Contact Information: CONTACT: Chris Sharng Natural Health Trends 972-241-4080 Email Contact
Natural Health Trends Corp. to Pursue Private Placement Financing
| Source: Natural Health Trends Corp.
DALLAS, TX -- (MARKET WIRE) -- April 16, 2007 -- Natural Health Trends Corp. (NASDAQ : BHIP )
announced today that it intends to conduct a private placement financing
generating expected gross proceeds of up to approximately $2.8 million.
The Company plans to use the net proceeds from the financing to provide
additional working capital for the Company.
The financing will consist of the sale of up to 1,631,000 shares of the
Company's Series A Convertible Preferred Stock, par value $0.001 per share,
at an expected price of $1.70 per share. The preferred stock will
generally be convertible at the election of the holder into an equivalent
number of shares of common stock. The preferred stock will accrue
dividends at the rate of 7% per annum, payable upon declaration by the
Company's board of directors, and the holders of preferred stock will
generally be entitled to vote together with the Company's common
stockholders, provided that the holders of preferred stock shall be
entitled to separately select a nominee to be considered for nomination to
the Company's board of directors. The financing will also include the sale
of warrants evidencing the right to purchase up to 1,631,000 shares of the
Company's common stock at a purchase price of $0.00001 per underlying share
of common stock. The warrants will be exercisable at any time during the
period beginning six months after their issuance and ending six years
following such issuance. The exercise price of the warrants will vary from
$3.80 to $5.00 per share, depending on the time of exercise. In connection
with the financing, the Company is expected to agree, subject to certain
terms and conditions, to exercise its reasonable best efforts to register
for resale under the Securities Act the shares of common stock issuable
upon conversion of the preferred stock and exercise of the warrants.
The Company has not entered into any definitive agreements with potential
investors to issue any preferred stock or warrants. No assurances can be
given that the Company will issue any preferred stock or warrants or that
any such securities will contain the terms described in this press release.
The Company plans to sell the preferred stock and warrants to qualified
U.S. buyers in reliance on Regulation D under the Securities Act of 1933
and to certain non-U.S. persons in transactions outside the United States
in reliance on Regulation S under the Securities Act. At the time of their
issuance, neither the preferred stock nor the warrants will be registered
under the Securities Act and, unless so registered may not be offered or
sold in the United States except pursuant to an exemption from the
registration requirements of the Securities Act and applicable state and
foreign securities laws. This press release is being issued pursuant to
and in accordance with Rule 135c and shall not constitute an offer to sell
or the solicitation of an offer to buy, nor shall there be any sale of any
securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to the registration or qualification under the
securities laws of any such jurisdiction.
About Natural Health Trends Corp.
Natural Health Trends Corp. is an international direct-selling and
e-commerce company operating through its subsidiaries in 15 countries
throughout Asia, North America, Europe and Latin America. The Company
markets premium quality personal care products under the NHT Global
(formerly Lexxus International) brand. Additional information can be found
on the Company's Website, and management encourages interested parties to
register for updated corporate information via e-mail on the Company's
homepage, www.naturalhealthtrendscorp.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995 -- Forward-looking statements in this release do not constitute
guarantees of future performance. Such forward-looking statements are
subject to risks and uncertainties that could cause our actual results to
differ materially from those anticipated. Such risks and uncertainties
include the terms of the proposed private placement financing and whether
or not it will be completed, as well as other risks and uncertainties
detailed in our Annual Report on Form 10-K for the fiscal year ended
December 31, 2006 filed with the Securities and Exchange Commission. We
assume no obligation to update any forward-looking information contained in
this press release or with respect to the announcements described herein.