VINCE HOLDING CORP. — Director's Dealing 2013

Nov 22, 2013

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Apparel Holding Corp. (VNCE)
CIK: 0001579157
Period of Report: 2013-11-21

Reporting Person: SCSF Cardinal, LLC (10% Owner)
Reporting Person: Sun Capital Securities Offshore Fund, Ltd. (10% Owner)
Reporting Person: SUN CAPITAL SECURITIES FUND, LP (10% Owner)
Reporting Person: Sun Capital Securities, LLC (10% Owner)
Reporting Person: Sun Capital Securities Advisors, LP (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Voting Common Stock, par value $0.001	229731.73	Indirect

Footnotes

F1: Pursaunt to the Amended and Restated Certificate of Incorporation of Apparel Holding Corp. (to be renamed Vince Holding Corp., the "Company") to be filed immediately prior to the consummation of the Company's initial public offering, each share of voting common stock, par value $0.001 per share, will be converted into 28.5177 shares of common stock, par value $0.01 per share.

F2: Represents voting common stock owned of record by SCSF Cardinal, LLC ("SCSF Cardinal").

F3: SCSF Cardinal is jointly owned by Sun Capital Securities Offshore Fund, Ltd. ("SCSF Offshore") and Sun Capital Securities Fund, L.P. ("SCSF LP"). Sun Cardinal Securities, LLC ("SCSF LLC") is the general parter of Sun Capital Securities Advisors, L.P. ("SCSF Advisors"), which is in turn the general partner of SCSF LP. As a result, SCSF LLC, SCSF Advisors, SCSF LP and SCSF Offshore (collectively, the "Indirect Sun Owners") may be deemed to have indirect beneficial ownership of the securities owned of record by SCSFCardinal. Each Indirect Sun Owner expressly disclaims beneficial ownership of any securities in which they do not have a pecuniary interest.