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Press release from Business Wire

Robbins Geller Rudman & Dowd LLP Files Class Action Suit against Hot Topic, Inc.

Friday, May 17, 2013

Robbins Geller Rudman & Dowd LLP Files Class Action Suit against Hot Topic, Inc.

19:45 EDT Friday, May 17, 2013

SAN DIEGO (Business Wire) -- Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) today announced that a class action has been commenced in the United States District Court for the Central District of California on behalf of holders of Hot Topic, Inc. (“Hot Topic”) (NASDAQ:HOTT) common stock on March 7, 2013, in connection with the proposed acquisition of Hot Topic by Sycamore Partners Management, L.L.C. and its affiliates 212F Holdings LLC and HT Merger Sub Inc. (collectively, “Sycamore Partners”).

If you wish to serve as lead plaintiff, you must move the Court no later than 60 days from today. If you wish to discuss this action or have any questions concerning this notice or your rights or interests, please contact plaintiff's counsel, Darren Robbins of Robbins Geller at 800/449-4900 or 619/231-1058, or via e-mail at djr@rgrdlaw.com. Any member of the putative class may move the Court to serve as lead plaintiff through counsel of their choice, or may choose to do nothing and remain an absent class member.

The complaint charges Hot Topic, its Board of Directors (the “Board”) and Sycamore Partners with violations of the Securities Exchange Act of 1934 (“1934 Act”). Hot Topic is a mall- and Web-based specialty retailer of apparel, accessories, music and gift items for young men and women.

On March 7, 2013, Hot Topic and Sycamore Partners announced that they had entered into a merger agreement whereby Sycamore Partners would acquire all of Hot Topic's outstanding stock for $14.00 per share in cash (the “Proposed Acquisition”). The complaint alleges that defendants breached their fiduciary duties and/or aided and abetted such breaches in connection with the Proposed Acquisition by conducting a flawed sales process designed to deliver the Company to Sycamore Partners and provide material benefits to Company insiders. In an attempt to secure shareholder support for the unfair Proposed Acquisition, on April 24, 2013, Hot Topic issued a materially false and misleading Preliminary Proxy Statement Pursuant to §14(a) of the 1934 Act (the “Proxy”). The Proxy, which recommends that Hot Topic's shareholders vote in favor of the Proposed Acquisition, omits and/or misrepresents material information in contravention of §§14(a) and 20(a) of the 1934 Act regarding the unfair consideration offered in the Proposed Acquisition and the actual intrinsic value of the Company. The omitted information is material to the impending decision of Hot Topic shareholders whether or not to vote in favor of the Proposed Acquisition and/or whether to seek appraisal for their shares.

Plaintiff seeks injunctive and equitable relief on behalf of holders of Hot Topic common stock on March 7, 2013. The plaintiff is represented by Robbins Geller, which has expertise in prosecuting investor class actions and extensive experience in actions involving financial fraud.

Robbins Geller represents U.S. and international institutional investors in contingency-based securities and corporate litigation. With nearly 200 lawyers in nine offices, the firm represents hundreds of public and multi-employer pension funds with combined assets under management in excess of $2 trillion. The firm has obtained many of the largest recoveries in history and has been ranked number one in the number of shareholder class action recoveries in MSCI's Top SCAS 50 every year since 2003. Please visit http://www.rgrdlaw.com for more information.

Robbins Geller
Darren Robbins
800/449-4900
619/231-1058
djr@rgrdlaw.com

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