-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Hcp6HHeeFN2fdjCVoE5eAa8h4wrzk3/3CtlMoHYntdTFjzGw4KV9WZb1YJ4FI5hZ CCzaRHg2hmU+8owoS6mUNg== 0001104659-07-004848.txt : 20070126 0001104659-07-004848.hdr.sgml : 20070126 20070126141010 ACCESSION NUMBER: 0001104659-07-004848 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070126 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070126 DATE AS OF CHANGE: 20070126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUTRACEUTICAL INTERNATIONAL CORP CENTRAL INDEX KEY: 0001050007 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 870515089 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23731 FILM NUMBER: 07555877 BUSINESS ADDRESS: STREET 1: 1400 KEARNS BOULEVARD STREET 2: 2ND FLOOR CITY: PARK CITY STATE: UT ZIP: 84060 BUSINESS PHONE: 4356556000 MAIL ADDRESS: STREET 1: 1400 KEARNS BOULEVARD STREET 2: 2ND FLOOR CITY: PARK CITY STATE: UT ZIP: 84060 8-K 1 a07-2406_28k.htm 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 26, 2007

NUTRACEUTICAL INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware
(State of incorporation)

 

000-23731
(Commission
File Number)

 

87-0515089
(IRS Employer
Identification No.)

 

1400 Kearns Boulevard, 2nd Floor

 

 

Park City, Utah

 

84060

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (435) 655-6106

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o                                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                                    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




 

Item 2.02 Results of Operations and Financial Condition.

On January 26, 2007, Nutraceutical International Corporation reported results for the fiscal 2007 first quarter ended December 31, 2006.  The press release reporting the results is attached to this Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

Exhibits.

99.1

 

Press release issued by Nutraceutical dated January 26, 2007.

 

This Form 8-K and the attached Exhibit are furnished to comply with Item 2.02 and Item 9.01 of Form 8-K.  Neither this Form 8-K nor the attached Exhibit are to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall this Form 8-K nor the attached Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 (except as shall be expressly set forth by specific reference in such filing).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

NUTRACEUTICAL INTERNATIONAL CORPORATION

 

 

(Registrant)

 

 

 

 

 

Date: January 26, 2007

 

By:

 

/S/ LESLIE M. BROWN, JR.

 

 

 

 

Leslie M. Brown, Jr.
Senior Vice President, Finance, Chief Financial Officer and
Assistant Secretary
(Principal Financial and Accounting Officer)

 




 

EXHIBIT INDEX

Exhibit Number

 

Description

 

 

 

99.1

 

Press release issued by Nutraceutical dated January 26, 2007.

 



EX-99.1 2 a07-2406_2ex99d1.htm EX-99.1

 

Exhibit 99.1

FOR:

 

NUTRACEUTICAL INTERNATIONAL CORPORATION

 

 

 

CONTACT:

 

Les Brown

 

 

Senior Vice President, Finance

 

 

and Chief Financial Officer

 

 

(435) 655-6106

 

NUTRACEUTICAL REPORTS Q1 RESULTS

PARK CITY, Utah, Jan 26/PRNewswire-First Call/—Nutraceutical International Corporation (NASDAQ:  NUTR) today reported results for the fiscal 2007 first quarter ended December 31, 2006.  Net sales for the fiscal 2007 first quarter were $35.8 million compared to $36.7 million for the same quarter of fiscal 2006.  For the first quarter, net income was $3.4 million, or $0.30 diluted earnings per share, compared to $3.5 million, or $0.30 diluted earnings per share, for the same quarter of fiscal 2006.

Operating cash flow was approximately $7.4 million during the first quarter of fiscal 2007 compared to $2.6 million for the same quarter of fiscal 2006.    This 2007 operating cash flow, combined with net borrowings of $7.0 million under our credit agreement, allowed us to invest approximately $2.2 million in property and equipment and approximately $11.4 million in acquisitions of branded natural product businesses.

Bill Gay, chairman and chief executive officer, commented, “First quarter net sales of branded products were less than expected as we believe industry growth rates for supplements continue to be relatively flat and competitive.  Strong profitability and cash flow are primary objectives and reflect our ability to efficiently manufacture and distribute products while managing our controllable costs.”

Mr. Gay continued, “We believe the acquisition of nutritional brands with products that we currently do not sell will contribute positively to our growth, profitability and business strength.  During the quarter, we made several brand acquisitions, including Life-flo®, which focuses on therapeutic creams, and Larénim®, a mineral makeup product line.  Following quarter end, we acquired additional health and natural food store brands, including Zand®, which focuses on liquid herbal supplements, Natra-Bio®, one of themost respected homeopathic brands in the natural products industry, bioAllers®, natural homeopathic allergy medicines, Herbs for KidsTM, which provides herbal products specifically designed for children, and CompliMed®, a natural




practitioner line.  The expected long-term sales and expense synergies of these acquired brands generally take time as certain transition and integration matters are completed.  We can now truly say that we have our health and natural food store customers covered from A to Z—or Action Labs® to Zand®!  Equally important, we feel that our commitment to our business model and our ability to execute on these and future acquisitions will enable us to create long-term value for our stakeholders, including our customers, employees and investors.”

