VitaCube Systems Holdings, Inc. Reports Second Quarter Results


DENVER, Aug. 16, 2005 (PRIMEZONE) -- VitaCube Systems Holdings, Inc. (AMEX:PRH), a Denver-based nutraceutical company, today reported second quarter operating results for the period ended June 30, 2005.

The second quarter results were principally influenced by the closing of a public offering of the Company's securities raising approximately $7.3 million after offering costs and expenses along with the continued growth of independent distributors that sell and market the Company's products.

Net losses for the quarter ended June 30, 2005 totaled $1,043,488 compared with net losses of $446,718 for the quarter ended June 30, 2004. Income per share was a net loss of $.11 as compared to a net loss of $.07 per share in the same period in 2004. Changes in net losses are attributed to an increase in both sales and marketing expenses and general and administrative expenses.

Revenues for the current quarter totaled $222,670, a 42% increase as compared with $156,483 for the corresponding quarter in 2004, and were also up for the six months ended June 30, 2005 at $459,726, or a 39% increase as compared with revenues of $331,017 for the six months ended June 30, 2004.

The Company's gross profit increased by 18% for both the quarter and six months ended 2005 over the same quarter and six months in 2004. The major contributing factor was due to the increase in net sales. Gross profit margin decreased to 52% for the current quarter from 63% for the comparable quarter in 2004 and from 59% for the six months ended June 30, 2005 from 69% for the six months ended June 30, 2004 due to sales of lower margin items.

Earnest Mathis, CEO of VitaCube Systems Holdings, Inc., stated, "The financial results this quarter reflect an improving base of operations - our customer count was up, our endorser ranks continued to increase and, for the first time, we were able to enroll a significant number of experienced network marketing sales leaders. We delivered these results with far lower expenditures than originally projected in our prospectus. The entire VitaCube organization remains focused on growing the top line, and ultimately, delivering a solid bottom line return."

Among the highlights completed or announced during the second quarter:



 --     Gross Proceeds from Financing of $9 Million
 --     Addition of Veteran Marketing Professionals
 --     Strategic Technology Alliance for Improved Research and
        Development
 --     Addition of Doug Ridley as Company President

About VitaCube Systems Holdings, Inc.

VitaCube Systems Holdings, Inc. (V3S) is a provider of nutritional foods and beverages designed to help enhance physical health and overall performance. V3S has developed a comprehensive line of nutritional supplements and functional foods designed in systems that are easy to take, simple to understand, and conveniently fit within a lifestyle. V3S's commitment to quality, science, and research has earned them a loyal following of over 350 world-class athletes, such as PGA Tour Professional, Tom Pernice, Jr., 5-Time Cy Young Award Winner, Randy Johnson, Super Bowl Champions Mike Alstott and Lawyer Milloy, Olympic Medalists Briana Scurry and Caroline Lalive, and Stanley Cup Winner Blake Sloan. V3S products are only available through independent distributors located throughout the nation. For more information about VitaCube, please visit the following website www.v3s.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995. Statements in this press release regarding VitaCube Systems Holdings, Inc.'s business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-KSB for the most recently ended fiscal year.

Certain statements in this release regarding the Company's agreements are in accordance with the guidelines established by the Federal Trade Commission for endorsements in advertising.


                   VITACUBE SYSTEMS HOLDINGS, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS

                                             June 30,     December 31, 
                                               2005          2004
                                           -----------    -----------
                                           (Unaudited)
 ASSETS

 Current assets:
  Cash                                     $ 5,800,184    $   114,794
  Accounts receivable, net of allowance    
   for  doubtful accounts of $2,343 and    
   $237, respectively                            9,697          4,358
  Inventory, net of allowance for          
   obsolescence of $81,500 and             
   43,300, respectively                        372,719        478,300
  Prepaid expenses and other               
   current assets                              248,843        108,315
                                           -----------    -----------
     Total current assets                    6,431,443        705,767
                                           
 Intangible assets, net                         37,887         40,015
                                           
 Property and equipment, net                    98,603        109,275
                                           
 Deferred offering costs                            --        269,106
                                           -----------    -----------
     Total assets                          $ 6,567,933    $ 1,124,163
                                           ===========    ===========
 LIABILITIES AND SHAREHOLDERS' EQUITY      
                                           
 Current liabilities:                      
  Accounts payable and accrued expenses    $   390,273    $   611,398
                                           -----------    -----------
     Total current liabilities                 390,273        611,398
                                           -----------    -----------
 SHAREHOLDERS' EQUITY (Note 2):            
                                           
 Preferred stock, authorized 5,000,000     
  shares, $.001 par value, none issued     
  or outstanding                                   --             --
 Common stock, authorized 50,000,000       
  shares, $.001 par value, 9,588,900 and   
  6,534,043 issued and outstanding         
  respectively                                   9,589          6,534
 Additional paid in capital                 15,549,706      8,071,186
 Accumulated (deficit)                      (9,381,635)    (7,564,955)
                                           -----------    -----------
     Total shareholders' equity              6,177,660        512,765
                                           -----------    -----------
     Total liabilities and                 
      shareholders' equity                 $ 6,567,933    $ 1,124,163
                                           ===========    ===========

