797167--4/17/2007--NATURADE

related topics

{stock, price, share}

{product, market, service}

{customer, product, revenue}

{personnel, key, retain}

{stock, price, operating}

{control, financial, internal}

{product, liability, claim}

{interest, director, officer}

{property, intellectual, protect}

{acquisition, growth, future}

{condition, economic, financial}

{regulation, change, law}

{tax, income, asset}

{product, candidate, development}

On August 31, 2006 (the Petition Date ), the Company filed for protection under Chapter 11 of the U.S. Bankruptcy Code. The Company s reorganization plan under Chapter11 of the U.S. Bankruptcy Code may not go effective if new funding does not come in as planned. The Company may incur future losses which may affect its ability to continue as The Company s success depends on current and ongoing financing which may not be available or, if available, could result in substantial dilution to its stockholders, depress the market price of its common stock and impair its ability to raise capital by selling its common stock In our recent acquisitions, we have assumed substantial additional obligations. The Company s current financial condition could cause third party suppliers and manufacturers to refuse to do business with us, or to do so only on less The Company s revenues depend on continued business from the Company s key If the Company s third-party suppliers or manufacturers fail to timely deliver products of acceptable quality or comply with FDA manufacturing guidelines, or raise prices, profits may be affected. Restrictions or requirements imposed by government regulation could result in material harm to the Company s results of operations and financial condition. The Company s competitors may develop products that are more effective or less The Company s success depends on its ability to attract and retain qualified Expanding the Company s sales in the mass market resulted in less stable demand for the Company s products and higher costs of distribution. Certain stockholders have the ability to control the Company and have other substantial rights, preferences and privileges. The exercise of outstanding options and warrants, and the conversion of outstanding shares of Series C and convertible promissory notes, could cause substantial dilution to the Company s stockholders. The large number of shares of common stock issuable upon the exercise of outstanding options and warrants, or the conversion of outstanding shares of Series C, could depress the market price of the Company s common stock and impair its ability to raise capital by selling Future sales of equity securities could cause substantial dilution to the Company s stockholders, depress the market price of its common stock and impair its ability to raise capital by selling its common stock. The Company has granted registration rights with respect to numerous shares, the sale of which could depress the market price of its common stock and impair its ability to raise capital by selling its common stock. The Company s future success depends on the Company s ability to develop and The Company is subject to variability of quarterly results and, therefore, its results of operations for any period may not be indicative of future periods. The change in control affected by the Company s recent recapitalization may future use of its tax loss carry forwards. The Company may not have sufficient resources to address product liability The Soy protein based foods category is experiencing a decline in sales. Adverse publicity may affect the Company s ability to attract and retain The Company may not be able to protect its intellectual property which could enable other companies to replicate its products. New products are expensive to introduce and may not be successful. The Company s stock price may be subject to significant fluctuations. The Company s common stock is currently deemed to be a penny stock. As a result, trading of its shares may be subject to special requirements which could impede the Company s stockholders ability to resell their shares. The Company may not be able to comply in a timely manner with Section 404 of the Sarbanes-Oxley Act of 2002, which could harm its operating results.

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797167--4/17/2007--NATURADE_INC