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EXHIBIT 10.(i)
AGREEMENT
This Agreement is made and entered on March 13, 2000, by and between
Xxxxxxxxx X. Xxxxxxx ("Xxxxxxx") and Xxxx Xxxxxx Stores, Inc., an Indiana
corporation (the "Company").
RECITALS
A. Pursuant to an Employment Agreement made as of February 1, 1998 by and
between Xxxxxxx and the Company (the "Employment Agreement"), Xxxxxxx was
employed as the Chief Executive Officer of the Company.
X. Xxxxxxx and the Company desire to fully resolve certain matters related
to the termination of Xxxxxxx'x employment with the Company, including but not
limited to the respective rights and obligations of the parties under the
Employment Agreement, to cancel the Employment Agreement and their respective
rights and obligations thereunder, and to otherwise finally settle and resolve
all other matters outstanding between them.
NOW, THEREFORE, in consideration of the foregoing and the other agreements
contained herein, the parties hereto agree as follows:
TERMS AND CONDITIONS
1. Cancellation of Employment Agreement and Termination of Employment.
Xxxxxxx'x employment by the Company is terminated and the Employment Agreement
is cancelled effective as of the close of business on March 13, 2000 (the
"Effective Time"). From and after the Effective Time, (a) Xxxxxxx shall not be
required to perform any duties for the Company or be bound by any restrictive
covenants other than as set forth herein, (b) Xxxxxxx shall have no further
rights with respect to her employment relationship with the Company other than
as set forth herein and (c) neither Xxxxxxx (on the one hand) nor the Company
(on the other hand) shall have any further rights or obligations under the
Employment Agreement. Xxxxxxx hereby resigns from all corporate offices held
with the Company and any subsidiary or affiliate of the Company, and as a member
of the Board of Directors of the Company and each of its subsidiaries and
affiliates, as of the Effective Time.
2. Payments to Xxxxxxx.
(a) In consideration of the covenants contained in this Agreement
including but not limited to the cancellation of the obligations of the Company
to Xxxxxxx under the Employment Agreement, and subject to the condition that
Xxxxxxx shall not have exercised her right to rescind this Agreement as provided
in Section 24, the Company shall:
(i) Pay to Xxxxxxx the following amounts on the Company's regularly
scheduled paydays:
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Pay Period Amount Pay Period Amount
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March 22, 2000 $32,692.31 September 5, 2001 $35,576.92
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April 5, 2000 $32,692.31 September 19, 2001 $35,576.92
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April 19, 2000 $32,692.31 October 3, 2001 $35,576.92
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May 3, 2000 $32,692.31 October 17, 2001 $35,576.92
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May 17, 2000 $32,692.31 October 31, 2001 $35,576.92
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May 31, 2000 $32,692.31 November 14, 2001 $35,576.92
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June 14, 2000 $32,692.31 November 28, 2001 $35,576.92
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June 28, 2000 $32,692.31 December 12, 2001 $35,576.92
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July 12, 2000 $32,692.31 December 26, 2001 $35,576.92
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July 26, 2000 $32,692.31 January 9, 2002 $35,576.92
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August 9, 2000 $32,692.31 January 23, 2002 $35,576.92
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August 23, 2000 $32,692.31 February 6, 2002 $38,461.54
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September 6, 2000 $32,692.31 February 20, 2002 $38,461.54
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September 20, 2000 $32,692.31 March 6, 2002 $38,461.54
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October 4, 2000 $32,692.31 March 20, 2002 $38,461.54
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October 18, 2000 $32,692.31 April 3, 2002 $38,461.54
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November 1, 2000 $32,692.31 April 17, 2002 $38,461.54
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November 15, 2000 $32,692.31 May 1, 2002 $38,461.54
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November 29, 2000 $32,692.31 May 15, 2002 $38,461.54
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December 13, 2000 $32,692.31 May 29, 2002 $38,461.54
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December 27, 2000 $32,692.31 June 12, 2002 $38,461.54
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January 10, 2001 $32,692.31 June 26, 2002 $38,461.54
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January 24, 2001 $32,692.31 July 10, 2002 $38,461.54
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February 7, 2001 $35,576.92 July 24, 2002 $38,461.54
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February 21, 2001 $35,576.92 August 7, 2002 $38,461.54
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March 7, 2001 $35,576.92 August 21, 2002 $38,461.54
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March 21, 2001 $35,576.92 September 4, 2002 $38,461.54
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April 4, 2001 $35,576.92 September 18, 2002 $38,461.54
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April 18, 2001 $35,576.92 October 2, 2002 $38,461.54
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May 2, 2001 $35,576.92 October 16, 2002 $38,461.54
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May 16, 2001 $35,576.92 October 30, 2002 $38,461.54
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May 30, 2001 $35,576.92 November 13, 2002 $38,461.54
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June 13, 2001 $35,576.92 November 27, 2002 $38,461.54
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June 27, 2001 $35,576.92 December 11, 2002 $38,461.54
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July 11, 2001 $35,576.92 December 25, 2002 $38,461.54
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July 25, 2001 $35,576.92 January 8, 2003 $38,461.54
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August 8, 2001 $35,576.92 January 22, 2003 $38,461.54
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August 22, 2001 $35,576.92
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Notwithstanding the preceding provisions, in no event shall the
payments set forth in this Section 2(a)(i) continue beyond Xxxxxxx'x death.
