill.

For more information or to schedule an interview, contact Ann Noder, Public Relations/Orca Communications Unlimited, LLC, (480)248-0012, Ann@OrcaCommunications.com 

New York, NY - (Press Release) - Prominent New York-based merger and acquisition firm Net Worth Solutions, Inc., provides investment banking, strategic alliance, and a complete range of M&A advisory services to the fashion industry including apparel, footwear, home furnishings, accessories, jewelry, and other mid-cap retail manufacturers and wholesalers. (Link)

New York - (Home Textiles Today) -  Li & Fung USA's newly acquired Homestead fashion bedding division will debut Royal Velvet and Cannon bedding lines during this February's market week, according to David Greenstein, who now heads the division. Most of the division's assets were bought out of bankruptcy last week.

"You know Homestead, we look at things differently. And this is right at the sweet spot of our expertise," Greenstein said in a telephone interview from the company's Seattle office, which is slated to be closed. "We really think that the decorative part of bed is what leads brands."

Royal Velvet and Cannon will join Homestead's "microbrands," which along with its private label and hospitality businesses form the core of Homestead's top line. Homestead is on track to generate volume of about $50 million this fiscal year, Greenstein said.

Greenstein has lusted after the former Pillowtex brands for years and was part of a group that unsuccessfully bid for Royal Velvet, Cannon, Fieldcrest, and Charisma in Pillowtex's own Section 363 bankruptcy action in 2003. The winning bid of $120 million, more than double that original stalking horse bid, went to GGST, LLC, a consortium of private equity interests that then became Official Pillowtex LLC. Royal Velvet and Cannon were then licensed to Li & Fung.

The irony that he will now manage those brands has not been lost on Greenstein.

"I think it's good. It's an interesting confluence of abilities," he said of the acquisition. "They've got certain skill sets and we have certain skill sets and I think [the combination] could be amazing. And the market certainly needs some new leadership."

Li & Fung made an initial payment of $8.9 million  70% of the total price, which is north of $12 million  during the Homestead sale closing, which came after a scheduled Section 363 auction was ratified by a federal bankruptcy judge here.

The auction itself never actually occurred, Greenstein said, but represented the result of negotiations "on the steps of the court" between stalking horse Li & Fung and Homestead's largest secured creditor, DDJ Capital Management, which had threatened to compete in the auction by credit bidding. Most of the payments in the transactions will be made directly to DDJ, according to court documents, with other creditors  including the unsecureds  variously accounted for in the purchase agreement.

"Maybe I expected a little more interest in Homestead from third parties," Greenstein opined. "But I think people realized that this model needs a lot of working capital. So I was surprised there weren't more active bidders."

"In this industry, everyone is a seller" and there are very few buyers, he added.

The resulting purchase price of about $12 million, based largely on inventories, goodwill, trademarks and license agreements, represents a premium ranging from 54% to about 65% of the original stalking horse bid of about $7.8 million. Greenstein said inventory valuations rose from 43% to 65% and goodwill increased from about $250,000 to $1.64 million in the final sale agreement.

The precise purchase price appears slightly elastic since it must be finally determined through an accounting process.

Greenstein said the higher purchase price will have no impact on Li & Fung's working capital requirements for Homestead.

A 363 auction, which has become popular in corporate bankruptcies, occurs independently of a normal Chapter 11 reorganization plan, which may or may not proceed afterward. It permits the judge in the case to "cram down" aspects of a reorganization of the estate but becomes a de facto liquidation of the predecessor company, and permits the surviving entity to emerge free and clear of its prior obligations.

"I think it was an amicable and good solution for everyone," Greenstein summed up.

Homestead was the last piece of the London Fog Group to be sold off following that company's Chapter 11 filing last March.

Li & Fung USA president Rick Darling issued an e-mailed statement referring to Greenstein and his team as industry "thought leaders" and hailing the acquisition as another step in his company's evolution in U.S. home textiles.

NEW YORK - (WWD) - Jane Cosmetics wants to up its standing in the mass market with the help of a cash infusion from two private equity groups. The Company has linked arms with Stone Canyon Venture Partners, with holdings that include the luxury gifts retailer Gump's and The Walnut Group, an investor in the consumer brands such as Build-A-Bear, and in entertainment ventures, including the Broadway productions of Hairspra and Jersey Boys, to build Jane into an aspirational brand with ties to the entertainment world.

