Healthy Fast Food Franchise Announces Closing of Secondary Offering
Underwriter Fully Exercises Over-Allotment Option
October 22, 2010 // Franchising.com // HENDERSON, Nev. − Healthy Fast Food, Inc. (OTCBB: HFFI, HFFIU), parent to U-SWIRL International, Inc., the owner and franchisor of U-SWIRL Frozen Yogurt® cafés, today announced that it closed its secondary offering of 1.5 million units at $0.40 per unit, raising gross proceeds of $600,000. In addition, Paulson Investment Company, Inc., which served as the underwriter of the offering, exercised its option to purchase an additional 225,000 units to cover over-allotments. Consequently, total gross proceeds increased to $690,000.
Each unit consists of one share of common stock and one five-year, redeemable Class C public warrant. Each warrant is exercisable to purchase one share of common stock. Unless earlier separated in the discretion of the underwriter, the common stock and warrants will be quoted as a unit for up to 30 calendar days under the trading symbol "HFFIU," after which the common stock and warrants will each be quoted separately under "HFFI" and "HFFIY," respectively. Each Class C public warrant will be exercisable at $0.60 at any time following the separation of the unit and will expire in five years. However, the Company has the right to redeem the warrants at a redemption price of $0.05 per warrant at any time after the date on which the closing price of its common stock has equaled or exceeded $0.80 for five consecutive trading days.
Hank Cartwright, Chairman and CEO of Healthy Fast Food, stated, "Although we did not raise a significant sum of capital in this offering, the proceeds will be put to work immediately to develop our seventh Company-owned U-SWIRL café. We'd like to thank Paulson for their continued support and warmly welcome all new shareholders to the Healthy Fast Food family."
The offering of these securities is being made only by means of prospectus, copies of which may be obtained from Paulson Investment Company, Inc., 811 SW Naito Parkway, Suite 200, Portland, Oregon 97204; telephone 503-243-6000.
A registration statement relating to these securities has been filed with and declared effective by the U.S. Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
ABOUT U-SWIRL INTERNATIONAL, INC.
U-SWIRL International is a wholly owned subsidiary of Healthy Fast Food, Inc., and is launching a national chain of self-serve frozen yogurt cafés called U-SWIRL Frozen Yogurt®. U-SWIRL allows guests the ultimate choice in frozen yogurt by providing up to 20 non-fat flavors, including tart, traditional, no sugar-added options, and up to 70 toppings, including seasonal fresh fruit, sauces, candy and granola. Guests serve themselves and pay by the ounce instead of by the cup size. A healthier alternative to a coffee shop hang out, locations are furnished with couches and tables, and patio seating. In addition to its development of Company-owned cafés, U-SWIRL International has also launched its franchise program to roll out the concept nationwide in those states in which the Company is qualified to offer franchises.
ABOUT HEALTHY FAST FOOD, INC.
Headquartered in Henderson, Nevada, Healthy Fast Food, Inc. is on a mission to deliver consumers a smarter alternative to America's favorite meals and snacks. In September 2008, the Company and its wholly-owned subsidiary, U-SWIRL International, Inc., acquired the worldwide rights to the U-SWIRL Frozen Yogurt system. Sole ownership of the system was transferred to U-SWIRL International, Inc., and it has been executing an aggressive strategy to build the brand into a globally recognized chain of highly experiential frozen yogurt cafés. For more information, please visit www.U-SWIRL.com. You can also follow us on Facebook (U-SWIRL Frozen Yogurt) and on Twitter (U_SWIRL).
Special Note Regarding Forward-Looking Statements
This press release contains forward-looking statements regarding the timing and financial impact of the Healthy Fast Food, Inc.'s ability to implement its business plan, expected revenues and future success. These statements involve a number of risks and uncertainties and are based on assumptions involving judgments with respect to future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company's control. Some of the important factors that could cause actual results to differ materially from those indicated by the forward-looking statements are general economic conditions, failure to achieve expected revenue growth, changes in our operating expenses, legal developments, competitive pressures, changes in customer and market requirements and standards, and the risk factors detailed from time to time in Healthy Fast Food's periodic filings with the Securities and Exchange Commission, including without limitation, the Company's Annual Report for the year ended December 31, 2009. The forward looking-statements in this press release are based upon management's reasonable belief as of the date hereof. Healthy Fast Food undertakes no obligation to revise or update publicly any forward-looking statements for any reason. Since our common stock is considered a "penny stock," we are ineligible to rely on the Safe Harbor for forward-looking statements provided in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.