1270597--3/31/2006--MERISANT

related topics

{operation, international, foreign}

{product, market, service}

{product, liability, claim}

{debt, indebtedness, cash}

{customer, product, revenue}

{personnel, key, retain}

{property, intellectual, protect}

{condition, economic, financial}

Changes in consumer preferences could decrease revenues and cash flow Competition and consolidation may reduce sales and margins. Merisant s substantial indebtedness could adversely affect its financial condition. Merisant will be in default of the Senior Credit Agreement if it cannot obtain the Senior Secured Financing or refinance the Senior Credit Agreement in its entirety by January 2, 2007 Health-related allegations could damage consumer confidence in Merisant s products. Merisant s business may be adversely affected by its dependence upon its suppliers. Inability to protect Merisant s trademarks and other proprietary rights could damage its competitive position. Product liability claims or product recalls could adversely affect Merisant s business reputation. Merisant s international operations involve the use of foreign currencies, which subjects it to exchange rate fluctuations and other currency risks. If Merisant does not manage costs in the highly competitive tabletop sweetener industry, profitability could decrease. There is no assurance that the senior management team or other key employees will remain with Merisant. Merisant relies on a major distributor in its largest market and is in the process of transitioning to a new distributor in that market. Merisant may be adversely affected by conditions in the countries where it operates.

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1270597--3/31/2006--MERISANT_CO