02 Jul Del Laboratories Inc. to be acquired in $465 million transaction

Excerpt of press release by Del Labs, Inc.

Del Laboratories Inc. (AMEX: DLI) announced today it has signed a definitive merger agreement to be acquired by DLI Holding Corp., a company jointly owned by affiliates of Kelso & Company and Church & Dwight, Co., Inc. (NYSE: CHD), in a cash transaction valued at $385 million. Under the merger agreement, each outstanding share of Del Laboratories common stock will be converted into the right to receive $35.00 per share in cash. The total transaction value is approximately $465 million, including the assumption of approximately $80 million of debt.

Dan K. Wassong, Chairman, President and Chief Executive Officer of Del Laboratories, said, “I am delighted that we have reached this agreement with Kelso & Company and Church & Dwight. This transaction offers both an immediate cash premium to Del Laboratories’ shareholders and the opportunity for the Company to continue its growth.”

Following the close of the transaction, which is expected to occur in the fourth quarter of 2004, Del Laboratories will become a wholly owned subsidiary of DLI Holding Corp. and will cease to be a publicly traded company. Upon closing of the transaction, Mr. Wassong will retire. William McMenemy, currently Executive Vice President of Marketing at Del, will become President and Chief Executive Officer of Del; Charles J. Hinkaty, Vice President of Del and resident of Del Pharmaceuticals, will become Chief Operating Officer; Harvey Alstodt, currently Executive Vice President of Sales, will become President of Global Business; and Enzo J. Vialardi will remain Executive Vice President and Chief Financial Officer.

Atlas Advisors acted as financial advisor to Del Labs and Kelso & Co. in connection with this transaction.

Atlas Advisors is the marketing name for Atlas Advisors, LLC and Atlas Strategic Advisors, LLC. Atlas Strategic Advisors, LLC provides financial advisory services in connection with mergers, acquisitions and other similar transactions. Atlas Strategic Advisors, LLC is a wholly owned subsidiary of Atlas Advisors, LLC and a member of the FINRA.

None of the information contained in this release constitutes a recommendation, solicitation or offer by Atlas Strategic Advisors, LLC or its affiliates to buy or sell any securities, futures, options or other financial instruments or provide any investment advice or service.