Mr. Vince Tyra reports

GILDAN ACTIVEWEAR ANNOUNCES BOARD REFRESHMENT TO SUPPORT CEO VINCE TYRA AND GILDAN'S NEXT PHASE OF SUSTAINABLE GROWTH

Gildan Activewear Inc. has refreshed its board of directors, which has been thoughtfully constructed based on extensive shareholder engagement. The new board will guide the company's next phase of growth under the leadership of Vince Tyra, president and chief executive officer, and ensure the previously announced sale process is conducted in a manner that will benefit all shareholders of Gildan.

The company is pleased to announce that its board of directors has appointed Timothy (Tim) Hodgson, former special adviser to Governor Carney at the Bank of Canada and former chief executive officer of Goldman Sachs Canada, Lewis L. (Lee) Bird III, former chairman and chief executive officer of At Home Group Inc., Jane Craighead, former senior vice-president, global human resources, at Scotiabank, Lynn Loewen, former president of Minogue Medical Inc., and Les Viner, former managing partner of Torys LLP, as independent directors of the board, effective May 1, 2024. The five new directors take the seats of directors Donald C. Berg, Maryse Bertrand, Shirley Cunningham, Charles Herington and Craig Leavitt. The board decided that near-term board refreshment was in the best interests of Gildan. To facilitate a smooth transition process at this important junction, the new directors have been recent observers to the board.

In addition, Luc Jobin and Chris Shackelton, members of the special committee supervising the continuing sale process, will continue in their roles to help transition the special committee to the refreshed board. They have informed the board that they will not stand for re-election at the company's 2024 annual meeting and will retire after the annual meeting. The board recommends that shareholders vote for the elections of Karen Stuckey and J.P. Towner, who have been nominated by a shareholder, Browning West. The board requested to interview all of Browning West's candidates, but that request was declined. It was clear to the board during deliberations, through prior consideration of potential candidates for board refreshment, and feedback received from shareholders and other stakeholders of the company, that Ms. Stuckey and Mr. Towner would be additive to the board as Gildan pursues its growth agenda. The board does not believe that the rest of Browning West's slate offers an increase in expertise or experience to Gildan's business, and, accordingly, they do not represent the best mix of director candidates.

The board unanimously recommends and it is expected that the new board, as it will be constituted on May 1, 2024, will appoint Mr. Hodgson as independent/non-executive chair, effective that day. With these changes, the company's recommended slate of director candidates for the 2024 annual meeting will include the following individuals:

• Mr. Hodgson, independent/non-executive chair;
• Mr. Bird;
• Dhaval Buch;
• Marc Caira;
• Ms. Craighead;
• Sharon Driscoll;
• Ms. Loewen;
• Anne Martin-Vachon;
• Mr. Tyra, president and CEO;
• Mr. Viner;
• Ms. Stuckey -- recommended Browning West nominee;
• Mr. Towner -- recommended Browning West nominee.

These individuals are highly qualified. The company's nominees have been thoughtfully selected to serve on the board of directors following a robust recruitment process, including the hiring of an independent search firm and extensive shareholder engagement. The board possesses strong business and core industry experience, and deep expertise in key functional areas, such as corporate governance, legal, ESG (environmental, social and governance) and HR (human resources), which are needed to oversee Gildan in its next phase of growth.

"I look forward to working with this highly qualified board and management team to realize the full benefits of Vince's ambitious yet realistic plan to drive growth by enhancing the Gildan sustainable growth strategy," said Mr. Hodgson, incoming chair of Gildan. "The refreshed board and I fully believe in Vince and his talented team, as well as Gildan's leading market position and growth prospects. Rest assured, I and every member of the board and management team will continue to work tirelessly on behalf of all Gildan shareholders to ensure value is being maximized."

"I am excited to lead Gildan forward with Tim and this world-class, reconstituted board, and look forward to leveraging their deep, varied expertise and strengths as we aim to build value together through thoughtful execution and sustainable growth," said Mr. Tyra, president and chief executive officer of Gildan.

In addition, the previously disclosed support agreement entered between Gildan and Coliseum Capital Management LLC on Dec. 17, 2023, remains in effect. Mr. Shackelton has been valuable in helping to stabilize the company, evaluate opportunities for future growth, and ensure Gildan has the right long-term strategy and best possible board in place. Coliseum intends to vote in favour of Gildan's recommended slate of director candidates at the 2024 annual meeting.

"Gildan is a great business with several compelling strategic paths available for continued value creation, and I am encouraged by the company's focus and performance at this pivotal point in its evolution. I am confident that the refreshed board has the right skills, commitment and character to forge a bright future for the benefit of all shareholders," said Mr. Shackelton, co-founder and managing partner of Coliseum Capital Management.

