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Apparel | Apparel & Fashion Agents | Footwear | Garment Accessories

Blue Holdings, Inc. Completes $2.0 Million Private Placement

[2008-3-31]

Blue Holdings, Inc. (NASDAQ:BLUE), a designer, manufacturer and distributor of high-end fashion jeans and denim apparel, announced today that it has completed a $2.0 million private placement of secured convertible notes and warrants to Gemini Master Fund, Ltd., effective March 5, 2008, and expects to conclude, on the same terms, an additional $1.0 million private placement in the next 45 days. The lead investor is an institutional investment fund managed by Gemini Strategies, LLC, a San Diego-based investor manager and frequent investor in small-cap publicly traded growth companies. The financing provides the Company with additional operating flexibility to meet both its business objectives and marketing initiatives.

“We are extremely pleased to have completed this private placement,” said Glenn Palmer, CEO and President of Blue Holdings, Inc. “This is another positive step forward for Blue Holdings and provides further validation of its business model. We remain intensely focused on the execution of our growth strategies to create value for our shareholders.”

Gemini Master Fund, Ltd. purchased $2.0 million in secured convertible notes, and received warrants to purchase up to 875,000 shares of the Company’s common stock. The convertible notes carry interest at 8% per annum on the unpaid/unconverted principal balance, payable monthly in cash or stock after the six month anniversary of the closing, and will be secured on a second priority secured basis against all of the assets of the company, after the Company’s existing factor. The convertible notes are convertible into approximately 2,500,000 shares, based on a conversion price of $0.80 per share. The warrants have an exercise price of $1.00 per share. The net proceeds to the Company were approximately $1.9 million, after the payment of placement agent fees and transaction expenses.


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