ABOUT NUTRACEUTICAL

We are an integrated manufacturer, marketer, distributor and retailer of branded nutritional supplements and other natural products sold primarily to and through domestic health and natural food stores.  Internationally, we market and distribute branded nutritional supplements and other natural products to and through health and natural product distributors and retailers.  Our core business strategy is to acquire, integrate and operate, from beginning to end, the manufacturing, marketing and distribution of branded nutritional supplement businesses in the natural products industry.  We believe that the consolidation and integration of these acquired businesses provides ongoing financial synergies through increased scale and market penetration, as well as strengthened customer relationships.

We sell branded nutritional supplements and other natural products under the trademarks Solaray®, KAL®, Nature’s Life®, Natural Balance®, NaturalMax®, VegLife®, Premier One®, Pioneer®, CompliMed®, Sunny Green®, Zand®, Natra-Bio®, bioAllers®, Herbs for KidsTM, Natural Sport®, Supplement Training Systems™, FunFresh Foods™, ActiPet®, Action Labs®, Thompson®, Montana Big Sky, Body Gold®, Healthway®, Living Flower Essences®, Life-flo®, Larénim®, AllVia™, Sayge Biosciences™ and Monarch Nutritional Laboratories™.  Under the name Woodland Publishing™, we publish, print and market a line of books and booklets to, among others, book distributors, national retail bookstores and health and natural food stores.  We also distribute branded products of certain third parties.

We own neighborhood natural food markets, which operate under the trade names The Real Food Company ™, Thom’s Natural Foods™ and Cornucopia Community Market™.  We also own health food stores, which operate under the trade names Arizona Health Foods™, Fresh Vitamins™, Granola’s™ and Pilgrim’s Natureway™.




We manufacture and/or distribute one of the broadest branded product lines in the industry with over 3,000 SKUs, including over 650 SKUs sold internationally.  We believe that as a result of our emphasis on innovation, quality, loyalty, education and customer service, our brands are widely recognized in health and natural food stores and among their customers.

This Press Release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements relate to our future plans, objectives, expectations, intentions and financial performance and the assumptions that underlie these statements. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these statements. We undertake no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Press Release. Important factors that may cause our results to differ from these forward-looking statements include, but are not limited to, government regulations,  product liability claims and litigation, insurance coverage issues, a decrease in or slowing of the growth rate of the vitamin, mineral and supplement market, the success of the healthy foods channel, consumer perception of safety and quality of our products and similar products, competition, intellectual property rights of other parties, the loss of key personnel, disruptions from acquisitions, issues with obtaining raw materials of adequate quality or quantity, problems with information management systems, manufacturing efficiencies and operations, litigation generally, the volatility of the stock market generally and of our stock specifically, a general lack of adequate industry analyst coverage, and other factors indicated from time to time in our SEC reports, copies of which are available upon request from our investor relations group or which may be obtained at the SEC’s website (www.sec.gov).

© 2007 Nutraceutical Corporation.  All rights reserved.

# # #




 

NUTRACEUTICAL INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited; dollars in thousands)

 

 

December 31,

 

September 30,

 

 

 

2006

 

2006

 

Assets

 

 

 

 

 

Current assets, net

 

$

43,679

 

$

44,437

 

Property, plant and equipment, net

 

34,597

 

32,669

 

Goodwill

 

26,040

 

18,366

 

Other non-current assets, net

 

13,821

 

12,488

 

 

 

$

118,137

 

$

107,960

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities

 

$

14,235

 

$

14,494

 

Long-term liabilities

 

9,688

 

2,684

 

Stockholders’ equity

 

94,214

 

90,782

 

 

 

$

118,137

 

$

107,960

 

 




 

NUTRACEUTICAL INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited; dollars in thousands, except per share data)

 

 

Three months ended December 31,

 

 

 

2006

 

2005

 

Net sales

 

$

35,848

 

$

36,704

 

Cost of sales

 

16,324

 

17,560

 

Gross profit

 

19,524

 

19,144

 

Operating expenses

 

 

 

 

 

Selling, general and administrative

 

13,922

 

13,446

 

Amortization of intangible assets

 

46

 

94

 

Income from operations

 

5,556

 

5,604

 

Interest and other (income)/expense, net

 

144

 

(11

)

Income before provision for income taxes

 

5,412

 

5,615

 

Provision for income taxes

 

2,057

 

2,162

 

 

 

 

 

 

 

Net income

 

$

3,355

 

$

3,453

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share

 

 

 

 

 

Basic

 

$

0.30

 

$

0.30

 

Diluted

 

0.30

 

0.30

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

 

 

 

Basic

 

11,015,967

 

11,471,136

 

Diluted

 

11,212,285

 

11,635,779

 

 




 

NUTRACEUTICAL INTERNATIONAL CORPORATION
EBITDA SCHEDULE
(unaudited; dollars in thousands)

 

 

Three months ended December 31,

 

 

 

2006

 

2005

 

 

 

 

 

 

 

Net income

 

$

3,355

 

$

3,453

 

Provision for income taxes

 

2,057

 

2,162

 

Interest and other (income)/expense, net (1)

 

144

 

(11

)

Depreciation and amortization

 

1,101

 

1,141

 

 

 

 

 

 

 

EBITDA

 

$

6,657

 

$

6,745

 


(1)             Includes amortization of deferred financing fees and losses associated with fixed asset disposals.

 



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