Background on refreshment process

In connection with today's news, the board provided additional background on the refreshment process: "Over the past five months, Gildan's board has engaged with, welcomed and sought out the views of the company's shareholders, including Browning West and their supporters. Our first choice has always been to resolve this unnecessary proxy contest in a mutually agreeable manner that benefits all shareholders of Gildan. Throughout this process, the board has sought to maintain open lines of communication with Browning West, including discussing numerous settlement possibilities that balance Browning West's interests with those of Gildan's broader shareholder base. The board and management team have held 87 meetings with shareholders, including multiple meetings with Gildan's top 25 shareholders and those who Browning West has deemed as supportive.

"Through that engagement, it was evident that there was not unanimous support for the Browning West nominees -- even amongst those who Browning West counts publicly as supportive. Specifically, there was concern about Mr. Chamandy returning to the company, that the nominees were selected by Browning West without input from other shareholders, and about providing Browning West with unchecked control of the company. It became clear that the type of board that shareholders wanted to see moving forward was a board that balanced fresh perspectives with historic knowledge -- previous board experience with a focus on governance, industry and manufacturing experience, and one that was responsive to the views of shareholders.

"With this significant input from shareholders, the corporate governance and social responsibility committee, which included members who were not targeted by Browning West, conducted an extensive recruitment process with the assistance of an external independent recruitment firm. Our slate strikes a balance between ensuring the board retains historical continuity during a period of transition and provides fresh perspectives to ensure it continues to serve its important oversight function on behalf of all shareholders.

"In Browning West's rush to get the board they wanted -- and in their unwillingness to engage constructively -- they overlooked one obvious fact that underscores how needless their actions of the last four months have been: The board has always been open to and pursued pro-active refreshment to ensure the right balance of fresh perspectives and historical continuity. This includes a regular pattern of planned refreshment. If this is about governance and expertise required for the future success of the company, as Browning West asserts, then they should have no problem supporting this board. But if this is about putting their interests first and getting the board they picked with no checks and balances, as shareholders have expressed concern about, then they will continue to drive forward with the slate they, not other shareholders, have picked.

"The new board greatly appreciates the support and leadership that Donald, Maryse, Shirley, Luc, Charles, Craig and Chris provided Gildan, and wish them the best."

Update on sale process

The board also provided an update today on its previously communicated sale process in response to the receipt of a confidential non-binding expression of interest to acquire Gildan:

"There continues to be external interest in acquiring the company and the process is ongoing. Due to the timing of the upcoming annual meeting, which the board is fully committed to hold on May 28, as originally planned, we do not expect to make any further announcements on the potential sale process before then. We are confident that with the stability resulting from the resolution of the contested directors' election issue at the annual meeting, the newly reconstituted board that we are recommending to our shareholders will, if elected, pursue their fiduciary duties by reviewing such external interest and assessing it against the company's future plans."

Gildan intends to file, by April 29, 2024, its management proxy circular with the Canadian securities regulatory authorities on SEDAR+ in connection with its upcoming 2024 annual meeting to be held on May 28, 2024.

About Mr. Hodgson

Mr. Hodgson has a long and distinguished leadership career in asset management, finance and public service. Mr. Hodgson was special adviser to Governor Carney at the Bank of Canada and served as chief executive officer of Goldman Sachs Canada from 2005 to 2010, after having risen through various positions within the international investment bank's New York, London, Silicon Valley and Toronto offices. Mr. Hodgson has more than 15 years of board experience spanning several sectors. He currently serves as chair of Hydro One, a TSX 60 company and Canada's largest publicly traded electricity transmission and distribution service provider. He also serves as chair of the Canadian Investment Regulatory Organization, vice-chair of the investments committee of the Ontario Teacher's Pension Plan and on the board of the Property and Casualty Insurance Compensation Corp. Mr. Hodgson most recently served as managing partner and director of Alignvest Management Corp., a Canadian-based private equity investment firm. His prior board directorships include Dialogue Health Technologies, PSP Investments, Sagicor Financial Company, MEG Energy, the Ivey School of Business at Western University and Bridgepoint Health. He is a fellow of the Institute of Chartered Professional Accountants (FCPA) and holds the Institute of Corporate Directors designation (ICD.D).

