Nebraksa Book Company Files Second Amended Plan of Reorganization and Disclosure Statement

Lincoln, Nebraska
Friday, March 7, 2012

NBC Acquisition Corp. and its subsidiaries, including Nebraska Book Company ("NBC" or the "Company"), an industry leader in solutions for the college bookstore marketplace, today filed a Second Amended Plan of Reorganization ("Plan") and Disclosure Statement with the U.S. Bankruptcy Court for the District of Delaware. A hearing to approve the Disclosure Statement will be held on or around April 11, 2012.

"This is an important step in our process," said Barry Major, the Company's President. "We have spent a great deal of time working with our lenders and have reached an agreement with the bondholder's Steering Committee; this is a sign of confidence in the future of our business."

Nebraska Book Company also filed a motion to reject executory contracts and unexpired leases today, which rejects the real-property leases of approximately 40 off-campus bookstores. In January, the Company announced they had received an extension to continue evaluating the performance of 45 off-campus stores; they announced today, most of these stores will be closing on or before March 31, 2012. The Company's on-campus bookstores are not impacted by this announcement.

"Our off-campus stores have faced tremendous competition over the past year. The historical advantage our off-campus stores enjoyed was better pricing through a vast selection of used books. This was impacted significantly. Students shopped either for on-line rentals or at the on-campus store which was beginning to offer a rental program," said Major. "Even though our on-campus stores and our other divisions performed reasonably well, our financial performance as a whole missed our target due to the performance of our off-campus stores, which led us to make some difficult decisions."

"Revenue declines have been severe in these stores and cumulatively they have lost over $3 million this year. We knew we owed it to our creditors and the Company to make some changes," continued Major. "The Chapter 11 process allows us to initiate store closings if it will improve our overall financial performance; this decision does indeed improve our financial outlook."

A copy of the Second Amended Plan of Reorganization and Disclosure Statement can be found at http://www.kccllc.net/nbc. Questions regarding the Plan of Reorganization Disclosure Statement should be directed to the restructuring hotline at 1.888.369.6612.

The off-campus stores that will be closed on or before March 31, 2012, include:

The College Store, Bellingham, WA
The College Store, Amherst, NY
Boomer Book Company, Norman, OK
Knight's Corner, Orlando, FL
College Book Warehouse, Louisville, KY
The College Store, Overland Park, KS
University Book and Supply, Richmond, KY
Saluki Bookstore, Carbondale, IL
Arizona Book Store, Tucson, AZ
Specialty Books, Athens OH
The College Store, East Lansing, MI
Michigan Book & Supply, Ann Arbor, MI
Campus Book & Supply, Ypsilanti, MI
South Texas Book & Supply, Edinburg, TX
The College Store, Arlington, TX
Raider Books, Lake Mary, FL
Mike's Books Store, Ypsilanti, MI
Mike's Books Store, Ypsilanti, MI
S. Texas Book & Supply Branch, McAllen TX
Sooner Textbooks, Norman, OK
The College Store, Houston, TX
Florida Book Store- Volume II, Gainesville, FL
Dakota Textbook Company, Vermillion, SD
Feed and Read Bookstore, Kutztown, PA
The College Store, Phoenix, AZ
University Bookstore, San Antonio, TX
Roadrunner Bookstore, San Antonio, TX
Ram Book & Supply, Chapel Hill, NC
South Texas Book & Supply, Edinburg, TX
Hillborough Street Textbooks, Raleigh, NC
The College Store, Houston, TX
The College Store, Orono, ME
College Book and Supply Vol. III, Orlando FL
The College Store, Arlington, TX
Loupot's Northgate Bookstore, College Station, TX
Loupot's Northgate Bookstore, College Station, TX
Loupot's Southgate Bookstore, College Station, TX
Loupot's Southgate Bookstore, College Station, TX
Loupot's Wolf Pen, College Station, TX

About Nebraska Book Company
Nebraska Book Company began in 1915 with a single bookstore near the University of Nebraska campus and now operates over 290 stores serving colleges and universities with more than two million students. The Textbook Division serves more than 2,500 bookstores through the annual sale of approximately six million textbooks, and the Complementary Services Division has installed more than 1,600 technology platforms and e-commerce sites. Additional information about Nebraska Book Company can be found at the company's website: www.nebook.com.

Forward-Looking Statements
This press release contains "forward-looking statements" made by the Company and/or NBC Acquisition (together, the "NBC Companies") within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the NBC Companies' ability to implement the restructuring, the size and scope of the restructuring, the effect of the restructuring on the NBC Companies' balance sheet and amount of debt outstanding, the NBC Companies' ability to finalize the debtor-in-possession financing, the approval of the Bankruptcy Court of the disclosure statement, growth and profitability of the NBC Companies, the NBC Companies' ability to continue to operate during the restructuring, and the impact of the restructuring on the NBC Companies' business. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various factors, risks, and uncertainties that could cause the NBC Companies' actual results to differ materially from those expressed in these forward-looking statements, including, but not limited to,

  • the potential adverse impact of the chapter 11 cases on the NBC Companies' business, financial condition, or results of operations, including the NBC Companies' ability to maintain contracts and other customer and vendor relationships that are critical to the NBC Companies' business and the actions and decisions of the NBC Companies' creditors and other third parties with interests in the NBC Companies' chapter 11 proceedings;
  • the NBC Companies' ability to maintain adequate liquidity to fund the NBC Companies' operations during the chapter 11 cases and to fund a plan of reorganization thereafter, including obtaining sufficient debtor-in-possession and "exit" financing; maintaining normal terms with the NBC Companies' vendors and service providers during the chapter 11 cases and complying with the covenants and other terms of NBC Companies' financing agreements;
  • the NBC Companies' ability to obtain court approval with respect to motions in the chapter 11 cases prosecuted from time to time and to develop, prosecute, confirm, and consummate one or more plans of reorganization with respect to the chapter 11 cases and to consummate all of the transactions contemplated by one or more such plans of reorganization or upon which consummation of such plans may be conditioned;
  • goodwill impairment or impairment of identifiable intangibles resulting in a non-cash write down of goodwill or identifiable intangibles; and
  • other risks detailed in the NBC Companies' SEC filings, in particular the NBC Companies' Annual Report on Form 10-K for the fiscal year ended March 31, 2011, all of which are difficult or impossible to predict accurately and many of which are beyond the NBC Companies' control.

The risks and uncertainties and the terms of any reorganization plan ultimately confirmed can affect the value of the NBC Companies' various pre-petition liabilities, common stock and/or other securities. No assurance can be given as to what values, if any, will be ascribed in the bankruptcy cases to each of these constituencies. A plan of reorganization could result in holders of the NBC Companies' liabilities and/or securities receiving no value for their interests. Because of such possibilities, the value of these liabilities and/or securities is highly speculative. Accordingly, the NBC Companies urge that caution be exercised with respect to existing and future investments in any of these liabilities and/or securities. Investors and other interested parties can obtain information about the NBC Companies' chapter 11 filing on the Internet at www.nebook.com/info. Court filings and claims information are available at www.kccllc.net/nbc. Caution should be taken not to place undue reliance on the NBC Companies' forward-looking statements, which represent the NBC Companies' view only as of the date of this press release, and which the NBC Companies assume no obligation to update.

Media Contact:
Michelle Campbell


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