Broder Bros., Co. Announces Expiration of the Consent Time for the Private Exchange...

Broder Bros., Co. Announces Expiration of the Consent Time for the Private
Exchange Offer

TREVOSE, Pa., May 11 /PRNewswire/ -- Broder Bros., Co. (the "Company")
announced today the consent time with respect to its pending private exchange
offer for all of its 11.25% senior notes due 2010 (the "Existing Notes")
expired at 5:00 p.m., New York City time, on Friday, May 8, 2009 (the "Consent
Time"). As of that time, $206.4 million in aggregate principal amount of
Existing Notes, or 91.75%, had been tendered in the exchange offer. As a
result of the expiration of the Consent Time, tenders of Existing Notes may no
longer be withdrawn and agreements to be bound by the mutual releases and
consents may not be revoked.

The minimum tender condition to the exchange offer remains at $213.75 million
in principal amount of the Existing Notes, or 95% of the outstanding Existing
Notes. As previously discussed, if the Company does not achieve the minimum
tender condition or the exchange offer is not completed for any other reason,
the Company anticipates that it will, and is prepared to, initiate a
restructuring through the filing of a voluntary petition under Chapter 11 of
the Bankruptcy Code. The Company and its restructuring advisors have prepared
the materials necessary to file for bankruptcy under Chapter 11 of the
Bankruptcy Code if the minimum tender condition is not satisfied. The Company
believes that an in-court restructuring will be on terms much less favorable
to the holders of the Existing Notes than the terms of the pending exchange
offer. The Company estimates that an in-court restructuring would result in
an additional $25 million in fees, expenses and borrowing costs and that the
Company would need to seek additional capital to pay these costs and expenses.
This estimate excludes additional liquidity constraints associated with a
reduction in sales and collections, an acceleration of vendor payments as a
result of a contraction of trade terms, fees associated with a new capital
investment and general business degradation, resulting from an in-court
restructuring. The Company expects this additional capital to be on terms
that would materially reduce what holders of the Existing Notes would receive,
if anything, in an in-court restructuring on account of their Existing Notes.

If the Company were forced to undertake an in-court restructuring, the
benefits of the Company's recent amendment to its revolving credit facility
will be lost and lenders thereunder could seek to compel the liquidation or
sale of the Company, neither of which the Company believes will maximize value
for the holders of the Existing Notes.

As further described in the Offering Memorandum, in the event that less than
$220.5 million in principal amount of Existing Notes are tendered in the
exchange offer and mutual release and consent solicitation, we will form a new
wholly owned subsidiary and transfer substantially all of our assets to such
subsidiary as soon as practicable following the completion of the exchange
offer. Under the terms of the indenture governing the exchange notes, such
subsidiary will be required to guarantee the exchange notes, but, as a result
of the effectiveness of the proposed amendments to the indenture governing the
Existing Notes, will not be required to guarantee any of the Existing Notes
that remain outstanding after the exchange offer. As a result, the Existing
Notes will be effectively subordinated to the claims of that new subsidiary's
creditors, including the lenders under the existing revolver, holders of the
exchange notes and any trade creditors. As of March 28, 2009 on a pro forma
basis giving effect to the exchange offer and asset transfer, the new
subsidiary would have had approximately $330 million of indebtedness
(including obligations under guarantees of indebtedness) and other
liabilities, including trade payables.

The expiration time of the exchange offer will remain at 11:59 p.m., New York
City time, on May 14, 2009, unless extended by the Company.

Except as set forth herein, the terms of the exchange offer and mutual release
and consent solicitation remain the same as set forth in the Offering
Memorandum and Mutual Release and Consent Solicitation Statement, dated April
17, 2009, as supplemented by Supplement No. 1, dated April 28, 2009, and the
press release issued by the Company on May 6, 2009 relating to the reduction
of the minimum tender condition (the "Offering Memorandum") and the
accompanying Letter of Transmittal, Mutual Release and Consent (the "Letter of
Transmittal" and, together with the Offering Memorandum, the "Offering
Documents") previously distributed to eligible holders. D.F. King & Co., Inc.
is serving as exchange agent and information agent for the exchange offer and
may be contacted at (800) 859-8508 or (212) 269-5550.

The new securities issued pursuant to the exchange offer have not been and
will not be registered under the Securities Act or any state securities laws.
Therefore, the new securities may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements of the Securities Act and any applicable state securities laws.

