FORT LAUDERDALE, Fla., June 21 /PRNewswire-FirstCall/ -- Parlux
Fragrances, Inc. (Nasdaq: PARL) ("Parlux") announced today that on June 20,
2006, the Independent Committee (the "Committee") of the Board of Directors
of Parlux sent a response to the proposal received from PF Acquisition of
Florida LLC ("Acquisition Co."), which is owned by Ilia Lekach, Chairman
and CEO of Parlux, to acquire all of the outstanding common shares of
Parlux, pursuant to an offer at a price of $29.00 per share in cash (the
"Proposal") (previously disclosed in Parlux's June 14, 2006 Form 8-K). Mr.
Lekach is currently the beneficial owner of 26.2% of the common stock of
Parlux.
Through their legal counsel, the Committee responded (the "Response")
to the offer by stating that the Committee does not believe it is prudent
for Parlux to move forward to consider the transaction with the significant
financial and other contingencies contained in the Proposal. Further, the
Committee questions the propriety of a proposed break up fee. The Committee
believes that if Parlux proceeds with the Proposal and the transaction does
not close, it may have a very negative effect on Parlux. In order to
protect Parlux and its shareholders, the Committee believes that the
closing contingencies should be removed from the Proposal and Acquisition
Co. should provide a deposit to the Company as evidence of Acquisition
Co.'s ability to proceed and in recognition of the significant cost Parlux
will incur in considering the Proposal. The Committee continues to state
that, in the event that the transaction cannot be completed due to an
inability by Acquisition Co. to obtain financing, the deposit would be used
to reimburse Parlux for its costs and expenses in connection with the
consideration of the Proposal.
After receiving the Response, Acquisition Co. sent a follow-up letter
(the "Follow-up Letter"). The Follow-up Letter stated that Acquisition Co.
does not expect the Committee to incur any expense until Acquisition Co.
has obtained its financing commitments and when Acquisition Co. completes
that task, it would expect to proceed in a customary fashion without any
deposit or waiver of the financial and other contingencies and with a break
up fee.
At this time Parlux intends to continue operations in the ordinary
course and meet its SEC reporting requirements.
Parlux Fragrances, Inc. is a manufacturer and international distributor
of prestige products. It holds licenses for Paris Hilton fragrances,
watches, cosmetics, sunglasses, handbags and other small leather
accessories in addition to licenses to manufacture and distribute the
designer fragrance brands of Perry Ellis, GUESS?, XOXO, Ocean Pacific (OP),
Maria Sharapova, Andy Roddick, babyGund and Fred Hayman Beverly Hills.
Parlux may periodically release forward-looking statements pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause actual results, performance
or achievements of Parlux or its industry to be materially different from
any future results, performance or achievements expressed or implied by
such forward-looking statements. These risks and uncertainties include,
among others, future trends in sales and Parlux's ability to introduce new
products in a cost-effective manner. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of
the date thereof. Parlux undertakes no obligation to publicly release the
result of any revisions to these forward-looking statements that may be
made to reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events.
SOURCE Parlux Fragrances, Inc.
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Related links:
http://www.parlux.com
http://www.prnewswire.com/comp/674987.html /
CONTACT:
Frank A. Buttacavoli, Parlux Fragrances,
Inc., +1-954-316-9008, ext. 8117
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