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Blyth, Inc. Announces Agreement In Principle With ViSalus Founders

Stocks in this article: BTH

GREENWICH, Conn., Oct. 1, 2012 /PRNewswire/ -- Blyth, Inc. (NYSE:BTH), a direct to consumer company and leading designer and marketer of candles, accessories for the home, and health and wellness products, today announced that it and the founders of the ViSalus business, Ryan Blair, Blake Mallen and Nick Sarnicola, have reached an agreement in principle to defer the final closing of Blyth's purchase of the ViSalus business until April 2014, put in place new employment agreements with Mr. Blair and Mr. Mallen and implement an equity incentive program for members of the ViSalus management team.

Pursuant to this agreement in principle:

  1. The purchase agreement between Blyth and ViSalus will be amended to defer the fourth closing until April 2014 and provide that the purchase price paid at the fourth closing will be determined based upon ViSalus' EBITDA for the fiscal year ending December 31, 2013. 
  2. Ryan Blair (ViSalus' Chief Executive Officer) and Blake Mallen (ViSalus' Chief Marketing Officer) will enter into new employment agreements with a five-year term.
  3. Mr. Blair, Mr. Mallen and Mr. Nick Sarnicola (Global Ambassador of ViSalus) will be issued stock options and restricted stock units vesting over an eight-year term.
  4. ViSalus will implement a management equity plan and issue stock options and restricted stock units to its senior management.

The agreement in principle described in this release is non-binding and its implementation is subject to preparation of definitive documentation, which will include customary closing conditions, and receipt of necessary consents and board approvals.

In addition, while the ViSalus Board of Directors will have discretion over the payment of dividends to its shareholders, the ViSalus Board has generally agreed to pay a cash dividend periodically.

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