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Whitehall Jewellers seeks Newcastle's evidence to seal deal

13
Jan '06
Board of Directors of Whitehall Jewellers Inc announced that Newcastle Capital Management, L.P. ("Newcastle") finally has made an offer that does not have a financing contingency. Newcastle has initiated an unsolicited tender offer for Whitehall stock.

The Board's views are reflected in the following letter sent to Newcastle. To consider whether the Newcastle proposal is a superior offer, the Board requires that Newcastle provide conclusive evidence that it has the cash to complete a transaction as well as evidence of its ability and commitment to promptly complete a transaction.

The Board hopes that Newcastle will quickly provide the requested evidence as the Board and the Company can no longer afford delays. Specifically, the Company's bank line expires on January 31, as does the Company's bridge loan and its vendors can terminate their agreement to accept payment of their past due invoices over time.

Without a firm deal, such as one the Company currently has in place with Prentice, the Company will likely be forced to pursue a restructuring or bankruptcy, which may severely impact the Company's stockholders as well as the Company's other constituencies. The Board is dedicated to seeing that this does not occur.

The Board is hopeful that Newcastle will understand and provide the Board with the needed information in the extremely short period available. The Company once again reiterates its recommendation that stockholders vote for themanagement/Prentice proposals and nominees at the January 19 shareholders meeting.

Whitehall Jewellers Inc is a national specialty retailer of fine jewelry, operating 387 stores in 38 states. The Company has announced that it intends to close a number of stores in the near term. The Company operates stores in regional and super regional shopping malls under the names Whitehall Co. Jewellers, Lundstrom Jewelers and Marks Bros. Jewelers.

Whitehall Jewellers Inc


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