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Calorie Burning Celsius Announces Strategic Partnership with Former Rexall Sundown Chairman Carl DeSantis
Celsius issue of $2 million in preferred shares brings DeSantis back to
consumer market where he excels
8/11/2008
Celsius Holdings, Inc. (OTC
Bulletin Board: CSUH.OB) announced it has achieved a strategic partnership
agreement with company builder Carl DeSantis, majority owner of CDS
Ventures of South Florida, LLC ("CDS"), for CDS to invest into Celsius
Holdings, Inc.
DeSantis, formerly Chairman of the Board of Directors of Rexall
Sundown, Inc., a company he founded and built into the world's leading
nutritional supplement supplier before he sold it for $1.8 billion, called
Celsius "a very exciting investment for me personally.
"It will give me the opportunity to get back into the consumer market
again and assist a great company get to the next level." Founded in 1976 by
DeSantis, the Boca Raton, Florida-based Rexall Sundown was sold to Royal
Numico in 2000.
In June 2008, CD Financial, LLC, an affiliate of CDS, converted notes
for $750,000 and received 11.1 million shares of common stock. On August 8,
2008 Celsius Holdings, Inc. entered into a securities purchase agreement
("SPA") with CDS. Pursuant to the SPA, the Company issued 2,000 Series A
preferred shares ("Preferred Shares"), as well as a warrant to purchase an
additional 1,000 Preferred Shares, for a cash payment of $1.5 million and
the cancellation of two notes in aggregate amount of $500,000 issued to CD
Financial, LLC. This brings the total investment in Celsius by Carl
DeSantis affiliated companies to $2.75 million. Pursuant to the SPA, the
Company entered into a registration rights agreement under which the
company agreed to file a registration statement for the common stock
issuable upon conversion of Preferred Shares.
According to Celsius CEO Steve Haley, "This has been a very exciting
journey for us. During the due diligence period, Carl and the whole CDS
team have been very helpful. Because of their strong experience and
background in the consumer packaged goods arena, their guidance is helping
us with everything from enhanced shelf presence to introduction to
significant retailers."
The strategic partnership has already given us clear benefits for the
introduction of our new Green Teas beverage that will be launched in
September," he added.
As part of the agreement, the company's board of directors has
increased the number of members to 5 individuals and approved the
membership of William Milmoe, President of CDS. CDS has the right to
appoint one more individual to the company's board of directors.
The complete agreements will be filed in a form 8-K shortly.
About Celsius Holdings, Inc.
Celsius Holdings, Inc. (OTC Bulletin Board: CSUH.OB) markets
Celsius(R), the original, great tasting calorie burner that is backed by
science, through its wholly-owned operating subsidiary, Celsius, Inc.
Celsius Inc. is dedicated to providing healthier, everyday refreshment
through science and innovation. Information about Celsius Holdings, Inc. is
available at our website. More information about Celsius, the original,
great tasting calorie burner, is available at http://www.celsius.com
Forward-looking Statements
This press release may contain statements, which are not historical
facts and are considered forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These forward-looking
statements contain projections of Celsius Holdings' future results of
operations, financial position or state other forward-looking information.
In some cases you can identify these statements by forward-looking words
such as "anticipate," "believe," "could," "estimate," "expect," "intend,"
"may," "should," "will," and "would" or similar words. You should not rely
on forward-looking statements because Celsius Holdings' actual results may
differ materially from those indicated by these forward-looking statements
as a result of a number of important factors. These factors include, but
are not limited to: general economic and business conditions; our business
strategy for expanding our presence in our industry; anticipated trends in
our financial condition and results of operation; the impact of competition
and technology change; existing and future regulations effecting our
business, and other risks and uncertainties discussed in the reports
Celsius Holdings files from time to time with the Securities and Exchange
Commission. Celsius Holdings does not intend to and undertakes no duty to
update the information contained in this press release.
# # #
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