The beauty firm's President and Chief Executive Officer, Lisa Yarnell, said the multimillion-dollar fund is intended to fuel Jane's growth into a top 10 mass market cosmetics brand. Jane as we know it will have a lot more capital for advertising, retail tie-ins, and promotions and product development, said Yarnell. We had disappointed retailers in the past, where we couldn't grow as fast as they wanted us to grow, she added.

Yarnell, along with a silent investor, purchased the fledging cosmetics brand from the Estee Lauder Cos. In 2004, and spent the next year repositioning it from a teen brand to a value line tailored to women 19 to 39 years old.

The brand, which generated less than $20 million in sales in 2004, had lost favor with retailers once the teen cosmetics trend bubble burst. As a result, its store count had dwindled to 7,500 doors. Today, the brand is housed in 2-foot to 3-foot displays in roughly 10,000 doors, and Yarnell expects the company to reach $50 million in sales within the next two years. We think that Jane can touch a lot of people who have moved from department stores to drugstores, said James M. Gould, Managing General Partner of The Walnut Group, which also invests in the spa Skinklinic. The brand has untapped potential. We just have to establish its story and differentiate it from other brands on the shelf.

The company will rely on board members, who include Gould; John A. Davis, Founder, Chairman and Chief Executive Officer of Davis Entertainment Co.; Frederic H. Mayerson, Chairman and Managing General Partner of The Walnut Group, and Michael J. Seibert, founding member of Stone Canyon Venture Partners. Yarnell intends to take advantage of their connections to Hollywood and Broadway. She noted that the two investment firms are interested in introducing Jane products to film and theater makeup artists and finding an up-and-coming actress to be the face of the brand.

Yarnell said, We are going to be making sure customers know who we are.

Avalon Group Ltd. was financial advisor and Wachtel & Masyr LLP served as legal advisor to Jane & Company LLC.

NEW YORK & PORTLAND - (BUSINESS WIRE) - The London Fog Group announced today that as part of its financial restructuring pursuant to its Chapter 11 reorganization, the company has agreed to sell its Pacific Trail outerwear business and related brands to Columbia Sportswear Company for $20.4 million plus the assumption of certain services. The agreement is the culmination of a public auction held yesterday in which Columbia was the highest bidder. The sale is effective today. London Fog Group also announced that its $40 million in debtor-in-possession (DIP) financing provided by Wachovia Bank, N.A. has been approved by the Bankruptcy Court. The DIP financing is intended to support London Fog Group's working capital needs during its reorganization.

In an effort to secure sufficient working capital to properly fund its core operations, on March 20, 2006 London Fog Group filed a voluntary petition to reorganize under Chapter 11 of the United States Bankruptcy Code. The sale of Pacific Trail represents a major step in the Company's plan to improve its financial position. London Fog Group continues to operate its businesses under Chapter 11, as it implements its restructuring.

David Greenstein, CEO of the London Fog Group, commented; "The divestiture of our Pacific Trail business represents a major step in our plan to financially restructure London Fog Group. We were very pleased by the broad interest in and active bidding for the Pacific Trail business. We believe the transaction is in the best interests of Pacific Trail and the talented team of professionals that lead the business. Columbia is the ideal company to continue building on the success of the Pacific Trail and related brands this season and going forward."

Trademarked brands included in the sale are Pacific Trail(R), Pac-Tech(R), Towne(R), Outdoor Unlimited by Pacific Trail(R), Black Dot and Moonstone(R).

New York-based Avalon Group Ltd. represented the London Fog Group and facilitated the auction process in conjunction with the Bankruptcy Court.

Pacific Trail is a quietly powerful brand with an 60-year tradition of quality in the outerwear and sportswear world, and roots as an authentic Northwest lifestyle brand. The brand has a powerful emotional connection to the rugged outdoor life and leisure of the Pacific Northwest, and a prominent position at major national retailers and has built a national reach and possesses a particularly attractive base of personnel, brands and assets targeting the outwear, sportswear, footwear and home textile markets. Pacific Trail is currently growing its consumer presence and retail footprint with additional licensing and new product development.

