IBI Interline Brands, Inc.

Interline Brands, Inc., a Delaware corporation (NYSE:IBI) (the "Company"), announced today that its wholly owned subsidiary, Interline Brands, Inc. a New Jersey corporation (the "Issuer"), is soliciting consents from holders of its outstanding 7.00% Senior Subordinated Notes due 2018 (the "Notes") to approve amendments (the "Solicited Amendments") to amend the definition of "Change of Control" contained in, and add a definition of "Permitted Holders" to, the Indenture, dated as of November 16, 2010 (as amended by the First Supplemental Indenture, dated June 19, 2012, the "Indenture") to allow GS Capital Partners VI, L.P., P2 Capital Master Fund I, L.P. and their respective affiliates (collectively, the "New Sponsors") to jointly acquire control (the "Merger") of the Company (together with its direct and indirect subsidiaries, collectively, "we," "us" or "Interline Brands"), without triggering a "Change of Control" as defined in the Indenture.

Only Holders of Notes are eligible to consent to the Proposed Amendments. The term "Holder" means each person shown on the records of the registrar for the Notes as a holder. For purposes of the Consent Solicitation, The Depository Trust Company ("DTC") has authorized DTC participants ("DTC Participants") set forth in the position listing of DTC to execute Consent Letters as if they were the Holders of the Notes held of record in the name of DTC or the name of its nominee. Accordingly, for purposes of the Consent Solicitation, the term "Holder" shall be deemed to include such DTC Participants.

As consideration for the Solicited Amendments:

(i) Isabelle Acquisition Sub Inc. will make a cash payment on behalf of the Issuer of $5.00 per $1,000 (the "Consent Payment") in aggregate principal amount of Notes held by each holder of Notes as of the Record Date who has validly delivered a duly executed consent at or prior to the Expiration Time (as defined below) and who has not revoked the consent in accordance with the procedure described in the Consent Solicitation Statement (as defined below);

(ii)  the Issuer will amend the Indenture to increase the interest rate on the Notes under the Indenture from 7.00% to 7.50% per annum;

(iii)  the Issuer will amend the Indenture to increase the redemption price of the Notes for the twelve-month period commencing on November 15, 2013 and ending on November 15, 2014 to 105.625% and the twelve-month period commencing on November 15, 2014 and ending on November 15, 2017 to 103.75%;

(iv)  the Issuer will amend the Indenture to make the Notes senior notes ranking equal in right of payment to all future incurrences of senior indebtedness (including Indebtedness under the new asset based loan facility expected to be entered into in connection with the Merger by amending the definition of "Senior Indebtedness" to include only Indebtedness that is outstanding immediately prior to the date that the Merger is consummated (including any amendment or modification to such Indebtedness); and 

(v)  the Issuer will amend the Indenture to replace the restriction on the incurrence of secured Indebtedness contained in the anti-layering covenant with a covenant restricting the Issuer and the Subsidiary Guarantors from incurring Liens, other than certain Permitted Liens (as defined in the Consent Solicitation Statement), without equally and ratably securing the Notes, which Permitted Liens will include customary exclusions as well as a basket for Permitted Liens based on a 2.25 to 1.00 secured leverage ratio test for incurrence of secured Indebtedness by the Issuer and its restricted subsidiaries.

The amendments set forth above in paragraphs (ii) to (v) (such amendments, the "Beneficial Amendments") and, together with the Solicited Amendments, comprise the proposed amendments (the "Proposed Amendments"). The Solicited Amendments will be operative upon payment of the Consent Payment and the Beneficial Amendments will become operative only if and when the Merger is consummated.

The Consent Payment will be paid three business days after the "Cut-Off Date" referred to in the Agreement and Plan of Merger (the "Merger Agreement") entered into by the Company, Isabelle Holding Company Inc., and Isabelle Acquisition Sub Inc. on May 29, 2012 (the "Go-Shop Cut-Off Date") (but in any event no later than July 27, 2012), provided that the Merger Agreement has not theretofore been terminated.

Adoption of the Proposed Amendments requires the consent of the holders of at least a majority of the aggregate principal amount of all outstanding Notes voting as a single class (such consent, the "Requisite Consents"). The aggregate outstanding principal amount of the Notes as of June 21, 2012 was $300,000,000. Consents may be validly revoked at any time prior to the Effective Time (as defined below) but not thereafter.

