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Synergy Brands Inc : Synergy Brands Subsidiary Acquires a Baking Mix Manufacturing Facility in Michigan

05/22/2007 | 08:00am EDT

Synergy Brands Inc. (NASDAQ: SYBR):

Synergy Brands subsidiary, Quality Food Brands Inc. (QFB) acquired the assets of a baking mix facility in Michigan from Laurus Master Funds (Laurus) for $4.75 million in 9% non-recourse secured term notes. In addition QFB provided Laurus and LVBP Holdings the right to acquire a minority stake in QFB. The assets provide QFB with an operation to produce baking mix products that will supply existing customers of the Company. The Company has used this facility in the past to supply its customers and felt that at this time its baking business has grown to a level that requires direct manufacturing capabilities so that the Company can gain better product control, special purpose packaging and margin enhancement. The facility has the capacity to produce about $15 million of baking mix product at current configurations. QFB plans to add additional lines that could allow for the production levels to be increased to $25 million annually. The Company currently distributes about $10 million in baking mix products annually.

QFB was wholly owned by PHS Group, Synergy's grocery subsidiary. QFB will be used as the manufacturing arm of PHS for the production of baking mix products. PHS had already established vendor relations for the raw materials needed to supply the manufacturing plant such as sugar, shortening etc. and has developed a roster of customers that have already placed orders for production of private label goods. PHS is developing new customer that it hopes will use the current capacity of the plant.

Since QFB acquired the facility out of a foreclosure proceeding, PHS's strong credit with vendors and customers will be needed for the transition and is expected to continue. Neither PHS nor QFB acquired any customers from the acquired facility or any trademarks that are being used for current sales. The assets of the manufacturing facility, which include the baking mix equipment and physical facilities needed for the manufacturing process, were the sole assets expected to be used.

For further details please refer to the Company's 8-K.


Synergy Brands Inc. (The Company) is a holding company that principally operates through a wholly owned subsidiary, PHS Group Inc. (?PHS?) in the wholesale distribution of nationally known brands and proprietary private label Groceries and Health and Beauty Aid (HBA) products, focusing on the sale of nationally known brand name consumer products manufactured by major U.S. manufacturers. The company has begun focusing on the grocery private label market in FY 2006, specifically in baking mixes and spices. The Company also owns a wholly owned subsidiary Gran Reserve Corporation that operates in the wholesale, retail and online sales of Premium hand made cigars and accessories.

Synergy Brands also owns 20% of the outstanding common stock of Interline Travel and Tours, Inc. (www.perx.com). PERX provides cruise and resort hotel packages through a proprietary reservation system to airline employees and their retirees. PERX is believed to be the largest Company in this sector of the travel industry. Synergy believes that its capital investment in this unique travel company could provide for material future capital appreciation relative to the Company's current market capitalization. Synergy Brands does not manage PERX's day-to-day operations.

Forward-looking statements:

This press release and Company review and assumptions made regarding the financial figures and other information, referenced and presented, state and reflect assumptions, expectations, projections, intentions and/or beliefs about past and future events that are intended as ?forward-looking statements? under the Private Securities Litigation Reform Act of 1994. You can identify these statements by the fact that they do not relate to historical or current facts. They use words such as ?anticipate?, ?estimate?, ?project?, ?forecast?, ?may?, ?will?, ?should?, ?expect?, ?assume?, ?believe? and other derivations thereof and other words of similar meaning. In particular these include, but are not limited to, statements reflecting the projected business activities and goals, revenues, earnings, non-GAAP measures of operations, profit and loss of the Company and associated costs. Any or all of the Company's forward-looking statements may turn out to be wrong. They can be affected by inaccurate assumptions or by known or unknown risks or uncertainties. For a description of many of these risks and uncertainties, please refer to the Company's filings with the U.S. Securities & Exchange Commission (ww.sec.gov) including Forms 10K and 10Q that can be found at www.sybr.com .

ę Business Wire 2007
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Managers and Directors
Mair Faibish Chairman & Chief Executive Officer
William Edward Rancic Director
Frank A. Bellis Director
Joel Sebastian Director
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