About Mr. Bird

Mr. Bird brings to the Gildan board deep leadership experience and relevant industry expertise. He most recently served as chairman and chief executive officer of At Home Group Inc., a United States-based retailer. Prior to that, Mr. Bird served as managing director/consumer practice leader of The Gores Group, a global private equity firm. Prior to this, Mr. Bird served as group president of Nike Affiliates for Nike Inc., chief operating officer of The Gap and chief financial officer of Old Navy. Before his consumer/retail career, he held various strategic and financial leaderships roles at Gateway Inc., Honeywell/AlliedSignal Inc. and Ford Motor Company. He started his career as an assistant vice-president and commercial loan officer for BayBanks Inc. Mr. Bird is currently on the board of the Larry H. Miller Companies, the national advisory committee for the Marriott School of Business at Brigham Young University and is a member of the Ownership Advisory Group of the NHL Dallas Stars.

About Ms. Craighead

Ms. Craighead has over 20 years of experience with public companies, first as executive management and then as an independent corporate director. Ms. Craighead is skilled in finance and accounting, human resource management, including executive compensation, corporate governance, business strategy, and change management. She most recently served as senior vice-president of global human resources at Scotiabank. Prior to that, Ms. Craighead served as global practice leader, total rewards, of Rio Tinto, as well as a similar role at Alcan. Ms. Craighead is currently a member of the board of directors of Crombie Real Estate Investment Trust, where she is a member of the human resources committee, and chair of the governance and nominating committee for Wajax Corp., where she is a member of the audit committee and chair of the human resources committee, and of Telesat Corp., where she is a member of the audit and nominating and governance committees, and chair of the human resources and compensation committee. Her prior board directorships include Jarislowsky Fraser Ltd., Intertape Polymer Group Inc., Clearwater Seafoods Inc. and Park Lawn Corp. Ms. Craighead has a PhD in management and is a chartered professional accountant (CPA).

About Ms. Loewen

Ms. Loewen brings a wealth of valuable experience to the board, particularly in executive leadership, governance, risk management, finance, technology, accounting and sustainability/ESG (environmental, social and governance). She most recently served as president of Minogue Medical Inc., a Canada-based health care organization specializing in the delivery of innovative medical technologies to hospitals and medical clinics. Before Minogue, Ms. Loewen served as president of Expertech Network Installation Inc. Ms. Loewen has also held key positions with Bell Canada Enterprises, including vice-president of finance operations and vice-president of financial controls. Prior to this, she was vice-president of corporate services and chief financial officer of Air Canada Jazz. In addition, Ms. Loewen possesses extensive board experience; she currently serves as a member of the board of directors and chair of the audit committee of National Bank of Canada, a Canadian chartered bank, and a director of Emera Inc., a Toronto Stock Exchange-listed multinational energy company. Ms. Loewen is the current chancellor of Mount Allison University. She is a fellow of the Institute of Chartered Professional Accountants (FCPA) and holds the Institute of Corporate Directors designation (ICD.D).

About Mr. Viner

Mr. Viner is a lawyer, chartered professional accountant (CPA) and seasoned business leader, bringing to the board extensive experience in financial and strategic planning, change management, talent development, risk management, conflict resolution, business development and transaction execution. Mr. Viner most recently served as a senior partner of Torys LLP, a leading international business law firm headquartered in Toronto. Before that, Mr. Viner served as managing partner of Torys, where he was responsible for the firm's overall strategic direction and client focus, as well as for all professional and administrative matters. In this role, Mr. Viner led the transition from a single-office, founder-led firm to a multioffice, professionally led firm, while developing and implementing a differentiated strategy, which led to marketplace recognition and profitable growth. During his time at Torys, Mr. Viner stepped in to serve as interim general counsel and corporate secretary of Canada Post Corp., advising the company's board, and leading legal, compliance and ESG functions. Prior to that, Mr. Viner practised corporate, securities and natural resources law with Macleod Dixon in Calgary, and international corporate and finance law with Allen & Overy in London, England. Mr. Viner obtained his BComm from University of Calgary, JD from University of Toronto and LLM from Harvard University. Mr. Viner holds the Institute of Corporate Directors designation (ICD.D).

About Gildan Activewear Inc.

Gildan is a leading manufacturer of everyday basic apparel. The company's product offering includes activewear, underwear and socks, sold to a broad range of customers, including wholesale distributors, screenprinters or embellishers, as well as to retailers which sell to consumers through their physical stores and/or e-commerce platforms and to global lifestyle brand companies. The company markets its products in North America, Europe, Asia Pacific and Latin America under a diversified portfolio of company-owned brands including Gildan, American Apparel, Comfort Colors, Goldtoe and Peds.

Gildan owns and operates vertically integrated, large-scale manufacturing facilities which are primarily located in Central America, the Caribbean, North America and Bangladesh. Gildan operates with a strong commitment to industry-leading labour, environmental and governance practices throughout its supply chain in accordance with its comprehensive environmental, social and governance program embedded in the company's long-term business strategy.

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