Baywood International, Inc., (the "Company") announced today that it has entered into a definitive agreement to sell the assets of its wholly-owned subsidiary, Nutritional Specialties, Inc./dba LifeTime(r) or LifeTime(r) Vitamins ("LifeTime") (such transaction, the "Sale"), to Nutra, Inc., a subsidiary of Nutraceutical International Corporation. The purchase price of LifeTime was $8,250,000 in cash, less payment of liabilities and certain pre-closing working capital adjustments. The final closing of the Sale is subject to shareholder approval and certain releases including final consents from the Company's senior lender, Vineyard Bank, N.A. As a result of the Sale, the Company intends to initiate a plan to recapitalize its balance sheet and focus on the growth of its beverage business, namely New Leaf Tea, as well as the expansion of new products within the functional drink space.
Commenting on the Sale and recapitalization, President and CEO Eric Skae stated, "Important changes are occurring at Baywood that we believe will be very positive for shareholder value. We enjoyed the growth and value of our nutraceutical business, but realized the need to build a pure-play company in beverages. The industry growth of the functional beverage category is compelling not only with respect to the future sales and profitability of the Company, but also the strength from a valuation standpoint in the public markets."
Key components of the Company's new planned strategic direction are:
* Divest the LifeTime nutraceutical subsidiary;
* Build a pure-play beverage company around the New Leaf(r) brand of ready-to-drink teas and other new functional beverages;
* Reduce unit costs and streamline operations;
* Restructure the balance sheet;
* Raise equity capital to fund geographic expansion of beverage brands;
* Initiate a public relations and shareholder communication effort to attract new investors; and
* Grow the New Leaf brand into a national franchise and household name.
The Company intends to develop a new line of ready-to-drink ("RTD") beverages based on Super Juices and other functional ingredients. The New Leaf brand is already established in the Northeast and is emerging in the Southeast, Midwest and South Florida through over 75 distributors and approximately 8,000 accounts in the independent grocery/restaurant "street" channel. The Company's goal is to build the New Leaf brand and drive sales growth through expanded distribution, marketing support and new product additions.
Separately, the Company announced its plans to change its name to New Leaf Brands, Incorporated to reflect the mission of its business moving forward.
For more detailed information regarding the Sale, please refer to the Company's current report on Form 8-K filed on the SEC's website at www.sec.gov.
About New Leaf Brands:
Founded by Eric Skae in 2004 in Orangeburg, New York, New Leaf Brands was created with the vision of providing healthy beverages for consumers that are great-tasting and made only with high quality ingredients. New Leaf Tea was the company's first product that was born out of that vision and now is available to consumers in 14 unique flavors and in over 8,000 outlets including restaurants, delis, pizzerias and other retail establishments. For more information, please visit www.newleafbrands.com.
Baywood International, Inc. (the "Company") develops, markets and sells nutraceutical and nutritionally enhanced products and new age beverages under its own brands. The Company merges its expertise in nutritional formulation with its leverage in sales and distribution to deliver the most effective and progressive products to market. Currently, the Company's products are sold under the LifeTime(r) nutraceutical brand and the New Leaf(r) tea brand.
This press release contains forward-looking statements. Forward-looking statements include, but are not limited to, statements that express the Company's intentions, beliefs, expectations, strategies, predictions or any other statements relating to its future activities or other future events or conditions. These statements are based on current expectations, estimates and projections about the Company's business based, in part, on assumptions made by the Company's management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors, including those risks discussed in the Company's annual report on Form 10-K and in other documents that the Company files from time to time with the SEC.
In addition, such statements could be affected by risks and uncertainties related to the Company's financial condition, factors that affect the Company's industry, market and customer acceptance, competition, government regulations and requirements, general industry and market conditions and growth rates, and general economic conditions. Any forward-looking statements speak only as of the date on which they are made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release, except as required by law.