Following the completion of the Pacific Trail sale, the London Fog Group will be comprised of two principal operations:

London Fog is a great American apparel brand, ranked #32 of the top 100 brands by Women's Wear Daily. Created in the 1920s, London Fog became the ubiquitous symbol of American rainwear with the introduction of the classic trench. Today, London Fog is being made into a powerful must-have global lifestyle brand in the designer tier, showcased in the most prestigious retail venues and with the highest caliber product in fashion, accessories, outerwear and fragrance.

Homestead is the premier designer and manufacturer of home fashions in the U.S. today. The company has extensive experience in a wide range of home textiles for major designers and private label brands. The Homestead portfolio includes brands such as Angela Adams, Collier Campbell, Nancy Koltes, Dreams by Peacock Alley, Preston Bailey, Jeffrey Bilhuber, The Art of Home Ann Gish, Cubanitas, MaryJane Butters, Pacific Trail Home and others.

(Press Release) - Norstan Apparel Shops, Inc., which does business under the name of "Fashion Cents", announced today that it has entered into an agreement to sell substantially all of its store locations, inventory and other assets to Fashion Cents Acquisition, LLC, for approximately $14 million in cash plus the assumption of more than $12 million of operating lease liabilities, in a transaction that must still be approved by the Bankruptcy Court and the company's major creditors. -Avalon Group, Ltd. is representing Fashion Cents Acquisition, LLC in this transaction.

Norstan is a leading fashion retailer of women's apparel and accessories to low and middle income consumers. The company operates approximately 230 stores under the "Fashion Cents" name in 20 states in the South, Midwest and Mid-Atlantic regions.

Norstan has been operating under Chapter 11 of the Bankruptcy Code since April 8, 2005. Abacus Advisors has been assisting Norstan in the process of locating an acquisition partner and has conducted extensive marketing efforts which will culminate in an auction to determine whether other parties, individually or in the aggregate, are willing to pay more than the current proposal.

"The proposed acquisition, which is subject to higher and better offers, is certainly the best option currently available to Norstan," observed Alan Cohen, chairman of Abacus. "The deal will provide cash to creditors, jobs for employees, and a continued presence of "Fashion Cents" stores in most of the communities they currently serve," continued Mr. Cohen.

Lynda Davey, Avalon Group Ltd.’s CEO, will be speaking at the "Second Global Textile Economic Forum," sponsored by the China National Textile and Apparel Council. The forum will be held in Beijing on March 28, 2005. The theme, "Post Quota Times: Textile & Garment Sourcing in China", is an exploration of the new economic order for the textile and garment trade and ways to expand global channels in the textile sector.

Lynda will focus on the impact that the end of quotas will have on cross-border M&A and joint venture activity among Chinese and U.S. apparel and retail companies. Conference information is available at www.ctei.gov.cn/english/adv/2005forum/lt-introduction.htm Attendees will include both national and international economic and government groups, importers, wholesalers, retailers, and textile and apparel companies. We look forward to sharing insights gained at the conference.

New York, NY - (Billboard.com) -  InMotion, the retail chain that rents and sells portable electronics and movies, has purchased AltiTunes, which sells music, in a deal that will create a $40 million chain with 53 locations in airports across the United States.
Michael Freedman, co-founder of Jacksonville, Fla.-based InMotion, says the deal allows the chain to "create a one-stop shopping experience for all forms of entertainment for people on the move."

InMotion rents portable DVDs and movies to travelers, who return the products via FedEx. The AltiTunes deal will allow stores in both chains to offer a product mix that includes movies, music, portable electronics, games and headsets. But it will apparently take several months to integrate the two chains, starting in April.

InMotion says it expects to create national, regional and local in-store promotions that leverage the 300 million people that are exposed to the brand annually.

Of the 53 stores between the two concepts, 50 are in U.S. airports, two are in international airports, and AltiTunes has a store in the Grand Central Terminal in New York.