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(ii) On or before March 21, 2000, pay to Xxxxxxx $392,017.44.
(iii) Reimburse to Xxxxxxx all business expenses incurred by her on
behalf of the Company prior to the Effective Time upon the presentation of
expense vouchers that are in sufficient detail to identify the nature, amount
and date of the expense, and the person to whom payment was made.
(iv) Reimburse to Xxxxxxx the amount of legal fees and expenses
paid by her to Xxxxx & XxXxxxxx with respect to its representation of Xxxxxxx
during the period beginning October 1, 1999, and ending at the Effective Time,
subject to (A) the submission to the Company of its statements for those fees
and expenses (without the identification of the specific services performed) and
(B) the limitation that the obligation of the Company under this subparagraph
shall not exceed $50,000. The Company shall reimburse Xxxxxxx under this Section
2(a)(iv) within 30 days of Xxxxxxx'x submission to the Company of Xxxxx &
McKenzie's statements for fees and expenses.
(v) On or before March 21, 2000, pay to Xxxxxxx $13,489 for club
dues and $12,267.23 for her waiver of group health coverage beyond the coverage
required by Section 6.
(b) In the event Xxxxxxx obtains a final judgment in her favor, from a
court of competent jurisdiction from which no appeal may be taken, whether
because the time to do so has expired or otherwise, on any claim for payments
owed by the Company under Section 2 herein, or in the event any such claim is
settled by the Company prior to the rendering of such a judgment, the Company
shall pay the reasonable legal fees and expenses and court costs incurred by
Xxxxxxx in bringing such claim.
3. Stock Options.
(a) At or prior to the Effective Time, the Company will deliver to
Xxxxxxx an agreement evidencing the grant to her as of January 31, 2000, of a
fully vested and immediately exercisable option to purchase 25,000 shares of the
Company's Common Stock, at an exercise price equal to the fair market value of
the Company's Common Stock at the close of business on January 31, 2000, which
option will expire on the tenth anniversary of the grant date, in satisfaction
of the obligation of the Company set forth in Section 3(c)(ii) of the Employment
Agreement. The option may be exercised in any manner permitted under the
Company's 1996 Stock Option and Incentive Plan. No additional options will be
issued to Xxxxxxx.
(b) Notwithstanding anything to the contrary contained in any stock
option plan of the Company or any stock option agreement between Xxxxxxx and the
Company, Xxxxxxx (or in the event of her death, the person to whom the stock
option is transferred by will or the laws of descent and distribution) may
exercise the stock options heretofore granted to her by the Company at any time
on or before the expiration date for each such stock option set forth on the
attached Exhibit A.
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4. Restricted Stock Awards.
(a) On or before March 21, 2000, and subject to the condition that
Xxxxxxx shall not have exercised her right to rescind this Agreement as provided
in Section 24 hereof, the Company will grant to Xxxxxxx a stock award for 25,000
shares of the Company's Common Stock, in satisfaction of the obligation of the
Company set forth in Section 3(d)(ii) of the Employment Agreement. The Company
will cause a stock certificate for such 25,000 shares to be delivered to Xxxxxxx
on or before April 21, 2000. No additional restricted stock awards will be
issued to Xxxxxxx.
