June 7, 2012

Kenneth Cole Productions, Inc. announces merger agreement with Willkie client Kenneth D. Cole, the company’s Chairman and Chief Creative Officer.

On June 6, Kenneth Cole Productions, Inc. announced that it has entered into a definitive merger agreement under which Willkie client Kenneth D. Cole, Chairman and Chief Creative Officer of the company, will acquire the company in a going-private transaction with a total enterprise value of approximately $245 million. Mr. Cole is currently the beneficial holder of approximately 46% of the company's outstanding common stock (representing approximately 89% of the voting power). The acquisition will be made through KCP Holdco, Inc., an entity controlled by Mr. Cole and formed for the purposes of the acquisition. Under the agreement, the company's shareholders, excluding Mr. Cole and his affiliated entities, will receive $15.25 per share in cash upon completion of the transaction. Kenneth Cole Productions, Inc. designs, sources, and markets a broad range of footwear, handbags, apparel and accessories under the brand names Kenneth Cole New York, Kenneth Cole Reaction, and Unlisted, as well as footwear under the proprietary trademark Gentle Souls.

The deal was handled by: Corporate/M&A – partner Adam Turteltaub and associates Sean Ewen, Amanda Burke, Tyler Barnett and Ruchi Patel; Benefits – partner Michael Katz and associates Jordan Messinger and Jennifer Long; Debt Finance – partner William Hiller and associate John Longobardo; Intellectual Property – associate Meghan Hungate; Litigation – partners Tariq Mundiya and Antonio Yanez and associate Sameer Advani and Andrew Hanrahan; Real Estate – partner Thomas Henry and associates Daniel Backer and Laura Franklin; and Tax – partner Christopher Peters and associate DJ Stauber.