Jacksonville, FL - (Press Release) - InMotion Pictures, the company that rents and sells portable electronics, movies, and accessories at airports has entered into a purchase agreement with AltiTUNES Partners, LP to bring one-stop shopping for portable entertainment to travelers in airports across North America. AltiTUNES was founded by Amy Nye Wolf, CEO, in 1994, and currently has 27 locations. AltiTUNES is the leading retailer of music, movies and electronic accessories in airports throughout the country. The new combined entity will be known as InMotion Entertainment, and has an initial store base of 53 locations (50 US locations, 2 Canadian locations, and a location at Grand Central Terminal in New York). I am very proud of what AltiTUNES has accomplished over the last ten years, says Ms. Wolf. This combination is a classic example of the sum of the parts being much greater than the two independent companies. It is a win-win strategy for our customers, employees, airports and vendors. In addition to the 53 combined locations, InMotion Entertainment currently has 9 new locations under development.

InMotion Pictures is currently the leader in portable DVD player and movie rentals in airports. Customers may choose from numerous rental options at any InMotion Pictures location, or receive movies and players directly from InMotion Pictures via FedEx. InMotion Pictures anticipates that rental will be available at all 53 locations by the second quarter of this year. In addition to being the leader in portable entertainment rentals, InMotion Pictures also sells portable electronics, accessories, and software such as DVD players, digital cameras, camcorders, and movies. The acquisition enables the combined entity to expand its retail mix to include a broad selection of music software, portable music hardware and video games, including digital downloads. These additions, along with a myriad of rental options available to travelers, will further enhance InMotion Entertainment's projected revenue of $40 million in 2005. Our intention and goal is to leverage our new and improved mix of entertainment with the expanded access our customers are demanding, and top it off with the superior InMotion Entertainment customer experience, said David Kight Co-Founder of InMotion Pictures.

InMotion Entertainment expects to launch a number of new products in 2005, including digital photo print kiosks, personal digital device rentals (including content for music, TV programming, and business seminars), GPS rentals, and more. Many of these products are currently in testing stages at several InMotion Pictures locations and will complement the successful '04 fourth quarter launch of the company's movie rental subscription service.

The Avalon Group, Ltd., an investment banking boutique based in New York, represented AltiTUNES Partners, LP on this transaction. The Mercanti Group, LLC represented InMotion Pictures, LLC.

Winnipeg, Manitoba - (Press Release) - Gendis Inc. (TSX:GDS) announces the sale today, for nominal consideration, of all of the shares of its wholly-owned subsidiary SAAN Stores Ltd. to SAAN Acquisition Corp. of Toronto, Ontario. SAAN Acquisition Corp. represents an investor group experienced in retail operations and financing world-wide, which is associated with Avalon Group, Ltd. of New York City.

Earlier this week, Gendis announced that it designated SAAN as a discontinued operation due to the expectation of its sale in the fourth quarter, and recorded the fair value of SAAN at nil, with a resulting write-down of $38.9 million after estimated selling costs. Gendis also, earlier this week, disclosed its potential exposure under lease guarantees, consequential upon sale of SAAN. Gendis now expects the selling costs to increase by an additional $700,000 as a result of concluding the sale of SAAN. Under the terms of the sale agreement, Gendis has agreed to advance a $2 million interest-bearing loan to SAAN on a secured basis late in the first quarter of fiscal 2006.

The lawsuit commenced by a prospective purchaser has been discontinued without costs.

Gendis has now exited the retail industry and, other than as noted above, faces no additional exposure

New York, NY - (Press Release) - Nina McLemore, Inc., announced today that it has closed on $3.7 million of growth financing. Nina McLemore, Inc. is a designer women's clothing company that markets to successful executives, professionals and community leaders through a focused direct sales force and better specialty stores. The company will use the funds to expand its client base and direct distribution channel.

The $3.7 million venture financing was led by Aperture Venture Partners, LLC, and includes investments from Chazen Capital Partners, founded by Jerome Chazen, co-founder of Liz Claiborne, Inc., Slater Equity, and individual investors who are experts in the apparel and retail industry.

"Nina McLemore, Inc. is at a very attractive stage in its growth cycle." said Paul E. Tierney, Jr., Managing Director of Aperture Venture Partners. "Nina and her management team have proven track records in the fashion business. The strong consumer response over the last two years has demonstrated Nina McLemore's appeal. We look forward to partnering with Nina and her team to help realize the company's exceptional growth potential."

"Nina McLemore epitomizes today's Leading Edge women business owners who are much more likely than men and women in general to take financial risks, especially when it comes to expansion capital for their businesses." said Sharon Hadary, Executive Director of the Center for Women's Business Research, based on their latest research on women business owners seeking growth capital.