(b) All shares of the Company's Common Stock that have been the subject
of a restricted stock award granted to Xxxxxxx under Section 3(d) of the
Employment Agreement shall become fully vested as of the Effective Time. The
Company will cause a stock certificate for such vested shares (that is, for
10,000 shares of the Company's Common Stock) to be delivered to Xxxxxxx on or
before April 21, 2000.
5. Taxes. With respect to the payments made to Xxxxxxx pursuant to Section
2(a)(i), the Company shall withhold from any such payments any and all
applicable federal, state and local ordinary income, capital gains and/or
Xxxxxxx'x share (but not the Company's share) of employment taxes (collectively,
"Taxes"). With respect to all other payments made to Xxxxxxx under Section 2,
Xxxxxxx shall be solely responsible for the payment of any and all Taxes that
may be due and owing as a result of the payments by the Company to Xxxxxxx made
pursuant to this Agreement or with respect to her status as an employee of the
Company. Except with regard to amounts subject to the withholding of Taxes
(above), Xxxxxxx shall indemnify and hold the Company harmless from any loss or
expense that it may incur (including but not limited to Tax liabilities,
interest and penalties) as a result of not withholding any Taxes.
6. Health Insurance. Simultaneously with the execution of this Agreement,
the Company will deliver to Xxxxxxx an election form under the Consolidated
Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA"), whereby she may
elect, at her own cost, to continue coverage under the Company's group health
plan for her and her qualified beneficiaries for a period of 18 months or such
other period as required under COBRA.
7. Automobile. The Company shall pay or reimburse to Xxxxxxx, as incurred,
the lease payments for the Company Mercedes currently being used by Xxxxxxx as
of the date of this Agreement, until the expiration of the current lease, at
which time she shall return the automobile to the Company.
8. Merchandise Discount. The Company shall, through January 31, 2003,
continue to provide Xxxxxxx with the discount(s) presently available to her on
her purchase of merchandise for her personal use from the Company's stores and
the stores of X. Xxxxxxxx Co.; provided the Company shall cease to have any
obligation under this Section 8 from and after the date that Xxxxxxx becomes
employed by another company in the women's retail clothing industry.
9. Tax-Qualified Retirement Plans. Simultaneously with the execution of
this Agreement, the Company will deliver to Xxxxxxx distribution election forms
whereby she may elect the form, timing and manner of distribution of her
benefits under the Company's tax-qualified retirement plans. The Company shall
cause the Company's tax-
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qualified retirement plans to distribute Xxxxxxx'x plan benefits to her in
accordance with her distribution election.
10. Cooperation. Xxxxxxx shall cooperate with the Company, and shall make
herself available to the Company upon reasonable notice at reasonable times and
from time to time as the Company may request, in connection with the defense or
prosecution of any claims made against or by the Company either pending at the
date of this Agreement or made in the future. The Company shall compensate
Xxxxxxx at the rate of $250 per hour for the time she spends at the Company's
request, and the Company shall reimburse Xxxxxxx for all expenses, including
legal fees and costs, incurred by Xxxxxxx in performing her obligations under
this Section 10 of the Agreement.
11. Indemnification. Xxxxxxx shall retain all rights to indemnification to
which she was otherwise entitled under Indiana law and under the terms of the
governing documents of the Company as of the date of this Agreement.
