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Charlie’s Chalk Dust, a Pioneering Brand in the Vapor Market, enters into Exchange Agreement with True Drinks

By | IR, Latest News

Plans to Expand Charlie’s Premium Vapor Products Domestically and Internationally along with the Highly Anticipated Launch of Charlie’s CBD Products

IRVINE, CA, April 29, 2019 True Drinks Holdings, Inc. (the “Company” or “True Drinks”) (OTC:TRUU) and Charlie’s Chalk Dust, LLC (“Charlie’s”), a leading producer of high quality vapor products, announced today that both companies have entered into an agreement (the “Share Exchange”) resulting in Charlie’s becoming a wholly-owned subsidiary of True Drinks.

Pursuant to the Share Exchange, True Drinks acquired all outstanding membership interests in Charlie’s in exchange for the issuance by True Drinks of units consisting of shares of common stock, preferred stock and warrants (the “Exchange”). Following the Exchange, the former members of Charlie’s and participants in the Share Exchange will own approximately 87.55% of the fully diluted shares of True Drinks.

The Exchange was based on a combined value of Charlie’s and True Drinks of approximately $105 million. Based on Charlie’s audited December 31, 2018 and 2017 financial statements, net revenues were $20.8 million in 2018 and $12.2 million in 2017, representing 70.4% year-over-year growth in revenue. Charlie’s anticipates continued strong growth in 2019 with projected net revenues for the quarter ending March 31, 2019 of approximately $6.8 million, representing sequential growth of appropriately 51% from its quarter ending December 31, 2018.

In connection with the Exchange, Charlie’s closed a private placement transaction with accredited and institutional investors, led by Vinny Smith, the former owner and chairman of Quest Software and founder of Toba Capital and Gron Ventures (the “Private Placement”). The Private Placement resulted in gross proceeds of approximately $27.5 million, and after the payment to Charlie’s founders and other costs and expenses incurred in connection with the Exchange, approximately $5.6 million in net cash proceeds that will be added to True Drink’s consolidated balance sheet. Katalyst Securities, LLC acted as the lead placement agent for the Private Placement. Stifel acted as financial advisor to Charlie’s in connection with the Exchange.

Further details regarding the Share Exchange will be described in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission (“SEC”) by the Company, and the information herein is qualified in its entirety by reference to the information set forth in such Current Report on Form 8-K. The Company plans to provide additional information relating to its business, corporate operations, among other plans in a Current Report on Form 8-K to be filed with the SEC.

Additional information about Charlie’s can be found at www.charlieschalkdust.com.

Purpose of the Exchange

The Exchange provides Charlie’s with the ability to leverage True Drinks distribution and product formulation expertise, while capitalizing on Charlie’s brand recognition and relationships with distributors, specialty retailers and third-party online resellers. The synergies are intended to accelerate the expansion of Charlie’s core business into new markets for its vapor products, and allow Charlies to capitalize on opportunities to expand its brand to include CBD products. The combined business will be operated under the leadership of Brandon Stump, Chief Executive Officer and Ryan Stump, Chief Operating Officer of Charlie’s.

“We started this business because we saw an opportunity to deliver a BRAND – it takes courage to be different and we have plenty of that,” commented Brandon Stump, Chief Executive Officer of Charlies and True Drinks. “We are extremely fortunate to have found a company to align our efforts to continue to build our brand and create value for our employees and shareholders. People have been telling us for years that they wish they could buy stock in Charlie’s, well now they can.”

“We are excited to build on the success we have achieved thus far in the vapor space,” said Ryan Stump, Chief Operating Officer of Charlies and True Drinks. “We’re looking forward to working together on diversifying our product offerings while penetrating new markets. This opportunity grants us access to capital for scaling the business and helps bring the story of Charlie’s Chalk Dust to the public markets. Simply put, we are thrilled for what the future has in store – for our customers, our employees, and shareholders.”

“The shareholders of True Drinks have gained an amazing team starting today,” added Scot Cohen, Director of True Drinks. “In this competitive space, Brandon and Ryan and the rest of their loyal team have created a top tier industry brand in less than 5 years without any outside capital and they are just getting started!

Vinny Smith, the lead investor in Charlie’s private placement, commented: “We’re incredibly impressed with the business the Stump brothers have built and I expect continued success for Charlie’s well into the future.”

About Charlie’s Chalk Dust

Founded in 2014 in southern California by brothers Brandon and Ryan Stump, Charlie’s Chalk Dust produces high quality vapor products currently distributed in over 90 countries around the world. Charlie’s is regarded as an industry pioneer, having developed an extensive portfolio of brand styles, flavor profiles and innovative product formats. Its authentic brand, coupled with unmatched culture and consistency, has cemented its position among a vast consumer base. Additional information about Charlie’s can be found at www.charlieschalkdust.com.

About True Drinks Holdings, Inc.

