Everest Acquires Nutrition for Life

Everest Acquires Nutrition for Life

HOUSTON--Advanced Nutraceuticals Inc. (NASDAQ:ANII), based here, signed adefinitive agreement to sell its largest subsidiary, 16-year-old Nutrition forLife International Inc. (NFLI), to Overland Park, Kan.-based EverestInternational LLC.

The sale included $5 million in cash upfront, subject to a working capitaladjustment; in addition, a $5 million note changed hands, payable as a 10-yearamortization with quarterly payments for three years, ending with a balloonpayment at the end of the third year. The purchase price may increase anadditional $750,000 due to unforeseeable operating costs at NFLI's new Japanesesubsidiary.

Everest is just over a year old, but its executives have big plans for thisyoung company. "We are very interested in promoting the anti-aging model[through NFLI products]," said Dr. Marcus Laux, president of Everest."The strengths of Everest International and the strengths of Nutrition forLife seem almost destined to be married." The company plans to continue togrow, whether through joint ventures or solely owned subsidiaries.

Jerry Kramer, Everest's co-founder, chief executive officer (CEO) andchairman--as well as a former Green Bay Packer--will serve as chairman of NFLI.David Bertrand and Jana Mitcham will continue as president and executive vicepresident, respectively, of Nutrition for Life. The sale is subject to approvalby ANII's stockholders and its senior lender. The deal should close by the firstquarter ended March 31, 2001.

"We are optimistic about the growth prospects of Nutrition for Lifeunder the combined management teams of NFLI and Everest and supported by theresources available to Everest," said Gregory Pusey, chairman of ANII.

Pusey added that ANII plans to focus on recent acquisitions such as LongIsland, N.Y.-based Bactolac Pharmaceutical Inc. and its division, Gulfport,Miss.-based ASHCO. Also, the company plans to use the proceeds from the sale toreduce its debt and to provide working capital.

Bactolac Pharmaceutical Inc. is also entering into a product supply agreementwith Nutrition for Life, receiving a $650,000 note due one year and a day fromclosing (relating to an inter-company debt). For additional information, visit www.advancednutraceuticals.com.