Orange 21 Inc. to Apply for Nasdaq Capital Market

Business Wire, April 27, 2009

CARLSBAD, Calif. -- Orange 21 Inc. (NASDAQ:ORNG) announced today that it is applying to transfer its Nasdaq listing from the Nasdaq Global Market to the Nasdaq Capital Market. Orange 21 no longer meets the continued listing standards for the Nasdaq Global Market because, as reported in its Form 10-K for the year ended December 31, 2008, it no longer satisfies the $10 million stockholders’ equity requirement set forth in the Nasdaq Listing Rules 5450(b)(1)(A). We received a Nasdaq Staff Deficiency Letter from the Nasdaq Stock Market regarding our failure to meet the minimum stockholders’ equity requirement on April 21, 2009. After evaluating the Nasdaq Staff Deficiency Letter, we determined that at this time it is more advantageous to pursue a transfer to the Nasdaq Capital Market than attempt to maintain listing on the Nasdaq Global Market because we meet all of the currently effective continued listing requirements for the Nasdaq Capital Market and the proceedings involved in attempting to maintain our Nasdaq Global Market listing are costly, time consuming and a distraction to management. Additionally, listing on the Nasdaq Capital Market will result in a minor cost savings and we do not believe that stockholders’ liquidity will be adversely impacted by a transfer to the Nasdaq Capital Market.

About Orange 21 Inc.

Orange 21 designs, develops, markets and produces premium products for the action sport, motorsports, snowsports and youth lifestyle markets. Orange 21's primary brand, Spy Optic (TM), manufactures sunglasses and goggles targeted toward the action sports, motorsports, snowsports and youth lifestyle markets.

Safe Harbor Statement

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