-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A2XtNu/B1H9ORyliAHoBclZYfoEEbH5wIF22q7UrIufkre3Qci5F2gB4zynLz5QG VmPSJ7pbwvcykgK8RniGrg== 0000874016-06-000036.txt : 20061128 0000874016-06-000036.hdr.sgml : 20061128 20061128092709 ACCESSION NUMBER: 0000874016-06-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061128 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061128 DATE AS OF CHANGE: 20061128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JONES APPAREL GROUP INC CENTRAL INDEX KEY: 0000874016 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 060935166 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10746 FILM NUMBER: 061240785 BUSINESS ADDRESS: STREET 1: 250 RITTENHOUSE CIRCLE STREET 2: KEYSTONE PK CITY: BRISTOL STATE: PA ZIP: 19007 BUSINESS PHONE: 2157854000 MAIL ADDRESS: STREET 1: 250 RITTENHOUSE CIRCLE CITY: BRISTOL STATE: PA ZIP: 19007 8-K 1 nov2806.htm FORM 8-K Form 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):
November 28, 2006

 

JONES APPAREL GROUP, INC.
(Exact Name of registrant as specified in its charter)

 

Pennsylvania


(State or Other Jurisdiction of Incorporation)

1-10746


(Commission File Number)

06-0935166


(IRS Employer Identification No.)
1411 Broadway
New York, New York  10018
(Address of principal executive offices)
(212) 642-3860
(Registrant's telephone number, including area code)
Not Applicable
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)    On November 28, 2006, the Board of Directors of Jones Apparel Group, Inc. ("Jones") increased the number of directors from ten to 11 and elected Frits D. Van Paasschen as a new director, effective November 30, 2006.  Mr. Van Paasschen has not been appointed to serve on any committees at this time.  There are no arrangements or understandings between Mr. Van Paasschen and any other persons pursuant to which Mr. Van Paasschen was selected as a director.  There are no transactions in which Mr. Van Paasschen has an interest requiring disclosure under Item 404(a) of Regulation S-K.  Mr. Van Paasschen will participate in Jones' standard non-management director compensation program, which is described in Jones' most recent proxy statement, filed with the Securities and Exchange Commission on April 17, 2006, under the caption, "Corporate Governance and Board Matters - Director Compensation and Stock Ownership Guidelines," which portion of such proxy statement is incorporated herein by reference. 

      Jones issued a press release on November 28, 2006 announcing the election of Mr. Van Paasschen, which is attached hereto as Exhibit 99.1 and is furnished herewith.

Item 9.01  Financial Statements and Exhibits.

Exhibit No. Description
99.1 Press Release of the Registrant dated November 28, 2006.  

2


 SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

JONES APPAREL GROUP, INC.
(Registrant)

By: /s/ Efthimios P. Sotos 
     Efthimios P. Sotos
     Chief Financial Officer

 Date: November 28, 2006

 3


Exhibit Index

Exhibit No. Description
99.1 Press Release of the Registrant dated November 28, 2006.

4

EX-99.1 2 nov28ex99_1.htm EXHIBIT 99.1 Exhibit 99.1

Exhibit 99.1

For Immediate Release
Jones Apparel Group, Inc.

Contacts:

Efthimios P. Sotos, Chief Financial Officer
(215) 785-4000

 

Frits D. van Paasschen Elected to the
Jones Apparel Group, Inc. Board of Directors

New York, New York - November 28, 2006 - Jones Apparel Group, Inc. (NYSE:JNY) today announced that Frits D. van Paasschen has been elected to the Jones Apparel Group, Inc. Board of Directors. He will join the Board on November 30, 2006.

Mr. van Paasschen brings with him outstanding credentials grounded in management consulting and firsthand experience with establishing and building brands in developing markets around the world. Mr. van Paasschen has over 20 years experience in retail, operations and supply chain, consumer marketing and finance.

Beginning in 1983 Mr. van Paasschen held various management positions with Boston Consulting Group, First Call Corporation, Goldman, Sachs & Co. and McKinsey & Company. He left McKinsey & Company in 1995 to join Disney Consumer Products as Vice President, Finance and Planning. In 1998 Mr. van Paasschen became Vice President, Global Strategic Planning for Nike. He held several senior positions with Nike, and from 2000 to 2004 served as Corporate Vice President/General Manager Europe, Middle East and Africa.

