Bear Growth Capital Partners and Everything But Water Acquire Just Add Water


NEW YORK, NY -- (MARKET WIRE) -- February 28, 2007 -- Bear Growth Capital Partners ("BGCP"), an affiliate of Bear Stearns Merchant Banking, announced today that it has acquired Just Add Water, a twelve-store specialty retailer of women's swim and resort-wear located in Texas and Alabama. Upon closing, BGCP will combine Just Add Water with its portfolio company, Everything But Water, the largest independent specialty retailer of women's contemporary swim and resort-wear in the U.S. The acquisition will bring Everything But Water to 72 stores nationwide and further enhance its position as the leading specialty retailer of swim and resort-wear in the U.S. Terms of the transaction were not disclosed.

"The acquisition of Just Add Water is yet another step toward our growth strategy of expanding the retail presence and geographic footprint of Everything But Water," said Joe Scharfenberger, Managing Director, Bear Growth Capital Partners. "Since we acquired Everything But Water in April 2006, our initial store count increased by nearly 40 stores, and now with the acquisition of Just Add Water, we have significantly enhanced our presence in the important Texas market."

"This transaction is an exciting opportunity to build on our recent expansion as Ron McCullars has already built a strong and loyal customer base with attractive retail locations in almost all of the key cities in Texas. We look forward to working with his management team throughout the integration process and beyond," said Ann Tucker, President of Everything But Water.

All of the Just Add Water stores will continue operating as usual and over the next few months the stores will eventually adopt the Everything But Water brand name. "We are excited to be joining Everything But Water and have enjoyed working with the their team and the group at Bear Growth Capital Partners through this process," said Ron McCullars, owner of Just Add Water.

About Just Add Water:

Just Add Water, founded in 1981, operates twelve existing stores with two planned openings this year. The concept is to offer the female consumer the largest and most fashionable selection of swim and resort wear in the industry. For more information: www.justaddwater.com.

About Everything But Water, LLC:

Everything But Water, LLC is a national 60-store specialty retailer of women's swimwear and related accessories, located in 22 states and Puerto Rico. The Company provides the largest selection of trend-setting swimwear for the contemporary woman. More information about Everything But Water can be found at www.everythingbutwater.com.

About Bear Growth Capital Partners:

Bear Growth Capital Partners ("BGCP") is an affiliate of Bear Stearns Merchant Banking, the private equity arm of The Bear Stearns Companies Inc. (NYSE: BSC). BGCP focuses on making investments in middle market companies valued between $25 and $150 million. BGCP invests in compelling growth capital opportunities, traditional buyouts, recapitalizations, co-investments, and control and minority ownership positions alongside superior management teams and other private equity sponsors. More information about BGCP can be found at www.bsmb.com.

Contact Information: Contacts: Melissa Daly Elizabeth Patella Brunswick Group 212-333-3810