As the slowing economy has prompted consumers to curb their spending, Tarrant Apparel Group has made a steady decline over the past six months.

The company is facing risk of being delisted from the Nasdaq Stock Market as the co-founders try to go private amid the sector's gloomy outlook.

"It's very difficult in the retail space," said Jeffrey Van Sinderen, a Los Angeles-based retail analyst with B. Riley & Co. LLC. "Mall traffic has been running negative and there has been tremendous pressure on the consumer. It's just been very challenging."

The Los Angeles-based maker of private label and private brand clothing makes garments to order for large retail chains.

Tarrant manufactures clothing for national chains, including Macy's, J.C. Penny, Kohl's and Wal-Mart and produces garments for its own brand, American Rag Cie.

Because Tarrant makes private label clothing on order from stores, it has historically been able to withstand the downturns that often plague other publicly traded apparel companies, which experience declines when their brands lose popularity with consumers.

Nevertheless, Tarrant has had difficulties as a public company. Company executives did not respond to requests for comment.

"They have had some execution stumbles over the years," Van Sinderen said. "They probably see an opportunity to take it private, build the business, and not have to deal with the expense of being a public company."

In mid-June, Tarrant founders Gerard Guez and Todd Kay, who own 51 percent of outstanding shares, submitted a proposal to acquire the remaining publicly held shares of the company. Manhattan-based private equity firm GMM Capital LLC is the third largest shareholder of Tarrant, and holds close to 1.6 million shares or 5 percent of outstanding shares.

A committee of independent directors hired financial adviser Houlihan Lokey Howard & Zukin and lawyers at Bingham McCutchen LLP to evaluate the offer. In April, Guez and Kay offered to buy all the outstanding shares for 80 cents each, placing the company's value at $25.6 million.

If the deal falls through, Tarrant will be forced to get its share price back over a dollar or risk being delisted.

From July 2007 until February of this year, Tarrant's stock has fluctuated, but began to steadily decline and reached a 52-week low of 40 cents per share on Feb. 27. Nearly one year ago, in August 2007, the stock reached a 52-week high of $1.38 per share.

In March, the company reported first quarter net sales of $51 million, a 10 percent drop from the same quarter last year.

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