As business owners, high-ranking executives, and "community professionals," many women have been disappointed by the fashion industry's failure to meet their needs for designer level clothing appropriate for their active business, travel and social schedules.

Nina McLemore's line of clothing has received enthusiastic response from these women executives and high net worth active women, in large part due to her strategic approach that combines designer-quality fabrics and workmanship in simple, elegant styles with a direct sales model.

"These are the clothes I have always been looking for...beautiful fabrics, well made in styles that are distinctive and still easy to wear and take care of...an unusual combination. They fit well, travel well, and always make me feel great!" said Nancye Green, founder of Donovan/Green, a branding consultancy, and EQmedia, building brands in drtv. "From a retail perspective, Nina's direct approach certainly streamlines the value chain between the manufacturer and the consumer, which is particularly important today." said Dr. Myra Hart, professor at Harvard Business School and co-founder of Staples, Inc. "The direct sales approach provides excellent consumer feedback, personalized service, and an attractive shopping environment."

With almost half of the privately held businesses in the United States majority-owned and operated by women and generating nearly $2.3 trillion in sales [1], entrepreneurial women now represent an important economic powerhouse. By making clothing available through trunk shows and better specialty stores, Nina McLemore is able to provide service and convenience in a more intimate setting better suited than a department store to these women's preference for convenience and service when making consumer purchases.

"I founded Nina McLemore, Inc. to focus a designer collection on a large and fast growing demographic of successful and wealthy women who have been frustrated by the lack of clothing designed for them. In 2002, we launched in only four cities," said Nina McLemore, CEO and founder of Nina McLemore, Inc. "Based on the response of the thousands of women I have met across the country, we have been able to quickly expand the business to almost 30 markets in less than two years. We have clearly met an untapped need in the marketplace and are able to provide an income opportunity for many women who need or want to work and require flexible schedules."

Avalon Group, Ltd. a private New York based investment bank represented Nina McLemore, Inc. in arranging this growth financing. Avalon's principals own a portion of the company.

About Nina McLemore, Inc. Nina McLemore, Inc. designs high-quality clothing in simple, elegant styles that fit contemporary, successful executive women and women who are active in their communities. The Collection is sold on an exclusive basis through select better specialty stores and to private customers through exclusive sales consultants. Made of mostly natural fibers from the finest European mills, the fabrics are chosen for their luxurious textures, elegant design, quality and ability to withstand rigorous travel schedules. The Collection emphasizes jackets that transform an outfit with a timeless style. Prices range from $65 to $900, and represent a better value compared to more expensive designer collections.

Nina McLemore is the founder of Liz Claiborne Accessories and was a member of the Executive Committee at Liz Claiborne, Inc. She was previously V.P. GMM of May Department Stores International and co-Founded Regent Capital Partners. She is an active supporter of women in business and is the former Chair of the Center for Women's Business Research and Fashion Group International. She is a founding member of The Committee of 200, a member of Women's Presidents Organization, The Financial Women's Association, the International Women's Forum, and World President's Organization. She is a frequent speaker and mentor to young women, and has a passion for helping women succeed. Her greatest personal accomplishment is climbing Mt. Kilimanjaro.

About Aperture Venture Partners, LLC Aperture Venture Partners is a venture capital group committed to working with exceptional entrepreneurs to tackle significant problems and create major new opportunities. Aperture works with companies across a variety of sectors, including healthcare, consumer industries and business services.

Boston, MA - (Press Release) - The Gillette Company announced today that it has signed a definitive agreement to acquire the Rembrandt brand of at-home and professional teeth-whitening products from privately held Den-Mat Corporation of Santa Maria, California.

The transaction, expected to be completed in the second quarter, is subject to custom regulatory and other closing conditions. Financial terms were not disclosed.

"Rembrandt is a well-established, premium-priced whitening brand with strong consumer loyalty and excellent U.S. retail distribution and shelf position," said Bruce Cleverly, president, Gillette Oral Care. "While we will continue to focus on Oral-B's core franchise in manual and power brushing, this acquisition places us in the dynamic whitening segment that will be a platform for future growth."

