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Special Meeting of Endeavor Stockholders

11
Dec '07
Endeavor Acquisition Corp. and American Apparel Inc confirm that the special meeting of the stockholders of Endeavor to vote on the proposed acquisition of American Apparel Inc and affiliated companies will be held at 10:00 a.m. on Wednesday, December 12, 2007. If the transaction is approved by Endeavor's stockholders, Endeavor and American Apparel plan to complete the acquisition and related transactions promptly following the meeting.

In connection with the closing of the acquisition, Endeavor will issue approximately 37.3 million shares to one of American Apparel's stockholders, Dov Charney, and pay cash of approximately $67.9 million to the other stockholder.

Approximately 8 million Endeavor shares issued in the transaction will be placed in escrow as a fund for any indemnification rights Endeavor may have in connection with the transaction. $2.5 million aggregate amount of cash bonuses also will be paid to certain current American Apparel employees. American Apparel also will repay certain insider loans as described in the definitive proxy statement, dated November 28, 2007.

Immediately prior to closing, American Apparel will distribute an aggregate of approximately $15.8 million to American Apparel, Inc.'s existing stockholders in connection with their personal income tax responsibilities for 2006 and for 2007 through the date of closing.

In the notes to the pro forma financial information contained in the definitive proxy statement, the company stated that, as of September 30, 2007, the amount owed for such distribution was $3.917 million.


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