BLHI Blue Holdings Inc (CE)

Blue Holdings, Inc. (OTC: BLHI), a designer, manufacturer and distributor of high-end fashion jeans, today announced that effective October 31, 2008, it has entered into a joint venture (JV) agreement, with Headgear, Inc, a leading fashion designer and manufacturer with wholesale sales in excess of $100 million. The new entity, Blue Holdings Headgear JV LLC (BHH), will market, sell and distribute the Taverniti So, Yanuk, and Antik Denim apparel brands within the United States. BHH will initially market Blue Holdings� products to all of the current customers of Blue Holdings and Headgear. Headgear will also develop non-denim products for distribution by BHH, such as t-shirts, hoodies and footwear, under the Taverniti So, Yanuk, and Antik Denim brands. Blue Holdings will continue to source the denim products for its various brands, and will sell those products to BHH for distribution to US retailers. The new formed joint venture also has the right to enter license agreements for merchandise under the aforementioned brands for sale in the U.S. Any license fees would be split equally between Blue Holdings and Headgear. Under the terms of the agreement, BHH will be financed by Headgear Inc., with Blue Holdings and Headgear each owning 50% of the newly formed entity. Headgear will advance Blue Holdings $1.25 million over the course of four months to be used as working capital. The advance will be repaid out of Blue Holding�s portion of BHH�s operating profits. Headgear will also finance all the production of product purchased by the BHH. Founded in 1992, Headgear Sportswear is today a wholesale designer and marketer of young men's and junior's apparel in the U.S., with a portfolio of brands such as Blac Label, Blac Label Pink, Blac Label Gunmetal and Tru Ambition footwear. Headgear's brands are sold through multiple retail channels. �We are very excited to execute on this broad-based partnership with Headgear, which has re-energized our company during a difficult economic climate,� said Glenn Palmer, Chief Executive Officer of Blue Holdings, Inc. �By combining our respective core competencies and creative vision, we will enhance and strengthen the product offerings under the Antik, Yanuk, and Taverniti brands as well as broadening their base of distribution. The partnership of these two companies has tremendous synergies and we look forward to a long and successful relationship.� Jeff Watson, Chief Executive Officer of Headgear Inc., stated, �We are looking forward to teaming with Blue Holdings and providing the expertise that has enabled us to continue to grow our house of brands profitably in a difficult retail landscape. The brand equity of Antik, Taverniti So and Yanuk speak for themselves and we feel that working closely with Blue Holdings, we can fully round out the collections and offer complete lifestyle brands.� About Blue Holdings, Inc. Blue Holdings, Inc., directly and through its wholly owned subsidiaries, Antik Denim, LLC and Taverniti So Jeans, LLC, designs, develops, manufactures, markets, distributes and sells high-end fashion jeans, apparel, and accessories under the "Antik Denim," "Yanuk," "Taverniti So and Jeans," brands both in the United States and internationally. Blue Holdings currently sells men's, women's and children�s styles. Antik Denim, Yanuk and Taverniti So jeans and apparel are made from high-quality fabrics milled in the United States, Japan, Italy and Spain, and are processed with cutting-edge treatments and finishes. Blue Holdings' concepts, designs, embellishments, patent-pending pockets and great attention to detail and quality give it a competitive advantage in the high-end fashion jeans market. Forward-Looking Statements This release contains "forward-looking statements" that include information relating to future events. Examples of forward looking statements included in this release include statements regarding the proposed joint venture with Headgear Inc. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause these differences include, but are not limited to: fluctuations in demand for Blue Holdings� products, the introduction of new products, Blue Holdings� ability to maintain customer and strategic business relationships, the impact of competitive products and pricing, growth in targeted markets, the adequacy of Blue Holdings� liquidity and financial strength to support its growth, and other information that may be detailed from time to time in Blue Holdings� filings with the United States Securities and Exchange Commission. For a more detailed description of the risk factors and uncertainties affecting Blue Holdings, please refer to the Company's recent Securities and Exchange filings, which are available at www.sec.gov. Blue Holdings undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.