1 ----------------------------------------------------------------- SCHEDULE 14A (Rule 14a) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [] Filed by a Party other than the Registrant [X] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [ ] Definitive Additional Materials [X] Soliciting Material Pursuant to sec.240.14a-11(c) or sec.240.14a-12 DELTA APPAREL, INC. (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) BETTIS C. RAINSFORD (NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: ....... (2) Aggregate number of securities to which transaction applies: .......... (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ............ (4) Proposed maximum aggregate value of transaction: ...................... (5) Total fee paid: ....................................................... [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ............................................... (2) Form, Schedule or Registration Statement No.: ......................... (3) Filing Party: ......................................................... (4) Date Filed: ........................................................... -------------------------------------------------------------------------------- 2 BETTIS C. RAINSFORD 108 1/2 COURT HOUSE SQUARE EDGEFIELD, SC 29824 IMPORTANT MESSAGE REGARDING THE ANNUAL MEETING OF SHAREHOLDERS OF DELTA APPAREL, INC. October 19, 2000 Dear Fellow Delta Apparel Shareholder: My name is Bettis C. Rainsford and I am one of the largest shareholders of Delta Apparel. I was a founder and long-time CFO of Delta Woodside Industries, Inc. from which Delta Apparel was spun off earlier this year. I believe that the current Board of Directors of Delta Apparel has failed to represent effectively and adequately the interests of the Company's shareholders. I also believe that the current Board and management have taken certain steps that have the effect of entrenching the Board, reducing earnings per share and depressing the Company's share price. As a result, I intend to solicit your vote to replace the current Board with directors that will be responsive to and represent the interests of all shareholders. In the near future I will be furnishing shareholders with a proxy statement in connection with the solicitation of proxies to be used at the 2000 Annual Meeting of Shareholders of Delta Apparel. At this time, you may have already received the annual report and proxy statement for the 2000 Annual Meeting sent by the current Board and management of Delta Apparel. IN ORDER TO MAKE AN INFORMED DECISION REGARDING THE ANNUAL MEETING VOTE, I URGE YOU NOT TO RETURN ANY PROXY SENT TO YOU BY THE CURRENT BOARD AND MANAGEMENT OF DELTA APPAREL WITHOUT FIRST HAVING RECEIVED AND CONSIDERED INFORMATION THAT I WILL BE SENDING YOU IN THE NEAR FUTURE. I look forward to communicating with you and other shareholders in the very near future. Thank you for your consideration. Sincerely, /s/ Bettis C. Rainsford Bettis C. Rainsford IF YOU HAVE ANY QUESTIONS, please contact me at (803) 637-5304 or call MORROW & CO., which is assisting me in this effort, at (800) 662-5200. 3 MR. RAINSFORD STRONGLY ADVISES ALL DELTA APPAREL SHAREHOLDERS TO READ THE PRELIMINARY PROXY STATEMENT FILED BY MR. RAINSFORD WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 17, 2000. MR. RAINSFORD'S PRELIMINARY PROXY STATEMENT CONTAINS IMPORTANT INFORMATION THAT YOU SHOULD CONSIDER BEFORE MAKING ANY DECISION ABOUT THE PROPOSALS TO BE VOTED ON AT DELTA APPAREL'S ANNUAL MEETING OF SHAREHOLDERS. MR. RAINSFORD'S PRELIMINARY PROXY STATEMENT IS AVAILABLE AT NO CHARGE ON THE SECURITY AND EXCHANGE COMMISSION'S WEB SITE AT HTTP://WWW.SEC.GOV. WHEN IT IS COMPLETED, MR. RAINSFORD'S FINAL DEFINITIVE PROXY STATEMENT WILL BE MAILED TO ALL DELTA APPAREL SHAREHOLDERS AND WILL ALSO BE AVAILABLE AT NO CHARGE ON THE SECURITY AND EXCHANGE COMMISSION'S WEB SITE AT HTTP://WWW.SEC.GOV. MR. RAINSFORD AND THE INDIVIDUALS WHOM HE HAS NOMINATED TO BE DIRECTORS OF DELTA APPAREL MAY BE DEEMED TO BE PARTICIPANTS IN THE SOLICITATION OF PROXIES FROM THE SHAREHOLDERS OF DELTA APPAREL WITH RESPECT TO THE MATTERS TO BE VOTED ON AT THE ANNUAL MEETING AND MAY HAVE AN INTEREST EITHER DIRECTLY OR INDIRECTLY BY VIRTUE OF THEIR SECURITY HOLDINGS OR OTHERWISE. INFORMATION RELATING TO THESE PARTICIPANTS IS CONTAINED IN MR. RAINSFORD'S PRELIMINARY PROXY STATEMENT AND IS AVAILABLE BY THE MEANS SET FORTH ABOVE.