LOS ANGELES, Dec 28, 2004 (BUSINESS WIRE) -- Health Sciences Group, Inc. (HESG), an integrated provider of innovative, science-based products and ingredients to customers in the nutrition, skin care, and food and beverage industries, announced today that it has signed a definitive agreement to acquire the assets and operations of Swiss Research, Inc. Based in Los Angeles, California, Swiss Research markets and sells wellness products addressing a broad range of categories including weight management, arthritis support and cholesterol reduction through national retail distribution channels.
"We are very pleased to have Swiss Research as part of the Health Sciences Group," said Fred E. Tannous, Co-chairman and CEO of Health Sciences Group, Inc. "This acquisition not only expands our direct-to-consumer distribution channels by providing us with immediate access to over 3,000 national retail locations, but it also brings us a suite of unique and innovative products which complements our current portfolio of patented and patent-pending products. We look forward to leveraging the distinctive Swiss Research(R) and Swiss Diet(TM) brand names, along with the established marketing and distribution infrastructure, to create consumer awareness for our proprietary products and technologies as we endeavor to achieve significant sales next year."
"We are thrilled to join forces with Health Sciences Group, which we believe is a progressive company with some of the most innovative products and technologies in the industry," commented Loren Miles, Chief Executive Officer of Swiss Research, Inc. "We plan to leverage our respective strengths to achieve significant awareness and distribution for our combined products and technologies. We believe the synergistic union of our companies positions Health Sciences Group for tremendous growth over the next twelve months. We look forward to contributing to that growth."
Swiss Research markets and sells branded nutraceutical products addressing major wellness categories. The company develops and markets its own line of proprietary products based on novel technologies with clinically-supported, FDA-approved ingredients, such as Swiss Diet(R), its unique weight-loss product line and Shugr(R), the world's first natural zero-calorie sweetener that looks, tastes and cooks like sugar. In addition to developing products in-house, Swiss Research has exclusive licensing agreements for several high-potential products, including T-Cell 90(R), a patented immune booster which has shown in preliminary clinical trials to increase T-Cell counts and reduce viral loads in people suffering from immune deficiency diseases.
Loren Miles is expected to sign a one-year employment agreement with Swiss Research as General Manager and Director of Marketing. Mr. Miles has over 25 years of experience in marketing and advertising - serving clients in the wellness, beauty and fashion industries. Through his marketing and advertising agency, he has managed numerous national campaigns for clients such as Fiji(R) Natural Artesian Water, Natrol(R), Alba Botanica, and Redken. In addition to receiving four NABBYS, Mr. Miles was a recipient of The Golden Bear Award for advertising excellence, the highest award given by the Newspaper Advertising Bureau.
Under the terms of the asset purchase agreement, consideration for the acquisition of Swiss Research is based on an earn-out provision pursuant to the achievement of certain performance milestones. The transaction is subject to customary closing conditions, including the satisfaction of conditions for the seller's debt re-financing and the buyer's ability to secure additional equity financing.
About Health Sciences Group, Inc.
Health Sciences Group, Inc. is an integrated provider of innovative products and services in the nutraceutical, pharmaceutical, and cosmeceutical industries offering value-added ingredients, bioactive formulations, and proprietary technologies used in nutritional supplements, functional foods and beverages, and skin care products. We identify, develop and commercialize innovative nutritional products derived from natural sources to provide consumers and medical professionals with preventative healthcare alternatives. For more information, visit www.HSciences.com.
About Swiss Research, Inc.
Swiss Research, Inc. markets and sells branded nutraceutical products addressing major wellness categories, including weight management, arthritis support, cholesterol reduction and diabetes management. SwissDiet(R), its flagship line of weight-loss products, includes proprietary diet capsules, SlimSupport(TM) capsules for craving control, CalorieMinus(TM) peppermint wafers for fat absorption, MealSource(TM) meal replacement powdered drink mix, and SlimSource(TM) nutritional energy drink mix. Shugr(R) is the world's first natural, diabetes-friendly, zero-calorie sweetener that looks, tastes and cooks like sugar. Other unique and innovative products, marketed under the Swiss Research(R) brand name, include CellSource(TM )for joint relief and flexibility; and T-Cell90(R) immune booster. Swiss Research distributes its products through national retail channels as well as online at www.SwissDiet.com and www.Shugr.com.
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934 that are based upon current expectations or beliefs, as well as a number of assumptions about future events. Although the Company believes that the expectations reflected in the forward-looking statements and the assumptions upon which they are based are reasonable, it can give no assurance that such expectations and assumptions will prove to have been correct. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties, including without limitation, the independent authority of the special committee to act on the matters discussed, the successful negotiation of the potential acquisition and disposal of transactions described above, successful implementation of the company's business strategy and competition, any of which may cause actual results to differ materially from those described in the statements. In addition, other factors that could cause actual results to differ materially are discussed in the Company's most recent Form 10-QSB and Form 10-KSB filings with the Securities and Exchange Commission.