The Issuer anticipates that, promptly after receipt of the Requisite Consents prior to the Expiration Time, the Issuer will give notice to Wells Fargo Bank, National Association, as trustee (the "Trustee"), that the Requisite Consents have been obtained and the Issuer, the Company, as parent guarantor, the subsidiary guarantors party to the Indenture, and the Trustee will execute and deliver a supplemental indenture with respect to the Indenture (the "Supplemental Indenture" and such time, the "Effective Time"). Pursuant to the terms of the Supplemental Indenture, the Proposed Amendments will become effective at the Effective Time and shall thereafter bind every holder of Notes. However, if the Merger is not consummated on or prior to November 29, 2012 (as such date may be extended pursuant to the Merger Agreement), (the "Merger Outside Date"), all of the Proposed Amendments, including the Solicited Amendments shall be of no further effect. However, Holders that receive a Consent Payment prior to the Merger Outside Date will still be entitled to such Consent Payment if the Merger is not consummated on or prior to the Merger Outside Date.

The consent solicitation will expire at 5:00 p.m., New York City time, on June 28, 2012 (such date and time, as the Issuer may extend from time to time, the "Expiration Time"). Only holders on the Record Date are eligible to deliver consents to the Proposed Amendments in the consent solicitation.

The consent solicitation is being made solely on the terms and subject to the conditions set forth in the Consent Solicitation Statement, dated June 21, 2012 (as may be amended or supplemented from time to time, the "Consent Solicitation Statement"), and the accompanying Consent Letter (together, the "Consent Solicitation Documents"). The Issuer may, in its sole discretion, terminate, extend or amend the consent solicitation at any time as described in the Consent Solicitation Statement.

Copies of the Consent Solicitation Documents and other related documents may be obtained from Global Bondholder Services Corporation, the Information and Tabulation Agent, at (212) 430-3774 (collect) or (866)-937-2200 (toll free). Holders of the Notes are urged to review the Consent Solicitation Documents for the detailed terms of the consent solicitation and the procedures for consenting to the Proposed Amendments. Any persons with questions regarding the consent solicitation should contact the Solicitation Agents, Goldman, Sachs & Co., at (212) 357-0345 (collect) or (800) 828-3182 (toll free) or BofA Merrill Lynch, at (980) 387-3907 (collect) or (888) 292-0070 (toll free).

This announcement is for information purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security. The Holdco Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This announcement is also not a solicitation of consents with respect to the Proposed Amendments or any securities. No recommendation is being made as to whether holders of Notes should consent to the Proposed Amendments. The solicitation of consents is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or "blue sky" laws.

About Interline Brands

Interline Brands is a leading distributor and direct marketer with headquarters in Jacksonville, Florida. Interline Brands provides broad-line maintenance, repair and operations products to a diversified customer base of facilities maintenance professionals, professional contractors, and specialty distributors primarily throughout North America, Central America and the Caribbean. For more information, visit the Company's website at http://www.interlinebrands.com.

Forward-Looking Statements

Certain statements set forth in this press release constitute "forward-looking statements" as that term is defined under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

Forward-looking statements include information concerning possible or assumed future results of operations, descriptions of our business plans and strategies, the expected timing of the Merger, and the effect of the Proposed Amendments or the Merger on the Notes or on us. These statements often include words such as "anticipate," "expect," "suggest," "plan," "believe," "intend," "estimate," "target," "project," "forecast," "should," "could," "would," "may," "will" and other similar expressions. We base these forward-looking statements on our current expectations, plans and assumptions that we have made in light of our experience in the industry, as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances and at the time such statements were made. Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many important factors could affect our actual financial results, results of operations, the Proposed Amendments, the Notes, the Merger or the related financing, and could cause our actual results or the Proposed Amendments, the Merger or the related financing to differ materially from those expressed in the forward-looking statements. Such factors include, but are not limited to, those set forth under the heading "Risk Factors" in the Consent Solicitation Statement, in our Annual Report on Form 10-K for the fiscal year ended December 30, 2011 and in any report, statement or other information that we incorporate by reference in the Consent Solicitation Statement. You should consider these areas of risk in connection with considering any forward-looking statements that may be made by us generally. The forward-looking statements contained in this press release speak only as of the date of this press release. Except as may be required by the federal securities laws, we undertake no obligation to publicly release the result of any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.

CONTACT: Lev Cela
         PHONE: 904-421-1441