12. Releases and Covenants Not to Xxx.
(a) Of the Company by Xxxxxxx. Xxxxxxx, for herself and her personal
representatives, heirs and assigns, RELEASES AND FOREVER DISCHARGES the Company,
and its subsidiaries, affiliates (and the current or former officers, directors,
employees and agents of the Company and any former chief executive officer of
the Company and his or her spouse), and any and all employee benefit plans (and
all fiduciaries of those plans) sponsored by any of them, and the successors and
assigns of all of the foregoing (collectively, the "Company Affiliates"), from
any and all claims (including, but not limited to, claims for attorneys' fees),
demands, losses, damages, agreements, actions, promises or causes of action
(known or unknown) that she now has or may later discover or that may hereafter
exist against them, or any of them, in connection with or arising directly or
indirectly out of, or in any way related to, any and all matters, agreements,
transactions, events or other things occurring prior to the date hereof,
including but not limited to matters arising out of or in connection with (i)
the employment of Xxxxxxx by the Company, the Employment Agreement and the
termination of her employment, (ii) any events, facts or circumstances that
either preceded the cessation of her employment or which occurred during the
course of her employment with Company or incidental thereto, or (iii) any other
matter or claim of any kind whatsoever (including but not limited to ownership
of shares of the Company) and whether pursuant to common law, statute,
ordinance, regulation or otherwise and including claims of fraud or
misrepresentation in the making, negotiation or execution of this Agreement,
excepting only the obligations created by this Agreement. Claims or actions
released and/or waived hereby include, but are not limited to, those based on
allegations of wrongful discharge and/or breach of contract; those arising under
the National Labor Relations Act; those alleging discrimination on the basis of
race, color, sex, religion, national origin, age or disability under Title VII
of the Civil Rights Act of 1964, the Age Discrimination in Employment Act of
1967 ("ADEA"), the Rehabilitation Act of 1973, the Equal Pay Act of 1963, the
Americans with Disabilities Act of 1990, the Civil Rights Act of 1991, the
Family and Medical Leave Act, the Indiana Civil Rights Law (all as amended) or
any other federal, state or local law, ordinance, rule or regulation; and those
arising under ERISA. The parties agree that Xxxxxxx'x release does not include
rights or claims she may have under the
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ADEA which may arise after the execution of this Agreement. Xxxxxxx acknowledges
that (i) she may be giving up possible future legal and/or administrative
claims, and (ii) the Company has advised her to consult with an attorney prior
to executing this Agreement and she has done so.
(b) Of Xxxxxxx by the Company. The Company RELEASES AND FOREVER
DISCHARGES Xxxxxxx and her personal representatives, heirs and assigns, from any
and all claims (including, but not limited to, claims for attorneys' fees),
demands, losses, damages, agreements, actions, promises or causes of action
(known or unknown) that it now has or may later discover or that may hereafter
exist against them in connection with or arising directly or indirectly out of,
or in any way related to, any and all matters, agreements, transactions, events
or other things occurring prior to the date hereof, including but not limited to
matters arising out of or in connection with (i) the employment of Xxxxxxx by
the Company, the Employment Agreement and the termination of her employment,
(ii) any events, facts or circumstances that either preceded the cessation of
her employment or which occurred during the course of her employment with
Company or incidental thereto, or (iii) any other matter or claim of any kind
whatsoever (including but not limited to ownership of shares of the Company) and
whether pursuant to common law, statute, ordinance, regulation or otherwise and
including claims of fraud or misrepresentation in the making, negotiation or
execution of this Agreement, excepting only the obligations created by this
Agreement.
(c) Covenants Not to Xxx. Neither Xxxxxxx, on the one hand, nor the
Company, on the other hand, shall file or otherwise institute any litigation or
other adversarial proceeding against the other (or, in the case of Xxxxxxx, any
Company Affiliate), seeking to assert any claim or demand that is within the
scope of the matters covered by the releases contained in subsections (a) and
(b) above, respectively.
(d) Recovery of Amounts Paid. The Company shall be entitled to
recoupment and/or restitution of the lesser of (i) all sums paid to Xxxxxxx
pursuant to this Agreement or (ii) the amount recovered by Xxxxxxx from the
Company, in the event that Xxxxxxx (A) successfully challenges the validity of
the release granted in subsection (a), or (B) breaches her covenant contained in
subsection (c).
13. Confidential Information.
(a) Xxxxxxx shall keep confidential and shall not make any
unauthorized use or disclosure of, or use for her own benefit or the benefit of
others, any financial information, sales and marketing information or plans,
cost and pricing data, customer or supplier lists, computer programs or trade
secrets of the Company or its affiliates which are known to her as a result of
her employment by the Company (hereafter "Proprietary Information"); provided,
however, that nothing herein shall be construed to prevent Xxxxxxx from using
her general education, knowledge, skill and experience, whether acquired prior
to or during her employment by the Company, as long as such use does not result
in the actual disclosure of Proprietary Information. The term "trade secrets" as
used herein shall mean any information owned by the Company, including a
formula, pattern, compilation, program, device, method, technique or process,
that (1) is sufficiently secret to derive independent economic value, actual or
potential, from not being generally known to, and not being readily
ascertainable by proper means by, other persons
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who can obtain economic value from its disclosure or use; and (2) is the subject
of efforts that are reasonable under the circumstances to maintain its secrecy
and confidentiality.