Prior to consummating the Exchange, True Drinks Holdings, Inc. specialized in all-natural, vitamin-enhanced drinks. Its primary business was the development, marketing and sale of AquaBall® Naturally Flavored Water, which was distributed nationally through select retail channels, such as grocery stores, mass merchandisers, drug stores and online. Although, the Company has discontinued the production, distribution and sale of AquaBall®, it continues to market and distribute Bazi® All Natural Energy, a liquid nutritional supplement drink, which is currently distributed online and through the Company’s existing database of customers, and is currently engaged in the formulation of products for ultimate distribution, including products containing CBD. The Company was founded in 2008 and is currently headquartered in Irvine, California.

Cautionary Note on Forward-Looking Statements – Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to statements regarding the Company’s overall business, existing and anticipated markets and expectations regarding future sales and expenses. Words such as “expect,” “anticipate,” “should,” “believe,” “target,” “project,” “goals,” “estimate,” “potential,” “predict,” “may,” “will,” “could,” “intend,” variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond the Company’s control. The Company’s actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: the Company’s ability to successful increase sales and enter new markets; the Company’s ability to manufacture and produce product for its customers; the Company’s ability to formulate new products; the acceptance of existing and future products; the complexity, expense and time associated with compliance with government rules and regulations affecting nicotine and products containing cannabidiol; litigation risks from the use of the Company’s products; risks of government regulations; the ability to obtain patents and defend IP against competitors; the impact of competitive products; and the Company’s ability to maintain and enhance its brand, as well as other risk factors included in the Company’s most recent quarterly report on Form 10-Q and other SEC filings. These forward-looking statements are made as of the date of this press release and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations.

For more information, contact:

Dave Allen, Chief Financial Officer
True Drinks Holdings, Inc.
Charlies Chalk Dust, LLC
1007 Brioso Dr., Costa Mesa, CA 92627
Phone: 203-640-8399
david@charlieschalkdust.com

Download press release.

True Drinks Provides Management Update

By | IR, Latest News

IRVINE, CA–(Marketwired – September 26, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall® Naturally Flavored Water, the healthiest children’s beverage on the market and Bazi® All Natural Energy drink, today provided an update for the year ending December 31, 2017.

Over the past 15 months, True Drinks has made significant improvements to its products, its management team, and its operating systems. Included among these changes are the switch in contract manufacturers to Niagara Bottling which lowered our packing costs, the change to a hot-fill production line which allowed us to remove preservatives from our product, the addition of a new sales team with years of experience at Kraft Foods, and the recruitment of a new CEO with demonstrated success heading food and foodservice companies. As a result, revenue has increased over 250% in the first half of 2017 compared to the comparable period last year.

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True Drinks Announces Record First Half Results

By | IR, Latest News

IRVINE, CA–(Marketwired – August 09, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall® Naturally Flavored Water, the healthiest children’s beverage on the market with no sugar, preservatives, calories, or artificial flavors, today announced its financial results for the second quarter of 2017.

Revenue for the second quarter totaled approximately $1.95 million, representing a 27% increase compared to the Company’s first-quarter sales. The Company had record first-half revenues for the six months ended June 30, 2017 of nearly $3.5 million, an increase of 225% over the six months ended June 30, 2016. Gross profit for the quarter and first half ended June 30, 2017 was $709,700 and $1,265,840, respectively, compared to a gross loss of $39,734 and $189,847, respectively for the quarter and first half ended June 30, 2016.

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True Drinks Announces Record First-Half Sales and Enhanced Packaging

By | IR, Latest News

IRVINE, CA–(Marketwired – July 12, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall® Naturally Flavored Water, the healthiest children’s beverage on the market with zero sugar, zero preservatives, zero calories, and zero artificial flavors, today announced its revenue for the quarter and six months ended June 30, 2017.

Revenue for the second quarter totaled approximately $1.95 million, representing a 27% increase compared to the Company’s first-quarter sales. The Company had record first-half revenues for the six months ended June 30, 2017 of nearly $3.5 million, an increase of 225% over the six months ended June 30, 2016. The strong growth was primarily the result of AquaBall’s continued sales gains in the children’s beverage category, driven by enhanced brand awareness among consumers looking to purchase a healthy alternative to sugary beverages.

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True Drinks Reports Continued Strong Growth for AquaBall(R)

By | Latest News

IRVINE, CA–(Marketwired – June 07, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall® Naturally Flavored Water, the healthiest children's beverage on the market with no sugar, preservatives, calories, or artificial flavors, today reported strong sales growth for AquaBall® for the 4-week period ending May 20, 2017.
According to Nielsen xAOC (expanded all outlets combined) sales data for the 4 weeks ending May 20, 2017, unit sales of AquaBall® Naturally Flavored Water increased 23.7% over the previous 4-week period. In the grocery channel, AquaBall has achieved an ACV (All Commodity Volume Percentage) of 16.1. ACV is a measure which shows that AquaBall® is available in grocery stores which account for 16.1% of the total revenues for grocery stores. This number is up 5.9% over the previous 4-week period. In terms of velocity, for the grocery channel for the 4 weeks ending May 20, 2017, sales of single bottles of AquaBall® Naturally Flavored Water were 8.0 bottl..

