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Matrixx Initiatives Revises All-cash Acquisition Offer For ProPhase Labs

Furthermore, as we explained in our prior communication, we continue to believe that a combination of ProPhase and Matrixx presents an exciting opportunity for our respective employees, business partners and other constituencies while delivering significant value to your Company's shareholders.

We sincerely hope that you will either commence discussions with us or remove all obstacles so that your shareholders can make their own determinations about the adequacy of our offer.  To that end, in addition to this letter, we will be releasing publicly a presentation detailing our perspective as to the Company's tenuous standalone prospects relative to our compelling and certain offer.

This letter and our revised proposal constitute a preliminary, non-binding indication of interest to acquire all of the outstanding shares of the Company and are not intended to create any legally binding obligations. We look forward to the opportunity of working with you to move this transaction forward.

I sincerely hope you will agree that your shareholders' interests will be best served by meeting with us to discuss our proposal.  Please feel free to contact me at (908) 344-3488 if you wish to discuss this letter in further detail.

Sincerely,

Marylou ArnettChief Executive OfficerMatrixx Initiatives, Inc.

Kirkland & Ellis LLP is acting as legal counsel and Sawaya Segalas & Co., LLC is acting as financial advisor to Matrixx.

This press release and Matrixx's proposal constitute a preliminary non-binding indication of interest to acquire all of the outstanding shares of ProPhase Labs, Inc., and are not intended to create any legally binding obligations.

About Zicam Cold Remedy ProductsMost cold medicines are designed to mask cold symptoms; however, Zicam Cold Remedy is different. Zicam Cold Remedy products, which contain propriety formulations of active ingredients zinc gluconate and zinc acetate, reduce the duration of a cold when taken at the first sign of a cold (within the first 24 hours) and used as directed. New on retail shelves this cold season, Zicam Cold Remedy Ultra Crystals®, in lemon-lime flavor and Zicam Cold Remedy Ultra Lozenges in honey lemon flavor, are specially formulated to deliver the product benefits of reducing the duration of a cold in new portable forms.  Also new, Zicam Naturals® Cough Suppressant in honey lemon and mixed berry flavored syrups.

About Matrixx Initiatives, Inc.Matrixx Initiatives, Inc. is engaged in the development and marketing of over-the-counter health care products that utilize innovative drug delivery systems. The company was acquired by HIG Capital in February 2011. Matrixx Initiatives, Inc., manufactures and markets a full line of Zicam brand Homeopathic and Allopathic OTC products, including new Zicam Cold Remedy Ultra Crystals® in lemon-lime flavor, Zicam Cold Remedy Ultra Lozenges in honey lemon flavor and Zicam Naturals® Cough Suppressant in honey lemon and mixed berry flavored syrups, along with our existing products including Zicam Cold Remedy RapidMelts®, Zicam Cold Remedy Ultra RapidMelts®, Zicam Cold Remedy Plus Liqui-Loz™, Zicam Cold Remedy Zavors™, Zicam Cold Remedy Chewables, Zicam Cold Remedy Oral Mist™, Zicam Allergy Relief™, Zicam Extreme Congestion Relief™, and Zicam Sinus Relief™. For more information regarding Matrixx products, please visit www.zicam.com.

SOURCE Matrixx Initiatives, Inc.

Copyright 2011 PR Newswire. All rights reserved. This material may not be published, broadcast, rewritten or redistributed.
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