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PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
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NAUTICA ENTERPRISES, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than Registrant)
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NAUTICA ENTERPRISES, INC. AMENDS
STOCKHOLDER RIGHTS AGREEMENT
NEW YORK, June 26, 2003 -- Nautica Enterprises, Inc. (Nasdaq: NAUT) announced
today that its Board of Directors approved an amendment to the Company's
Stockholder Rights Agreement. The amended agreement provides, among other
things, that the rights issued under the Stockholders Rights Agreement will be
automatically redeemed under certain circumstances in the event of certain
qualifying tender offers, unless stockholders vote to keep the rights
outstanding.
Harvey Sanders, chairman and chief executive officer of Nautica Enterprises,
said, "This amendment to the rights plan underscores our commitment to our
stockholders."
Further details regarding this amendment, as well as a copy of the amendment,
are being filed with the Securities and Exchange Commission on Form 8-K. The
Company assumes no obligation to update the information included in this press
release, whether as a result of new information, future events or otherwise.
Nautica Enterprises, Inc. (Nasdaq: NAUT), through its subsidiaries, designs,
sources, markets and distributes apparel under the following brands: Nautica,
Nautica Competition; Nautica Jeans Company; Earl Jean; John Varvatos; E.
Magrath; and Byron Nelson. For more information about our Company, please visit
our website at WWW.NAUTICA.COM.
This press release contains "forward-looking statements" as defined in the
Private Securities Litigation Reform Act of 1995. These statements are based on
the Company's current expectations of future events and are subject to a number
of risks and uncertainties that may cause the Company's actual results to differ
materially from those described in the forward-looking statements. Should one or
more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
anticipated, estimated or projected. These factors and uncertainties include,
among others: the risk that new businesses of the Company will not be integrated
successfully; the risk that the Company will experience operational difficulties
with its distribution facility; the overall level of consumer spending on
apparel; dependence on sales to a limited number of large department store
customers; risks related to extending credit to customers; actions of existing
or new competitors and changes in economic, political or health conditions in
the markets where the Company sells or sources its product, including with
respect to SARS; downturn or generally reduced shopping activity caused by
public safety concerns; risks associated with consolidations, restructurings and
other ownership changes in the retail industry; changes in trends in the market
segments in which the Company competes; risks associated with uncertainty
relating to the Company's ability to launch, support and implement new product
lines; effects of competition; changes in the costs of raw materials, labor and
advertising; the ability to secure and protect trademarks and other intellectual
property rights; risks associated with the relocation of Earl Jean, Inc.; the
risk that the cost of transitioning the Nautica Europe business to licensing or
other key arrangements will be more than anticipated or that the Company will
not be able to negotiate acceptable terms; and, the impact that any labor
disruption at the Company's ports of entry could have on timely product
deliveries. These and other risks and uncertainties are disclosed from time to
time in the Company's filings with the Securities and Exchange Commission,
including the "Forward-Looking and Cautionary Statements" section of the
Company's Annual Report on Form 10-K for the fiscal year ended March 1, 2003, in
the Company's press releases and in oral statements made by or with the approval
of authorized personnel. The Company assumes no obligation to update any
forward-looking statements as a result of new information or future events or
developments.
CONTACT:
Nautica Enterprises, Inc.
Wayne A. Marino, Senior Vice President, Chief Financial Officer
(212) 541-5757
Shannon L. Froehlich, Vice President - Corporate Investor Relations
(212) 541-5757
Media Relations - Michael Freitag or Fredric Spar
Kekst & Company (for Nautica Enterprises, Inc.)
(212) 521-4800