With its Oral-B products, The Gillette Company is a worldwide leader in the $5 billion total brushing market. The brand includes manual and power toothbrushes for adults and children, oral irrigators and oral care centers and interdental products such as dental floss. Oral-B manual toothbrushes, the foundation and largest category of The Gillette Company's oral care business, are used by more dentists and consumers that any other brand in the U.S. and many international markets.

The Rembrandt product portfolio includes whitening toothpastes, bleaching kits, mouth rinses and breath fresheners for consumer and professional use. Rembrandt is a division of Santa Maria, California-based Den-Mat Corporation, one of the leading manufacturers of cosmetic restorative dentistry and bio-medical products including the fast-growing Cerinate TM brand of porcelain laminates, which offer people a painless way to reshape their smiles. Den-Mat was founded in 1974 by Dr. Robert Ibsen, a practicing dentist.

Headquartered in Boston, The Gillette Company is the world leader in male grooming, a category that includes blades, razors and shaving preparations. Gillette also holds the number one position worldwide in selected female grooming products, such as wet shaving products and hair epilation devices. In addition, the Company is world leader in alkaline batteries.

Avalon Group, Ltd., a New York based investment bank, represented Den-Mat, Corporation in its divestiture of the Rembrandt brand and Goldman Sachs, Inc. represented The Gillette Company in the acquisition.

(The New York Times) - Harry Adjmi, owner and operator of a successful manufacturing company and investor in various other consumer goods companies and extensive real estate holdings, has formed a new company, Jane & Company, LLC, with Lisa Yarnell, a mass market health and beauty executive with over 25 years experience in consumer packaged goods, cosmetic and fragrance industries. Together, they have purchased the Jane cosmetics business from The Estee Lauder Companies Inc.

Adjmi notes, "Our approach will be the first true integration of our knowledge of a young, junior fashion customer applied to the mass marketing of a strong cosmetic brand. We know Jane. We understand Jane -- because we know this customer." Since 2002, Adjmi has increasingly been focused on investments in brands including Buster Brown, Pillowtex, XOXO and Nina McLemore, LLC.

Ms. Yarnell has experience with companies such as Colgate Palmolive, Benckiser Consumer Products, Inc. (Coty, Inc.) and Renaissance Cosmetics, Inc. She has been responsible for worldwide cosmetics and fragrance brands such as Fetish for teen girls and Tinkerbell for tweens.

Adjmi and Yarnell plan to build Jane into a major brand in the cosmetics category. "This is a major growth period for Jane's target age group, girls ages 15-29, and Jane cosmetics deliver the perfect combination of high quality products with great fashion sense at a value price," Yarnell adds. "Harry and I feel strongly that the time is now for Jane to grow and expand to its full potential. "We have been extremely impressed with the professionalism and integrity of The Estee Lauder Companies and their employees," Adjmi adds. "As Lisa and I ready to prepare our plans for Jane, we are surrounding ourselves with an impressive group of talented individuals -- to attract new consumers and heighten the Jane brand awareness worldwide."

By Laura Klepacki

(WWD) - The Estee Lauder Companies has ended its six-and-a-half-year experiment with the mass beauty market. As anticipated, the company on Monday said it has sold its Jane Cosmetics teen brand. The new parent is Jane & Company, LLC, a joint venture recently formed between brothers Harry and Alex Adjmi, owners and operators of the apparel company One Step Up, and Lisa Yarnell, a longtime mass market beauty executive whose experience includes stints at L'Oreal, Coty and Renaissance Cosmetics. The purchase price was not disclosed.

Harry Adjmi is chairman and Yarnell is president and chief executive officer. Yarnell will be running the business out of Jane's Baltimore, MD., headquarters, replacing Todd C. First, who had been general manager of Jane under Lauder. Yarnell said Monday that her first order of business would be to meet with retailers "to learn what the concerns and issues are, so we can reinvigorate mass efforts towards it." Jane remains in 2,200 Wal-Mart doors, 250 Target doors and a smattering of drugstores. Yarnell believes it's possible to rebuild Jane's retail sales, which have sunk under $25 million from a high of $50 million a few years ago. "I don't see why Jane can't be a $100 million brand," she declared. Industry observers say Lauder underinvested in Jane, but the brand's sales also were hurt by a flood of competitors into the teen cosmetics market.