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True Drinks Extends Disney Licensing Agreement for Major Entertainment Properties Through 2019

By | Latest News

IRVINE, CA–(Marketwired – May 22, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall® Naturally Flavored Water, the healthiest children's beverage on the market with no sugar, preservatives, calories, or artificial flavors, today announced that the two companies are extending their strategic licensing agreement on similar terms for major Disney entertainment properties including Disney Princess, Disney Frozen, Disney Mickey Mouse & Friends, and Marvel Avengers through 2019.
The renewed licensing agreement extends True Drinks' rights to major Disney characters for an additional two years, running through March 31, 2019. True Drinks will continue to utilize Disney's kid-friendly characters on AquaBall packaging to market its healthy line of naturally flavored water to children.
“We are thrilled to extend our licensing agreement with Disney for an additional two years and proud to work with the Disney Consumer Products division on our shared mission to..

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True Drinks Announces Record First Quarter Results

By | Latest News

IRVINE, CA–(Marketwired – May 16, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall® Naturally Flavored Water, the healthiest children's beverage on the market with no sugar, preservatives, calories, or artificial flavors, today announces its financial results for the first quarter of 2017.
Dan Kerker, Chief Financial Officer of True Drinks, commented, “The first quarter resulted in record first quarter revenue of over $1.5 million. This is a result of distribution gains for AquaBall at retail and the commencement of partnerships with distributors across the country. We look to build on this momentum heading into the second quarter. We have maintained gross margin in the high thirties, and we continue to work on making cost improvements to our packaging. Heading into the summer, we will continue to spend to promote AquaBall at our retailers and in our key markets.”
James Greco, Chief Executive Officer of True Drinks, added, “2017 is off to a solid start with..

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True Drinks Appoints Food and Beverage Industry Veteran James J. Greco as CEO

By | Latest News

IRVINE, CA–(Marketwired – April 18, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall™ Naturally Flavored Water, the healthiest children's beverage on the market with no sugar, preservatives, calories, or artificial flavors, is pleased to announce the appointment of food and beverage industry veteran James J. Greco as CEO.
Mr. Greco had previously been recruited directly by former CEO, Kevin Sherman and appointed as a Director of True Drinks on February 6, 2017. He will now take over day-to-day operations as the Company's CEO. Kevin Sherman will retain the role of President.
Kevin Sherman, President of True Drinks, commented, “As I mentioned in my March 31 letter to shareholders, the biggest challenge facing us was the ability to engage the countless opportunities before us. Having an accomplished and seasoned CEO with a significant track record of adding shareholder value on our team will provide me with the time to pursue these opportunities fully. My..

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True Drinks Announces AquaBall 6-pack Distribution at Food Lion

By | Latest News

IRVINE, CA–(Marketwired – April 05, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall™ Naturally Flavored Water, the healthiest children's beverage on the market with no sugar, preservatives, calories, or artificial flavors, is pleased to announce distribution of AquaBall 6-packs at Food Lion.
AquaBall is now available in 6-packs at all Food Lion locations in three flavors: fruit punch, berry frost, and grape. In addition to adding 6-packs on shelf, True Drinks is working hard to make consumers aware of the brand, marketing AquaBall with in-store kiosk entry points, coupons, product samples and placement in Food Lion's new items center, as well as placing ads in direct mail circulars and on mobile platforms.
Kevin Pruitt, Category Manager at Food Lion, commented, “Parents don't buy one bottle of water; they buy 24-packs of water or ten-packs of a juice drink. Multi-packs get AquaBall onto the playing field. True Drinks supports the brand, and, for ..

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True Drinks Selected for Grocery Headquarters Trailblazer Award

By | Latest News

IRVINE, CA–(Marketwired – April 04, 2017) – True Drinks Holdings, Inc. (OTC PINK: TRUU), makers of AquaBall™ Naturally Flavored Water, the healthiest children's beverage on the market with no sugar, preservatives, calories, or artificial flavors, is pleased to announce that it has been selected to receive Grocery Headquarters magazine's 2017 Beverage Category Trailblazer Award.
Grocery Headquarters' 2017 Beverage Category Trailblazer Awards recognize innovation within the beverage category and are designed to honor those companies and organizations that have had the most impact on the supermarket industry this year in this important and growing segment. Grocery retailers have pointed out that the increasingly-diverse and complicated beverage segment remain a backbone of the grocery store, producing strong sales and profits for the retailers. But they quickly add that the category is rapidly changing and they need to stay on top of trends to keep their consumers happy. W..

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