Casual Male Corp. Announces Agreement to Sell Its Assets

Business Wire, March 22, 2002

Business Editors

CANTON, Mass.--(BUSINESS WIRE)--March 22, 2002

In connection with their ongoing cases under Chapter 11 of the U.S. Bankruptcy Code, Casual Male Corp. and its debtor subsidiaries ("Casual Male") today announced that they have entered into an Asset Purchase Agreement to sell Casual Male's men's big and tall apparel retail and direct marketing, loss-prevention and alarm monitoring and servicing businesses to an affiliate of Charlesbank Capital Partners, LLC. The purchase price for the assets to be sold pursuant to the Agreement is $137.0m plus the assumption of specified liabilities. Certain assets not relating to the ongoing businesses, such as accounts receivable, will be retained by the estate to further enhance recovery to Casual Male's creditors. Under the Agreement, Casual Male's approximately 3,000 employees will be employed on the same or substantially similar terms as they are currently employed. The Agreement also contemplates the transfer of 473 retail stores.

The Agreement is subject to review and approval of the United States Bankruptcy Court for the Southern District of New York. Pursuant to bankruptcy procedures, the consummation of the transactions contemplated by the Agreement is subject to the receipt of higher and better bids at an auction. Casual Male has requested that the Bankruptcy Court approve April 29, 2002 as the date to conduct the auction. The auction date and procedures are subject to bankruptcy court approval.

On March 13, 2002, Casual Male announced that it entered into an Asset Purchase Agreement to sell substantially all of the assets of its Work 'n Gear business to Sandy Point, LLC. The assets to be acquired under the Agreement between Casual Male and Charlesbank include substantially all of the remaining assets of Casual Male.

Alan I. Weinstein, Chairman and Chief Executive Officer of Casual Male Corp., commented, "This Agreement reflects the final step in the repositioning of Casual Male for a profitable future. Over the last ten months we have worked very hard while in Chapter 11 to focus our business exclusively on its most productive assets. To this end, we have closed approximately 130 under-performing or non-strategic stores, renegotiated the economic terms of certain critical contracts and leases and entered into an agreement to sell Work 'n Gear to an independent operator. Through the due diligence process, we have come to know and respect the Charlesbank organization, and we greatly look forward to the prospect of working with them to grow our leadership position in the men's big and tall apparel market."

"Casual Male enjoys a very strong position in the growing big and tall men's apparel market," said Michael R. Eisenson, Managing Director and Chief Executive Officer of Charlesbank Capital Partners. "The company's activities in Chapter 11 have effectively streamlined the business and positioned it to leverage its leadership position and achieve meaningful growth. We look forward to consummating the transaction through the bankruptcy process and to partnering with Casual Male's management team to accomplish its financial and operating goals."

Casual Male's financial advisor to this transaction was Robertson Stephens, Inc. and its legal counsel is Cadwalader, Wickersham & Taft.

About Casual Male Corp.

Casual Male Corp. and its subsidiaries operate businesses engaged in the retail sale of apparel. The Company operates over 470 on-going retail stores offering fashion, casual, dress clothing and footwear to the big and tall man through its Casual Male Premier, Casual Male Big & Tall and Casual Male Outlet businesses. In addition, the Company sells a wide selection of workwear, healthcare apparel and uniforms for industry and service businesses through its Work 'n Gear subsidiary. The Company's businesses offer their merchandise to customers through diverse selling and marketing channels including retail stores, catalog, direct selling workforces and e-commerce websites.

About Charlesbank Capital Partners, LLC

Charlesbank Capital Partners, LLC is a private investment firm with more than $2 billion of capital committed to acquisition and expansion financing for growing companies and developing real estate assets. The private equity team focuses on middle-market management-led buyouts and growth capital financings, typically investing $20 million to $75 million per transaction. Charlesbank seeks to partner with strong management teams and other value-added investors to build companies with real competitive advantage and excellent prospects for growth. The firm has offices in Boston and New York.