Mr. van Paasschen is President and Chief Executive Officer of Coors Brewing Company. He is a member of the board of directors of Oakley, a worldwide leader in performance optics, serving on the Nominating and Corporate Governance Committee.

Peter Boneparth, Chief Executive Officer, commented, "On behalf of the Jones Apparel Group Board of Directors and the entire management team, I want to welcome Frits van Paasschen. He is a proven leader with an accomplished and notable career. We welcome his guidance and contributions to the Company."

Including Mr. van Paasschen, eight of the eleven directors are deemed to be independent directors under the Company's Director Independence Standards, which appear on the Company's website, www.jny.com (under the "Our Company - Corporate Governance"caption).

Jones Apparel Group, Inc. (www.jny.com), a Fortune 500 company, is a leading designer, marketer and wholesaler of branded apparel, footwear and accessories. The Company also markets directly to consumers through our chain of specialty retail and value-based stores, and operates the Barneys New York chain of luxury stores. The Company's nationally recognized brands include Jones New York, Evan-Picone, Norton McNaughton, Gloria Vanderbilt, Erika, l.e.i., Energie, Nine West, Easy Spirit, Enzo Angiolini, Bandolino, Joan & David, Mootsies Tootsies, Sam & Libby, Napier, Judith Jack, Kasper, Anne Klein, Albert Nipon, Le Suit and Barneys New York. The Company also markets costume jewelry under the Givenchy brand licensed from Givenchy Corporation and footwear under the Dockers Women brand licensed from Levi Strauss & Co. Each brand is differentiated by its own distinctive styling, pricing strategy, distribution channel and target consumer. The Company primarily contracts for the manufacture of its products through a worldwide network of quality manufacturers. The Company has capitalized on its nationally known brand names by entering into various licenses for several of its trademarks, including Jones New York, Evan-Picone, Anne Klein New York, Nine West, Gloria Vanderbilt and l.e.i., with select manufacturers of women's and men's products which the Company does not manufacture. For more than 30 years, the Company has built a reputation for excellence in product quality and value, and in operational execution.

Certain statements contained herein are "forward-looking statements"within the meaning of the Private Securities Litigation Reform Act of 1995. All statements regarding the Company's expected financial position, business and financing plans are forward-looking statements. The words "believes,""expect,""plans,""intends,""anticipates"and similar expressions identify forward-looking statements. Forward-looking statements also include representations of the Company's expectations or beliefs concerning future events that involves risks and uncertainties, including:

  • those associated with the effect of national and regional economic conditions;

  • lowered levels of consumer spending resulting from a general economic downturn or lower levels of consumer confidence;

  • the performance of the Company's products within the prevailing retail environment;

  • customer acceptance of both new designs and newly-introduced product lines;

  • the Company's reliance on a few department store groups for large portions of the Company's business;

  • consolidation of the Company's retail customers;

  • financial difficulties encountered by customers;

  • the effects of vigorous competition in the markets in which the Company operates;

  • the Company's ability to identify acquisition candidates and, in an increasingly competitive environment for such acquisitions, acquire such businesses on reasonable financial and other terms;

  • the integration of the organizations and operations of any acquired businesses into the Company's existing organization and operations;

  • the Company's reliance on independent foreign manufacturers;

  • changes in the costs of raw materials, labor, advertising and transportation;

  • the general inability to obtain higher wholesale prices for the Company's products that the Company has experienced for many years;

  • the uncertainties of sourcing associated with the new environment in which general quota has expired on apparel products (while China has agreed to safeguard quota on certain classes of apparel products through 2008, political pressure will likely continue for restraint on importation of apparel);

  • the Company's ability to successfully implement new operational and financial computer systems; and

  • the Company's ability to secure and protect trademarks and other intellectual property rights.

A further description of these risks and uncertainties and other important factors that could cause actual results to differ materially from the Company's expectations can be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2005, including, but not limited to, the Statement Regarding Forward-Looking Disclosure and Item 1A - Risk Factors therein, and in the Company's other filings with the Securities and Exchange Commission. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, such expectations may prove to be incorrect. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.

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