-----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, S25TL87WC5orBD8tf+lAThEASXT3sAGzaYMHkfwaRtAxiK0I9X+lYvxJOFxzhpQE co92j1WZPYvk03EyStWO7w== 0000950123-11-021357.txt : 20110303 0000950123-11-021357.hdr.sgml : 20110303 20110302183457 ACCESSION NUMBER: 0000950123-11-021357 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20110302 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110303 DATE AS OF CHANGE: 20110302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JONES 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: 11657862 BUSINESS ADDRESS: STREET 1: 1411 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 2126423860 MAIL ADDRESS: STREET 1: 1411 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: JONES APPAREL GROUP INC DATE OF NAME CHANGE: 19930328 8-K 1 y89851be8vk.htm FORM 8-K e8vk
 
 
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):
March 2, 2011
THE JONES GROUP INC.
(Exact Name of registrant as specified in its charter)
         
Pennsylvania   1-10746   06-0935166
(State or Other Jurisdiction of   (Commission File Number)   (IRS Employer Identification No.)
Incorporation)        
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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 8.01 — Other Events.
On March 2, 2011, The Jones Group Inc. issued a press release announcing the pricing of its previously announced public offering of $300 million in aggregate principal amount of Senior Notes due 2019. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 — Financial Statements and Exhibits.
     
Exhibit No.   Description
23.1
  Consent of BDO USA, LLP.
 
   
99.1
  Press Release dated March 2, 2011.

 


 

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.
         
  THE JONES GROUP INC.
(Registrant)
 
 
  By:   /s/ John T. McClain    
    John T. McClain   
    Chief Financial Officer  
 
Date: March 2, 2011

 


 

Exhibit Index
     
Exhibit No.   Description
23.1
  Consent of BDO USA, LLP.
 
   
99.1
  Press Release dated March 2, 2011.

 

EX-23.1 2 y89851bexv23w1.htm EX-23.1 exv23w1
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
The Jones Group Inc.
New York, New York
We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 ASR (No. 333-166566) of The Jones Group Inc. of our reports dated February 11, 2011, relating to the consolidated financial statements, the effectiveness of internal control over financial reporting and schedule of The Jones Group Inc. and subsidiaries appearing in The Jones Group Inc.’s Annual Report on Form 10-K for the year ended December 31, 2010.
We also consent to the reference to us under the caption “Experts” in such Registration Statement.
     
/s/ BDO USA, LLP
   
 
   
New York, New York
   
February 28, 2011
   

EX-99.1 3 y89851bexv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
FOR IMMEDIATE RELEASE
The Jones Group Inc.
Investor Contact:
John T. McClain, Chief Financial Officer
The Jones Group Inc.
(212) 642-3860
Media Contacts:
Joele Frank and Sharon Stern
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449
THE JONES GROUP INC. PRICES OFFERING OF $300 MILLION OF
6.875% SENIOR NOTES DUE 2019
NEW YORK— March 2, 2011 — The Jones Group Inc. (“Jones”) (NYSE: JNY) today announced that it has priced a public offering of $300 million in aggregate principal amount of Senior Notes due 2019. The notes will bear interest at a rate of 6.875% and will be issued at 100% of par value, providing a yield to maturity of 6.875%. Interest will be paid semi-annually on the 15th day of March and September beginning on September 15, 2011. The proceeds of the offering will be used for repayment of debt and general corporate purposes.
Citi, J.P. Morgan, BofA Merrill Lynch, SunTrust Robinson Humphrey and Wells Fargo Securities will serve as Joint Book-Running Managers on this transaction. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities. The offering will be made only by means of a prospectus supplement and the accompanying base prospectus, copies of which may be obtained on the SEC’s website at www.sec.gov or by contacting Citi at the following address: Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New York 11220 or by calling the following toll-free number: (800) 831-9146.
About The Jones Group Inc.
The Jones Group Inc. (www.jonesgroupinc.com) is a leading global designer, marketer and wholesaler of over 35 brands with best-in-class product expertise across five divisions: apparel, footwear, jeanswear, jewelry and handbags. The Jones Group has a reputation for innovation, excellence in product quality and value, operational execution and talent. The Company also markets directly to consumers through branded specialty retail and outlet stores and through its e-commerce sites.
The Company’s nationally recognized brands and licensing agreements (“L”) include: Nine West, Jones New York, Anne Klein, Rachel Roy (L), Robert Rodriguez, Robbi & Nikki, Stuart Weitzman, B Brian Atwood (L), Boutique 9, Easy Spirit, Gloria Vanderbilt, l.e.i, Bandolino, Enzo Angiolini, Nine & Co., GLO, Joan & David, Joneswear, Andrew Marc/Marc Moto (L), Kasper, Energie, Evan-Picone, Le Suit, Mootsies Tootsies, Grane, Erika, Napier, Jessica Simpson (L), Dockers (L), Sam & Libby, Givenchy (L), Judith Jack, Albert Nipon and Pappagallo.
Forward-Looking Statements
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,” “expects,” “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 involve risks and uncertainties, including:
    those associated with the effect of national, regional and international economic conditions;
 
    lowered levels of consumer spending resulting from a general economic downturn or lower levels of consumer confidence;
 
    the tightening of the credit markets and the Company’s ability to obtain capital on satisfactory terms;
 
    given the uncertain economic environment, the possible unwillingness of committed lenders to meet their obligations to lend to borrowers, in general;
 
    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;
 
    the Company’s ability to identify acquisition candidates and, in a 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;
 
    consolidation of the Company’s retail customers;
 
    financial difficulties encountered by the Company’s customers;
 
    the effects of vigorous competition in the markets in which the Company operates;
 
    the Company’s ability to attract and retain qualified executives and other key personnel;
 
    the Company’s reliance on independent foreign manufacturers, including political instability in countries where contractors and suppliers are located;
 
    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 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 year ended December 31, 2010, 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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