Jaclyn, Inc. Agrees to Be Acquired by an Affiliate of Golden Touch Imports, Inc. for $7.85 per Share

MAYWOOD, NJ--(Marketwired - Jan 20, 2017) - Jaclyn, Inc. (OTCQX: JCLY) today announced that it has entered into a definitive merger agreement with Jaclyn Holdings Parent LLC ("Holdings"), an affiliate of Golden Touch Imports, Inc. ("Golden Touch"), pursuant to which Holdings will acquire Jaclyn for $7.85 a share.

The merger consideration represents a 16% percent premium over the closing bid price of Jaclyn's common stock as quoted on the website of OTC Markets Group on January 19, 2017.

The board of directors approved the proposed acquisition based upon the unanimous recommendation of a Special Committee of directors, which was comprised of independent and disinterested members of Jaclyn's board of directors and which was advised by its own financial and legal advisors. 

Robert Chestnov, Co-President and Co-Chief Executive Officer of Jaclyn, said, "After thorough analysis, the Special Committee and the Board have endorsed this proposed acquisition, which we believe maximizes value for our stockholders. On behalf of the Board, I would like to recognize our outstanding team of dedicated employees who have made Jaclyn the success it is today. Jaclyn and Golden Touch share the same high operating standards and have a similar overall company culture. We look forward to working with Golden Touch to promptly complete the transaction." 

Bruce Fischer, President of Golden Touch, added, "We are thrilled that the fine and accomplished Jaclyn team will be joining our family. Both of our companies have a culture built on honesty and integrity. We look forward to incorporating best practices from each business to improve our ability to serve our customers."

The proposed acquisition is expected to close in the first quarter of 2017, subject to the approval by Jaclyn's stockholders and the satisfaction or waiver of customary closing conditions. There is no financing condition to complete the proposed acquisition.

Houlihan Capital, LLC is acting as financial advisor to the Special Committee, and has provided a fairness opinion in connection with the transaction to the Special Committee. Day Pitney LLP is acting as legal advisor to the Special Committee. Troutman Sanders LLP is acting as legal advisor to Jaclyn in connection with the proposed acquisition. Levy Holm Pellegrino & Drath LLP and Fried, Frank, Harris, Shriver & Jacobson LLP are acting as legal advisors to Golden Touch in connection with the proposed acquisition.