CARLSBAD, Calif., Jan. 21, 2011 /PRNewswire/ -- Phoenix Footwear
Group, Inc. (AMEX: PXG), (the "Company") announced today that it
has set a record date of January 31,
2011 for stockholders of record affected by the proposed
reverse split of the Company's common stock intended to take the
Company private. The reverse split and forward split
described below are to be considered by stockholders at the
upcoming Special Meeting of Stockholders on January 28, 2011. If approved by
stockholders, each 200 shares of the Company's common stock will be
converted under the terms of the reverse split into one share of
common stock and holders of record with fewer than 200 shares of
common stock on the record date will receive cash of $.75 per pre-split share.
Immediately following the reverse split, the Company will effect
a 200-for-1 forward split so that the number of shares held by each
holder of at least one share of common stock following the reverse
split will ultimately be unchanged. We refer to the reverse
split, forward split, and the related payments to stockholders
holding fewer than 200 pre-split shares as the "Reverse/Forward
Split."
The anticipated result of the Reverse/Forward Split will be to
reduce the number of our stockholders of record to fewer than 300.
The Company intends to cease filing periodic reports with the
Securities and Exchange Commission as soon as practicable following
the Reverse/Forward Split.
Additional Information
The stock split is subject to stockholder approval. The Board of
Directors has the authority to delay or abandon the implementation
of the Reverse/Forward Split at any time prior to the record date,
with or without stockholder approval. The Company has filed a
definitive proxy statement and other relevant documents with the
SEC with respect to the planned stock split and deregistration and
other matters to be addressed at a special meeting of stockholders.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY
STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION. Investors may
obtain the proxy statement, and any other relevant documents, free
of charge at the Securities and Exchange Commission's website,
http://www.sec.gov and at www.envisionreports.com/pxg. Copies of
the proxy statement, and other relevant documents, can also be
obtained by directing a request to the Company at 5840 El Camino
Real, Suite 106, Carlsbad,
California 92008, Attention: Corporate Secretary. The
respective directors and executive officers of Phoenix Footwear
Group, Inc., including its Chairman and Chief Executive Officer,
James R. Riedman, may be deemed to
be participants in the solicitation of proxies with respect to the
special meeting. Information regarding the participants in the
proxy solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, are contained in the
proxy statement and other relevant materials filed with the
Securities and Exchange Commission.
About Phoenix Footwear Group, Inc.
Phoenix Footwear Group, Inc., headquartered in Carlsbad, California, specializes in quality
comfort women's and men's footwear with a design focus on fitting
features. Phoenix Footwear designs, develops, markets and sells
footwear in a wide range of sizes and widths under the brands
Trotters®, SoftWalk®, and H.S. Trask®. These brands are primarily
sold through department stores, leading specialty and independent
retail stores, mail order catalogues and internet retailers and are
carried by approximately 650 customers in over 900 retail locations
throughout the U.S. Phoenix Footwear has been engaged in the
manufacture or importation and sale of quality footwear since
1882.
Forward-Looking Statements
This press release contains certain forward-looking statements.
These forward-looking statements include, but are not limited to,
statements preceded by, followed by or that include the words
"believes," "could," "expects," "anticipates," "estimates,"
"intends," "plans," "projects," "seeks," "exploring," or similar
expressions. Such statements are subject to certain risks and
uncertainties which could cause actual results to differ materially
from results presently anticipated or projected. Phoenix Footwear
cautions you not to place undue reliance on any such
forward-looking statements, which speak only as of the date made.
Readers are advised that the Phoenix Footwear's actual results may
differ materially from any opinions or statements expressed with
respect to future periods in any current statements in this press
release or in our other filings with the Securities and Exchange
Commission, all of which are available at the SEC's website at
http://www.sec.gov. Many of these risks and uncertainties are
discussed in Phoenix Footwear's annual report on Form 10-K for the
year ended January 2, 2010, filed
with the SEC on March 31, 2010, and
in reports we have subsequently filed with the SEC, provided that
the forward looking statement safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 do not apply to any
forward-looking statements the Company makes in connection with
this transaction.
SOURCE Phoenix Footwear Group, Inc.