Planet Organic Announces $15 Million Fully Marketed Offering of Common Shares

2008-04-01 07:05:00

Planet Organic Announces $15 Million Fully Marketed Offering of Common Shares

EDMONTON, ALBERTA–( EMWNews – April 1, 2008) – Planet Organic Health Corp. (TSX VENTURE:POH):

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

PLANET ORGANIC HEALTH CORP. (“Planet Organic” or the “Company”) is pleased to announce it has entered into an agreement with Canaccord Capital Corporation, Thomas Weisel Partners Canada Inc., CIBC World Markets Inc., ThinkEquity Partners LLC and PI Financial Corp. (collectively, the “Underwriters”) to raise up to $15 million on a fully-marketed basis pursuant to a short form prospectus (the “Offering”). The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase additional common shares equal to 15% of the Offering to cover over-allotments, if any, for a period of 30 days from the closing of the Offering.

In addition, under the Offering, the Underwriters will sell common shares for certain Directors and Officers of the Company, Ronald Francisco, Darren Krissie, Roy Sangster, and Mark Craft (collectively the “Selling Shareholders”) in an amount not to exceed 10% of the aggregate number of common shares sold pursuant to the Offering (including the exercise of the Over-Allotment Option.

The pricing of the Offering will be determined by the Underwriters and Planet Organic in the context of the market. The net proceeds to Planet Organic from the Offering will be used to finance the $6.75 million cash portion of the previously announced acquisition of New Leaf Community Markets Inc., capital expenditures for new and existing stores and general corporate purposes. Closing of the Offering is expected to occur on or about April 28, 2008 and is subject to, among other things, regulatory approval.

“Planet Organic is extremely excited to add to our existing shareholder base”, stated Darren Krissie, “this Offering will help to accelerate Planet Organic’s growth plans for both acquisitions and new store developments at Planet Organic, Mrs. Green’s and New Leaf Community Markets.”

As a result of a review by the Alberta Securities Commission (“ASC”), Planet Organic wishes to provide shareholders with the following update. The ASC’s program of continuous disclosure review is intended to assist companies with improving the quality of disclosure to shareholders and other investors. Planet Organic is re-filing its Business Acquisition Report (the “BAR”) relating to the acquisition of Mrs. Green’s Natural Markets, Inc. (“Mrs. Green’s”). The reasons for re-filing is to amend the pro forma financial statements to reflect a constructed income statement that is within 93 days of Planet’s most recently flied year end and to include an unqualified auditors’ report on the interim balance sheet of Mrs. Green’s as at June 30, 2007. Pro forma net income for the nine months ended March 31, 2007 and year ended June 30, 2006 was restated to $2,054,607 and $167,837, respectively. An increase of $93,563 in reported pro forma net income to the nine months ended March 31, 2007 and a decrease of $378,755 in reported pro forma net income to the year ended June 30, 2006 as a result of adjustments to the constructed income statement. A copy of the amended BAR is available for review on www.sedar.com.

About Planet Organic Health Corp.

Planet Organic Health Corp. (TSX VENTURE:POH) is a natural products industry company, comprising manufacturing, distribution and retail. Planet Organic is listed on the TSX Venture Exchange as a Tier One company. Planet Organic operates nine natural food supermarkets throughout Canada under the Planet Organic Market banner and eleven natural food supermarkets in the U.S. under the Mrs Green’s Natural Markets banner. The Company also operates 48 natural health outlets under the Sangster’s Health Centre banner and seven natural health outlets under the Healthy’s banner. Another Planet Organic company, Trophic Canada, is the country’s leading manufacturer of natural supplements. The Company has a total of 64 stores throughout Canada and eleven in the U.S. and employs more than 650 employees.

This press release is not for distribution to United States newswire services or for dissemination in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Forward-Looking Statements

Certain information included herein is forward-looking. Forward-looking statements include, without limitation, statements regarding the future financial position, business strategy, budgets, projected costs, capital expenditures, financial results, taxes and plans and objectives of or involving Planet. Many of these statements can be identified by looking for words such as “believe”, “expects”, “expected”, “will”, “intends”, “projects”, “anticipates”, “estimates”, “continues”, or similar words and include but are not limited to, statements regarding the accretive effects of the acquisition and the anticipated results and expected benefits of the acquisition upon closing thereof. Planet Organic believes the expectations reflected in such forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties some of which are described in Planet Organic’s continuous disclosure documents. Such forward-looking statements necessarily involve known and unknown risks and uncertainties and other factors, which may cause Planet Organic’s actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general economic, market and business conditions; industry capacity; competitive action by other companies; refining and marketing margins; the ability of suppliers to meet commitments; actions by governmental authorities including increases in taxes; changes in environmental and other regulations; and other factors, many of which are beyond the control of Planet Organic. Any forward-looking statements are made as of the date hereof and Planet Organic does not undertake any obligation, except as required under applicable law, to publicly update or revise such statements to reflect new information, subsequent or otherwise.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

For more information, please contact

Planet Organic Health Corp.
Darren Krissie
VP Corporate Development, CFO
(780) 719-4667

or

The Howard Group Inc.
Bob Beaty
Toll Free: 1-888-221-0915
Email: Info@howardgroupinc.com
Website: www.howardgroupinc.com

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