NOTICE OF REDEMPTION
ST. JOHN KNITS INTERNATIONAL, INCORPORATED
12 1/2% Senior Subordinated Notes due 2009
CUSIP 79025QAC1
March 23, 2005
TO: The Holders of St. John Knits International, Incorporated
12 1/2% Senior Subordinated Notes due 2009 (the "Notes")
NOTICE IS HEREBY GIVEN THAT pursuant to the provisions of
Article Three of the Indenture, dated as of July 7, 1999 (the "Indenture"),
among St. John Knits International, Incorporated, as issuer (the "Company"),
the guarantors named therein and The Bank of New York, as trustee (the
"Trustee"), on the terms set forth in Schedule A hereto, the Company has
elected to redeem on and as of April 25, 2005 (the "Redemption Date") all of
its outstanding Notes in the principal amount of $100,000,000 at the
redemption price of 106.250% of the principal amount thereof plus accrued and
unpaid interest, if any, on the Notes to the Redemption Date, which equals a
redemption price of $1,062.50 for each $1,000.00 principal amount of the
Notes, plus accrued and unpaid interest on the Notes up to but not including
the Redemption Date (collectively, the "Redemption Price").
On the Redemption Date, the Redemption Price will become due
and payable on all the Notes called for redemption. Unless the Company
defaults in making the redemption payment, interest on the Notes called for
redemption will cease to accrue on and after such Redemption Date, and the
only remaining right of the holders is to receive payment of the Redemption
Price upon surrender to The Bank of New York, as paying agent (the "Paying
Agent") of the Notes redeemed.
The redemption payment shall be made by the Company to the
Depository Trust Company through the Paying Agent. The Notes must be
surrendered for payment of the Redemption Price to the Paying Agent at either:
THE BANK OF NEW YORK
If by Mail By Registered or Certified Mail: By Hand or Overnight
Delivery:
The Bank of New York The Bank of New York The Bank of New York
P.O. Box 396 111 Sanders Creek 111 Sanders Creek
East Syracuse, Parkway, 2nd Floor Parkway, 2nd Floor
NY 13057 East Syracuse, NY 13057 East Syracuse, NY 13057
Attn: Debt Processing Attn: Debt Processing Group Attn: Debt Processing
Group Group
Withholding of 28% of gross redemption proceeds of any payment made
within the United States may be required by the Jobs and Growth Tax Relief
Reconciliation Act of 2003, unless the Paying Agent has the correct taxpayer
identification number (social security number or employer identification
number) or exemption certificate of the payee. Please furnish a properly
completed W-9 or exemption certificate or equivalent when presenting your
securities.
The Company and the Trustee shall not be responsible for the
selection or use of the CUSIP number, nor is any representation made as to its
correctness or accuracy on the Notes or as indicated on the Notice of
Redemption. It is included solely for the convenience of the holders.
IN WITNESS WHEREOF, the undersigned officer has signed this Notice
of Redemption as of the date first above written.
ST. JOHN KNITS INTERNATIONAL, INCORPORATED
By: /s/ Roger G. Ruppert
-----------------------------------------
Name: Roger G. Ruppert
Title: Executive Vice President-Finance
and Chief Financial Officer
Schedule A
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ST. JOHN KNITS INTERNATIONAL, INCORPORATED
NOTICE OF REDEMPTION
12 1/2% SENIOR SUBORDINATED NOTES DUE 2009
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CUSIP: 79025QAC1
ISSUER: St. John Knits International, Incorporated
SECURITY: 12 1/2% Senior Subordinated Notes due 2009
ISSUE DATE: July 7, 1999
MATURITY: July 1, 2009
REDEMPTION DATE: April 25, 2005
REDEMPTION PRICE (per Note):
Principal: $ 1,000.00
Premium: $ 62.50
Accrued Interest: $ 39.58
Total: $ 1,102.08
PAYING AGENT: The Bank of New York Trust Company, N.A.
c/o The Bank of New York
101 Barclay
New York, NY 10286
PARTIAL OR FULL CALL: Full Call