This press release does not constitute an offer to purchase any securities or
a solicitation of an offer to sell any securities. The exchange offer and
mutual release and consent solicitation are being made only pursuant to the
Offering Documents and only to such persons and in such jurisdictions as is
permitted under applicable law.

About Broder Bros., Co.
Broder Bros., Co. is one of the nation's largest distributors of trade,
private label, and exclusive apparel brands to the imprinting, embroidery and
promotional product industries, serving customers since 1919. It currently has
eight distribution centers across the U.S. and has the capability to deliver
to approximately 80 percent of the U.S. population in one day. Via its three
divisions, the company distributes industry-leading brands Anvil, Fruit of the
Loom, Gildan, Hanes and Jerzees as well as exclusive retail brands Adidas Golf
and Champion.

Cautionary Information Regarding Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. These forward-looking
statements generally can be identified as such because the context of the
statement includes words such as "believe," "expect," "anticipate," "will,"
"should" or other words of similar import. These statements also include, but
are not limited to, the Company's plans, objectives, expectations and
intentions and other statements that are not historical facts. Such statements
are based upon the current beliefs and expectations of the management of
Broder Bros., Co. and are subject to significant risks and uncertainties.

Forward-looking statements are not guarantees of future results and conditions
but rather are subject to various factors, risks and uncertainties that could
cause our actual results to differ materially from those expressed in these
forward-looking statements. The following factors, among others, could cause
actual results to differ from those set forth in the forward-looking
statements: failure to complete the exchange offer would force the Company to
seek protection under Chapter 11 of the Bankruptcy Code; failure to abide by
the terms of the amendment to the Company's credit facility would make it
difficult for the Company to operate its business in the ordinary course, and
would likely force the Company to seek protection under Chapter 11 of the
Bankruptcy Code; if the Company's cash provided by operating and financing
activities continues to be insufficient to fund its cash requirements, the
Company will face substantial liquidity problems without a restructuring; a
long and protracted restructuring could adversely impact the Company's
management and otherwise adversely affect the Company's business; slowdowns in
general economic activity have detrimentally impacted the Company's customers
and have had an adverse effect on its sales and profitability; the Company's
ability to access the credit and capital markets may be adversely affected by
factors beyond its control, including turmoil in the financial services
industry, volatility in financial markets and general economic downturns; the
Company's industry is highly competitive and if it is unable to compete
successfully it could lose customers and sales may decline; disruption in the
Company's distribution centers could adversely affect its results of
operations; the Company obtains a significant portion of its products from a
limited group of suppliers, and any disruption in their ability to deliver
products to the Company or a decrease in demand for their products could have
an adverse effect on the Company's results of operations and damage its
customer relationships; the Company may purchase more inventory than the
Company can sell through in a reasonable period of time causing it to incur
increased inventory carrying costs; the Company's relationships with most of
its suppliers are terminable at will and the loss of any of these suppliers
could have an adverse effect on its sales and profitability; the Company
relies on vendor financing, and if vendors do not provide financing or require
cash in advance or cash on delivery, the Company may be unable to improve
inventory levels; the Company does not have any long-term contracts with its
customers and the loss of customers could adversely affect its sales and
profitability; the Company must successfully predict customer demand for its
private label products to succeed; the Company relies significantly on one
shipper to distribute its products to its customers and any service disruption
could have an adverse effect on its sales; if any of the Company's
distribution facilities were to unionize, the Company would incur increased
risk of work stoppages and possibly higher labor costs; loss of key personnel
or inability to attract and retain new qualified personnel could hurt the
Company's business and inhibit its ability to operate and grow successfully;
the Company may incur restructuring or impairment charges that would reduce
its earnings; the Company may not successfully identify or complete future
acquisitions or establish new distribution facilities, which could adversely
affect its business; the Company will recognize cancellation of indebtedness
income as a result of the exchange, which may eliminate its net operating loss
carryforwards; the Company's substantial level of indebtedness could adversely
affect its financial condition and prevent it from fulfilling its obligations;
the Company intends to cease filing reports with the Securities and Exchange
Commission ("SEC") as soon as possible after the early settlement date of the
exchange offer; despite current anticipated indebtedness levels and
restrictive covenants, the Company may incur additional indebtedness in the
future; and other factors, risks and uncertainties detailed from time to time
in its SEC filings. The Company assumes no obligation to update these
forward-looking statements.

Website: http://www.broderbrosco.com/

SOURCE Broder Bros., Co.

Martin J. Matthews, CFO of Broder Bros., Co., +1-215-291-6140 Ext. 1053