XStream Beverage Group, Inc. Completes $3 Million Financing With Laurus Funds
May 18 2004 - 5:28PM
PR Newswire (US)
XStream Beverage Group, Inc. Completes $3 Million Financing With
Laurus Funds Financing Facilitated Through Investment Banking
Relationship With H.C. Wainwright & Co., Inc. FORT LAUDERDALE,
Fla., May 18 /PRNewswire-FirstCall/ -- XStream Beverage Group, Inc.
(BULLETIN BOARD: XSBG) , a rapidly growing player in the national
beverage industry, today announced it has completed a $3 million
financing with Laurus Master Funds, Ltd. ("Laurus Funds"), a New
York City- based investment fund that specializes in providing
financing to growing, small and micro-capitalization companies.
This financing was facilitated through XStream's investment banking
relationship with H.C. Wainwright & Co., Inc. The capital will
be used primarily to fund the Company's ongoing, aggressive
acquisition program. The company has completed and successfully
integrated four acquisitions of distributors and two branded
products. "This financing arrangement with Laurus Funds is our
first institutional investment," said XStream Beverage Group CEO
Jerry Pearring. "It validates our short and long-term growth
strategies which call for the acquisition of small to medium-sized
distributors in key markets around the nation while concurrently
introducing our own proprietary products through those distribution
channels." The financing consists of a $3 million Senior Secured
Convertible Note that bears interest at the rate of prime plus two
percent and has a term of three years. Initially, $2.45 million of
the proceeds of the Note will be held in a restricted account
controlled by Laurus Funds for the purpose of the Company
consummating an acquisition (which must be approved by Laurus) or
until all or a portion of the outstanding principal amount of the
Note is converted into shares of the Company's common stock. The
Note is convertible into shares of the Company's common stock at a
fixed price of $.23 per share for the first $50,000 with the
remaining $2,950,000 convertible at a fixed price of $.26 per
share, a premium to the 22-day average closing share price as of
May 14, 2004. In connection with the financing, Laurus Funds was
also issued a Warrant (the "Warrant") to purchase up to 4,500,000
shares of the Company's common stock. The warrants are exercisable
as follows: 1,500,000 shares at $0.32 per share; 1,500,000 shares
at $0.39 per share and the balance at $0.45 per share. XStream
recently established an investment banking relationship with H.C.
Wainwright & Co., Inc. Founded in 1868, H.C. Wainwright is one
of the nation's oldest privately owned investment banking firms
specializing in public and private equity offerings, mergers and
acquisitions, strategic advice, valuations and fairness opinions as
well as investment banking. "We are constantly seeking high-quality
companies that have the capacity to break through the clutter of a
specific business sector," said John R. Clarke, president of H.C.
Wainwright & Co., Inc. "We are quite impressed with XStream's
tactical approach to the beverage industry. Their plans are well
thought-out and innovative yet very pragmatic." "We are delighted
to work with a firm of the caliber of H.C. Wainwright," said
XStream Beverage Group CEO, Jerry Pearring. "Our association with
them will be invaluable not only as a capital resource but as a
trusted adviser with extensive experience and expertise in all
facets of investment banking." XStream recently acquired
Massachusetts-based Ayer Beverage giving the Company's Beverage
Network contiguous geographic coverage from Boston through the
entire state of Connecticut and joining forces with Beverage
Network of Connecticut, XStream's previous New England acquisition.
XStream also owns and operates Beverage Network of South Florida
that covers Miami-Dade, Broward and Palm Beach Counties. The
Company also recently acquired the Maui Juice Company and the
historic Squeeze soda brand, its first entry in the "retro,"
gourmet soda category. Just over a year ago, the Company introduced
its proprietary energy drink, Yohimbe, which contains an extract
from the bark of the West African Corynanthe Yohimbe tree, the
drink also contains vitamins B-12, B-6 and taurine. Since its
introduction in March 2003, sales of the product have grown
consistently, making particular inroads in several of the popular
clubs in South Beach and Ft. Lauderdale, as well as various
locations in Connecticut. About XStream Beverage Group, Inc.
XStream Beverage Group, Inc. is undergoing rapid growth to become a
key player in the beverage industry. The company plans to continue
acquiring small- to medium-sized beverage distributors, developing
brands under its own label or through acquisition and leveraging
those brands through its current and future distribution channels.
The company is a fully reporting, public entity trading on the OTC
Bulletin Board, ticker symbol XSBG.OB. About H.C. Wainwright &
Co., Inc. Founded in 1868, H.C. Wainwright is one of the oldest,
private, independent investment banking firms in the United States.
Based in New York, H.C. Wainwright specializes in a variety of
investment banking activities, including public and private equity
offerings, mergers and acquisitions, strategic advice, valuations
and fairness opinions. For further information on H.C. Wainwright
& Co., Inc. please visit http://www.hcwainwright.com/ This
press release includes forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such
factors include failure to complete successfully the development of
new or enhanced products, the Company's future capital needs, the
success of competitive products, fluctuations in costs, changes in
consumer preferences and other items described in the Company's
Securities and Exchange Commission filings. The Company undertakes
no obligation to update any statements in this press release. For
further information, contact: Peter Nasca Peter Nasca Associates,
Inc. Chicago: 312-421-0723 Miami: 305-937-1711 For Investor
Relations Bob Giordano 212-495-0200 extension 10 DATASOURCE:
XStream Beverage Group CONTACT: Peter Nasca, Peter Nasca
Associates, Inc., in Chicago, +1-312-421-0723, or Miami,
+1-305-937-1711, or ; or Investor Relations, Bob Giordano,
+1-212-495-0200, extension 10, both for XStream Beverage Web site:
http://www.xbev.com/
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