Adjmi, who sells private label apparel lines to discounters like Wal-Mart and K-mart, as well as specialty and department stores, said the intention is to broaden the brand base and maybe launch a fragrance and accessories to complement the cosmetics, he said.

A New York showroom is being created for Jane, which Yarnell described as offering, "high-quality products with a fashion sense at a value price."

Lauder surprised the industry when it snapped up Jane in September 1997, taking the prestige vendor into the mass-market segment for the first time. Jane Cosmetics was a darling of mass retailers in the beginning, for it was the first dedicated teen color brand, and it was hoped that it would unlock sales in an expanding market segment. A heartfelt, spirited brand with a bit of sassiness, it was launched in 1994 as an offshoot by the Sassaby Company, a maker of cosmetics boxes. The line awakened other marketers to the swelling ranks of teen consumers and the strength of their buying power.

Up until then, Cover Girl, a general market brand that enjoys a teen following, and Bonnie Bell, a youth brand with an emphasis on flavored lip items, were the brands most directly connecting with young shoppers. The introduction of Jane inspired a flood of teen and tween brands that followed, such as Caboodles and Fira, along with a host of private label youth collections.

From the beginning, Lauder had big visions for Jane. Chairman Leonard Lauder said in 1997 that what drew Lauder to Jane was the company needed a brand with more modest price points to help it break into emerging markets such as China and India. Another intention was to use Jane as a learning vehicle and as a wedge into the $3.5 billion mass color market. When acquired, Lauder initially retained Jane's founding managers Don Pettit and Howard Katkov to guide its growth, but over time, both were quietly eased out of Lauder organization as high-level Lauder management began weighing in on the brand.

"I think we learned that each of the major cosmetics channels, be they direct, mass or prestige, has certain skills and the fact that we are in the cosmetics business doesn't necessarily give us the data bank to compete in every channel, "Daniel Brestle, a group vice president at Estee Lauder, said in an interview Monday. "Jane was a business we looked at to give us exposure to the [mass] channel. I thought it was a great experience for those of us here, but at the end, strategically, it was never going to be as big was what we wanted." Brestle noted that the brand's general manager, Todd First, "had done a terrific job" over the past two years. Brestle said the Jane brand that was sold was a well-run organization with high-quality products. But in the end analysis, he said, Lauder's core competence is in service environments. Said Brestle: "We do that pretty well."

LEXINGTON, Ky - (PR Newswire) - Tempur-Pedic International Inc. announced today that the initial public offering of 18,750,000 shares of its common stock was priced at $14.00 per share, for a total offering of $262,500,000. Of the 18,750,000 shares being offered, the Company is selling 6,250,000 shares and 12,500,000 shares are being sold by certain of the Company's stockholders. The Company expects the shares to begin trading on the New York Stock Exchange under the symbol "TPX".
Tempur-Pedic International Inc. is a vertically-integrated manufacturer, marketer and distributor of premium mattresses and pillows made from its proprietary Tempur visco-elastic foam. Products are sold in 54 countries under the Tempur� and Tempur-Pedic� brands.

The net proceeds to be received by the Company will be approximately $81,812,500, before transaction costs. The Company expects to use the net proceeds to pay down debt, including approximately $52,500,000 aggregate principal amount of the 10-1/4 % Senior Subordinated Notes due 2010 issued by certain of the Company's subsidiaries. The Company will not receive any of the proceeds from the sale of shares of common stock by the selling stockholders. The underwriters also have an option to purchase up to an additional 2,812,500 shares from the selling stockholders.

Lehman Brothers Inc. and Goldman, Sachs & Co. are joint book-running managers on the offering. A copy of the prospectus relating to the offering may be obtained at www.sec.gov or from Lehman Brothers' prospectus department at 745 Seventh Avenue, New York, New York 10019, or by phone at (212) 526-7000, and from Goldman, Sachs & Co. at Prospectus Department, 85 Broad St., New York, NY 10004, or by phone at (212) 902-1171. UBS Investment Bank and Citigroup are co-managers of this offering along with CIBC World Markets and U.S. Bancorp Piper Jaffray.

A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission and was declared effective on December 17, 2003. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer or sale will be made only by means of the written prospectus forming a part of the effective registration statement.

Certain statements in this press release may constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. When used herein, the words "believes", "expects", "plans", "estimates" and similar expressions are intended to identify forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance and achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.