(b) Proprietary Information does not include information that: (i) is,
or later becomes, available to the public (other than as a result of a breach of
this Agreement); or (ii) is available to Xxxxxxx from a source other than the
Company.
(c) The Company shall designate Xxxxx Xxxxxx as the person responsible
for responding to any inquiries from third parties regarding Xxxxxxx, the
Company's relationships with Xxxxxxx or the termination of those relationships,
including inquiries from Xxxxxxx'x prospective employers, and Xxxxx Xxxxxx, in
responding to such inquires, shall not disparage or deprecate Xxxxxxx. Xxxxxxx
and the Company further agree that the Company shall issue a press release in
substantially the form attached hereto as Exhibit B.
14. No Solicitation of Employees. Xxxxxxx shall not, individually or
together with others, directly or indirectly (i) solicit or encourage any
employee of the Company to cease acting as an employee, or (ii) solicit,
contract with, or attempt to contract with, any employee of the Company. This
covenant shall expire and be of no further force or effect after September 21,
2000.
15. Acknowledgment by the Company. The Company acknowledges that it has not
reached this Agreement with the intent to hinder, delay or defraud creditors.
The Company further acknowledges that this Agreement confers significant
benefits upon it, including but not limited to a release by Xxxxxxx of the
Company's obligations under the Employment Agreement, an agreement by Xxxxxxx
not to solicit the Company's employees, and an agreement by Xxxxxxx to resign
from the Company's Board of Directors.
16. No Reliance. Xxxxxxx represents and warrants to the Company that, in
the making, negotiation and execution of this Agreement, she has not relied upon
any representation, statement or assertion of fact or opinion made by any
persons being released herein. Xxxxxxx hereby waives any right to rely upon all
prior agreements and/or oral representations made by any person being released
hereby even though made for the purpose of inducing her to enter into this
Agreement.
17. Severability. If any provision in this Agreement shall for any reason
be determined to be invalid or unenforceable, the balance of that provision and
the remaining provisions of this Agreement shall nevertheless continue to be
valid and enforceable as though the invalid or unenforceable provision had not
been a part hereof.
18. Entire Agreement. This Agreement constitutes the entire agreement
between the parties as to the subject matter hereof and this Agreement
supersedes all previous or contemporaneous agreements, written or oral, relating
to the subject matter of this Agreement to the extent that they are inconsistent
herewith. No provision of this Agreement shall be waived, altered or canceled
except in writing signed by the party against whom the waiver, alteration or
cancellation is asserted. Any waiver shall be limited to the particular instance
and the particular time when and for which it is given.
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19. Remedies. No breach of this Agreement shall be cause to set this
Agreement aside or to revive any of the claims being released herein.
20. Choice of Law. This Agreement shall be governed by the laws of the
State of Indiana, its rules of conflict of laws notwithstanding.
21. Expenses. Except as otherwise specifically stated herein, each of the
parties shall pay all costs and expenses incurred by it in connection with the
negotiation, preparation and performance of this Agreement or in any dispute
arising hereunder except as set forth in Section 2 herein, and neither shall
have any liability to the other with respect thereto.
22. Assignment. This Agreement shall be binding upon, and inure to the
benefit of, the parties and their respective legal representatives, heirs,
administrators, successors and permitted assigns. The Company may freely assign
its rights under this Agreement; provided, however, the Company may not delegate
its duties under the Agreement without the written consent of Xxxxxxx. Except as
otherwise provided herein, Xxxxxxx may freely assign her rights under this
Agreement without the consent of the Company.