                   VITACUBE SYSTEMS HOLDINGS, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                             (Unaudited)
          Three and Six Months Ended June 30, 2005 and 2004

                            For the                    For the 
                       Three Months Ended          Six Months Ended
                            June 30,                   June 30, 
                   ------------------------   ------------------------
                       2005         2004          2005         2004
                   -----------  -----------   -----------  -----------
 Net sales         $   222,670  $   156,483   $   459,726  $   331,017
 Cost of goods
  sold                 105,893       57,470       190,454      103,055
                   -----------  -----------   -----------  -----------
 Gross profit          116,777       99,013       269,272      227,962
                   -----------  -----------   -----------  -----------
 Operating expenses:
  Selling and
   marketing
   expenses            477,920      251,158       904,767      414,288
  General and
   administrative
   expenses            680,007      271,544     1,162,048      727,714
  Research and
   development
   expenses             10,294        4,547        18,956        4,547
  Depreciation and
   amortization          6,188       20,625        12,800       41,251
                   -----------  -----------   -----------  -----------
    Total operating
     expenses        1,174,409      547,874     2,098,571    1,187,800
                   -----------  -----------   -----------  -----------
 Net (loss) from
  operations        (1,057,632)    (448,861)   (1,829,299)    (959,838)
                   -----------  -----------   -----------  -----------
 Other income
 (expense)
  Interest income       15,344        2,143        15,460        2,143
  Interest (expense)    (1,200)          --        (2,841)    (300,872)
                   -----------  -----------   -----------  -----------
    Total other
     income
     (expense)          14,144        2,143        12,619     (298,729)
                   -----------  -----------   -----------  -----------
 Net (loss)        $(1,043,488) $  (446,718)  $(1,816,680) $(1,258,567)
                   ===========  ===========   ===========  ===========
 Net (loss) per
  common share
   Basic and
    diluted net
    (loss) per
    share          $      (.11) $      (.07)  $      (.23) $      (.26)
                   -----------  -----------   -----------  -----------
 Weighted average
  common shares
  outstanding,
  basic and diluted  9,291,757    6,478,820     7,912,900    4,903,098
                   ===========  ===========   ===========  ===========


                   VITACUBE SYSTEMS HOLDINGS, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Unaudited)
               Six Months Ended June 30, 2005 and 2004

                                             For the Six Months Ended 
                                                      June 30, 
                                            --------------------------
                                                2005           2004
                                            -----------    -----------
 CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (loss)                                $(1,816,680)   $(1,258,567)
  Adjustments to reconcile net (loss) to
   net cash (used in) operating activities:
    Depreciation and amortization expense        12,800         41,251
    Beneficial conversion feature interest           --        255,000
    Stock issued in payment of
     accounts payable                                --        100,000
    Stock and stock options issued
     for services                                96,000        138,463
    Change in allowance for inventory
     obsolescence                                38,200         (3,011)
    Change in allowance for doubtful
     accounts                                     2,106             16
    Change in allowance for product
     returns                                     11,639           (162)
    (Increase) decrease in accounts
     receivable                                  (7,445)         4,725
    Decreases in inventory                       67,381         35,481
    (Increases) in prepaids and other
     current assets                            (228,529)      (104,787)
    (Decreases) in accounts payable and
     accrued expenses                          (232,764)      (334,062)
    Increase in accrued interest                     --         45,872
                                            -----------    -----------
     Net cash (used in) operating
      activities                             (2,057,292)    (1,079,781)
                                            -----------    -----------
 CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                               --         (4,006)
   Net cash (used in) investing activities           --         (4,006)
                                            -----------    -----------
 CASH FLOWS FROM FINANCING ACTIVITIES:
  Advances from shareholders                    170,000         12,482
  Proceeds from notes payable                   195,000        205,000
  Re-payments of shareholder advances          (170,000)      (132,173)
  Re-payments of notes payable                 (195,000)       (47,500)
  Issuance of common stock,
   net of offering costs                      7,742,682      2,448,308
                                            -----------    -----------
   Net cash provided by financing
    activities                                7,742,682      2,486,117
                                            -----------    -----------
 NET INCREASE IN CASH                         5,685,390      1,402,330
 CASH, BEGINNING OF PERIOD                      114,794          7,963
                                            -----------    -----------
 CASH, END OF PERIOD                        $ 5,800,184    $ 1,410,293
                                            ===========    ===========
 SUPPLEMENTAL DISCLOSURE OF
 NONCASH FINANCING ACTIVITIES:
  Subordinated notes and interest
   converted to common stock                $        --    $ 1,861,643
                                            ===========    ===========
  Bridge loans and interest converted
   to common stock                          $        --    $   224,986
                                            ===========    ===========
  Interest and debt forgiveness             $        --    $     8,964
                                            ===========    ===========
  Notes payable converted to common stock   $        --    $   305,000
                                            ===========    ===========
 SUPPLEMENTAL CASH FLOW
  Cash paid for interest                    $     2,841    $    45,872
                                            ===========    ===========

            

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