Hain Pure Protein Sells Kosdher Valley Brand

Hain Pure Protein Corp. has agreed to sell its Kosher Valley brand to Empire Kosher Poultry for an undisclosed amount. HPPC is a joint venture between Pegasus Capital Advisors and The Hain Celestial Group Inc.

PRESS RELEASE

Hain Pure Protein Corporation (“HPPC”), a joint venture between Pegasus Capital Advisors, L.P. and The Hain Celestial Group, Inc. ( HAIN) announced that HPPC’s Kosher Valley brand will be sold to Empire Kosher Poultry, Inc. (“Empire”), one of the country’s most established kosher poultry processors, under the terms of a letter of intent. The Kosher Valley branded product, the first brand of certified kosher antibiotic-free (ABF), vegetarian fed and humanely raised all-natural branded chicken and turkey products, is expected to be produced in the Empire plant in Mifflintown, PA. The combination of these two premier kosher poultry brands is expected to provide operating efficiencies. Rabbi Yechiel Babad and the Orthodox Union (“OU”) have indicated their intention to continue to provide Kosher certification on the Kosher Valley brand product line.

“We are pleased that HPP has entered into a letter of intent to exchange its Kosher Valley® brand and customer relationships with Empire Kosher Poultry, Inc. (“Empire”) for an equity interest in Empire. We are delighted that this combination will expand the breadth of the product lines and their distribution reach,” said Irwin D. Simon, a Director of HPP. “Empire has been a premier brand in kosher poultry for many years, and Kosher Valley will benefit greatly from Empire’s production capabilities and reputation for delivering high-quality products to a broad market. Hain Pure Protein has made significant investments over the last year in building Kosher Valley into the strong brand that it is today,” concluded Irwin Simon.

“Kosher Valley will allow Empire to make strides in growing our company,” said Greg Rosenbaum, Chief Executive Officer of Empire Kosher Poultry. “We’re impressed with the work that Kosher Valley has done in developing the kosher ABF product line and in building its distribution. Our combined volumes will improve operating efficiencies in our manufacturing plant, and allow us to offer much wider choice of products to consumers.”

Under the terms of the letter of intent, Irwin Simon of Hain Celestial and Rodney Cohen of Pegasus Capital Advisors are expected to join Empire’s Board of Directors. Other terms of the transaction were not disclosed.

Kosher Valley’s chicken breast cutlets were named “Best New Meat, Seafood or Poultry” at Kosherfest, the leading kosher food and beverage show in the United States in November, 2009. Kosher Valley products are available at Whole Foods Market and other select upscale retailers.

Pegasus Capital Advisors

Pegasus Capital Advisors, L.P. is a private equity fund manager with offices in New York and Cos Cob, CT. Founded in 1995, Pegasus provides capital to middle market companies across a wide range of industries, and has particular interest in businesses that make a meaningful contribution to society by positively affecting the environment, contributing to sustainability and enabling healthy living. For more information, visit www.pcalp.com.

The Hain Celestial Group

The Hain Celestial Group ( HAIN), headquartered in Melville, NY, is a leading natural and organic products company in North America and Europe. Hain Celestial participates in many natural categories with well-known brands that include Celestial Seasonings®, Earth’s Best®, Terra®, Garden of Eatin’®, Health Valley®, Arrowhead Mills®, MaraNatha®, SunSpire®, DeBoles®, Gluten Free Cafe™, Hain Pure Foods®, Hollywood®, Spectrum Naturals®, Spectrum Essentials®, Walnut Acres Organic®, Imagine®, Almond Dream®, Rice Dream®, Soy Dream®, Ethnic Gourmet®, WestSoy®, Yves Veggie Cuisine®, Granose®, Realeat®, Linda McCartney®, Daily Bread™, Lima®, Grains Noirs®, Natumi®, JASON®, Zia® Natural Skincare, Avalon Organics®, Alba Botanica®, Queen Helene®, Tushies®, TenderCare® and Martha Stewart Clean™. Hain Celestial has been providing “A Healthy Way of Life™” since 1993. For more information, visit www.hain-celestial.com.

Empire Kosher Poultry

Empire Kosher Poultry, Inc. is one of the most established Kosher poultry producers in the United States. With facilities in central Pennsylvania, Empire produces Kosher chickens and Kosher turkeys for the North American market through a fully integrated process, including breeder farms, egg hatcheries, a feed mill, grow out houses and processing facilities. Through this fully vertically integrated approach Empire continues to deliver the highest quality poultry products available anywhere. Empire products have won numerous national and international poultry taste-test competitions, and are available in supermarkets, warehouse clubs and butcher shops. For more information visit: www.empirekosher.com.