23. Construction of the Agreement. The parties acknowledge that they have
read this Agreement, have consulted with counsel regarding its terms, and agree
with those terms as though the party had drafted this Agreement. The parties
agree that, although the Agreement was, by necessity, printed and assembled by
one party, the Agreement reflects the terms agreed to by both parties and that
the party that printed and assembled this Agreement shall be considered only as
the scrivener of the document. In the event a term of this Agreement is found to
be ambiguous, neither party shall be considered the draftsperson for the purpose
of causing the terms of this Agreement to be construed against that party.
24. Rescission Rights. The parties hereby acknowledge and agree that
Xxxxxxx has seven calendar days from and after the date hereof in which to
consider and rescind this Agreement by written notice given as prescribed in
Section 27 together with a copy thereof sent by facsimile to the Company at
(000) 000-0000 (attention: Xxxx Xxxxxx) with a copy by facsimile to Berkley W.
Duck at (000) 000-0000.
25. Headings Descriptive. The headings of the several sections of this
Agreement are inserted for convenience only and shall not in any way affect the
meaning or construction of any provision of this Agreement.
26. Execution in Counterparts. This Agreement may be executed in any number
of counterparts, each of which when so executed shall be deemed an original, but
all of which shall together constitute one and the same instrument.
27. Notices. Any notice required or permitted to be given under the terms
of this Agreement shall be deemed to have been duly given if in writing and if
served by personal delivery upon the party for whom it is intended, if delivered
by registered or certified mail, return receipt requested, or by a national
courier service:
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To the Company:
Xxxx Xxxxxx Stores, Inc.
0000 Xxxxx Xxxx
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: President
with a copy to:
Ice Xxxxxx Xxxxxxx & Xxxx
(for express deliveries)
Xxx Xxxxxxxx Xxxxxx
Xxxxx 0000
Xxxxxxxxxxxx, Xxxxxxx 00000
(for mail)
Xxx Xxxxxxxx Xxxxxx
Xxx 00000
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: Berkley W. Duck
To Xxxxxxx:
Xxxxxxxxx X. Xxxxxxx
0000 Xxx Xxxxx Xxxxx
Xxxxxx Xxxxxxx, XX 00000
with a copy to:
Xxxxx & XxXxxxxx
One Prudential Plaza
000 Xxxx Xxxxxxxx Xxxxx
Xxxxxxx, Xxxxxxxx 00000
Attn: Xxxxx Xxx XxXxxxx
Either party (or such party's attorney) may change its or her address
for the purpose of this Section by written notice similarly given.
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IN WITNESS WHEREOF, the parties have signed this Agreement as of the
date first above written.
/s/ XXXXXXXXX X. XXXXXXX
--------------------------------------------
Xxxxxxxxx X. Xxxxxxx
The Company
Xxxx Xxxxxx Stores, Inc.
By: /s/ XXXXX X. XXXXXXX
----------------------------------------
Its: Executive Vice President
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Exhibit A
Xxxxxxx Stock Options
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GRANT DATE DATE NUMBER PRICE EXPIRATION
VESTED GRANTED GRANTED DATE
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08/23/93 07/23/94 5,000 $ 4.75 07/23/2003
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09/15/93 09/15/94 6,000 $ 4.75 09/15/2003
-------------------------------------------------------------------------------
04/29/94 04/29/95 100,000 $ 5.68 04/29/2004
-------------------------------------------------------------------------------
04/29/94 04/29/96 116,666 $ 5.68 04/29/2004
-------------------------------------------------------------------------------
04/29/94 04/29/97 116,667 $ 5.68 04/29/2004
-------------------------------------------------------------------------------
04/29/94 04/29/98 16,667 $ 5.68 04/29/2004
-------------------------------------------------------------------------------
10/17/95 10/17/96 75,000 $ 1.31 10/17/2005
-------------------------------------------------------------------------------
03/08/96 03/08/96 100,000 $2.125 03/08/2006
-------------------------------------------------------------------------------
11/22/96 11/22/96 100,000 $17.50 11/22/2006
-------------------------------------------------------------------------------
01/30/98 01/30/98 50,000 $ 8.63 01/30/2008
-------------------------------------------------------------------------------
03/02/98 03/02/98 100,000 $8.875 03/02/2008
-------------------------------------------------------------------------------
01/30/99 01/30/99 25,000 $ 7.63 01/30/2009
-------------------------------------------------------------------------------
08/24/99 08/24/99 20,000 $ 5.00 08/24/2009
-------------------------------------------------------------------------------
08/24/99 08/24/99 20,000 $ 5.00 08/24/2009
-------------------------------------------------------------------------------
01/29/2000 01/29/2000 25,000 $ 3.03 01/29/2010
-------------------------------------------------------------------------------
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EXHIBIT B
[XXXX XXXXXX LOGO]
0000 XXXXX XXXX
X.X. XXX 00000
XXXXXXXXXXXX, XX 00000
(000) 000-0000
CONTACT: XXXXX XXXXX
XXXXX, XXXXX AND ASSOCIATES FOR IMMEDIATE RELEASE
(000) 000-0000 MARCH 14, 2000
XXXXXXX LEAVES XXXX XXXXXX STORES,
COMPANY HIRES NEW PRESIDENT
INDIANAPOLIS - Xxxx Xxxxxx Stores Inc. (Nasdaq: PAUH) today announced that
Xxxxxxxxx X. Xxxxxxx, chairman, president and CEO, has left the Company,
effective immediately, to pursue other interests. The Company and Xxxxxxx have
reached a settlement of Xxxxxxx'x rights under her employment contract. This
settlement will result in a one-time charge against earnings for the quarter
ending April 30, 2000, in the amount of approximately 18 cents per share.
The Company is pleased to announce that Xxxxx X. Xxxx of Livingston, N. J., has
been hired as president and general merchandising manager. Responsibility for
management of the Company will rest with Xxxxx X. Xxxxxxx, executive vice
president, Lyon and Xxxxx X. Xxxxxx Xx., the Company's vice president of finance
and controller. The board of directors intends to move with deliberation in
selecting a new chief executive officer.
The board in a statement said, "We are excited to welcome Xx. Xxxx and believe
that the depth and breadth of his background combined with Xx. Xxxxxxx'x
knowledge of the Company and management expertise will provide a seamless
transition. In addition, the Company is supported by an experienced management
team and dedicated associates who are fully focused on the long-term success of
Xxxx Xxxxxx."
Additionally, Xxxxxx Xxxx, one of the founders of the Company and its former
chairman and chief executive officer, has been retained as a consultant to the
management team and the board on an interim basis. Xxxx retired from the Company
in 1995.
Lyon brings to his post a quarter-century of experience in retailing. Since
1998, he has been president of Modern Woman Inc., a division of Charming Shoppes
Inc. He was senior vice president from 1995 to 1998. Modern Woman, based in New
York City, is a 150-store specialty chain dedicated to the large-size female
customer.
From 1990 to 1994, Lyon was executive vice president of Ormond Shops Inc., a New
Jersey-based 200-store chain specializing in budget and moderate women's
apparel. From 1986 to 1990 he was executive vice president of Hit or Miss Stores
Inc., a nationwide chain of more than 500 stores with annual sales of over $400
million - from 1982 to 1986, he was senior vice president and general
merchandise manager. Prior to that, he was vice president and merchandise
administrator for X.X. Xxxx and Co.
Tassani became a board member of Xxxx Xxxxxx in 1995 and joined the Company as
executive vice president in 1998 while continuing as a director. Her
responsibilities include marketing, real estate, construction and management of
the company's legal issues.
From 1995 to 1997, Tassani was senior vice president of Xxx Xxxxxxx Company
Inc., one of the country's largest advertising agencies headquartered in
Chicago. Earlier, she was founder and CEO of Tassani & Xxxxxx Inc., a
Chicago-based marketing and communications firm, which she headed from 1980 to
1995. Prior to that, she was executive vice president/creative director at
Dimensional Marketing Inc. and was executive vice president and managing
director at Xxxx X'Xxxxx Graphics Inc.
Xxxx Xxxxxx Stores Inc. (xxx.xxxxxxxxxx.xxx) is a specialty retailer known for
its coordinated and versatile women's apparel and accessories. The Company
currently operates 319 Xxxx Xxxxxx stores located in 29 states. The Company also
operates 11 X. Xxxxxxxx (xxx.xxxxxxxxx.xxx) stores located in 9 states, known
for its eclectic and timeless assortment of merchandise.
