-----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, Q4snoCPqY1ujPeaVuXNLBCfOENgR3kS0sX3xpRKUCMEDjhZc0VASiUZk9/DSQ5zx 86tDMeAdMK93Aao+U7sehw== 0001104659-07-085981.txt : 20071129 0001104659-07-085981.hdr.sgml : 20071129 20071129143254 ACCESSION NUMBER: 0001104659-07-085981 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071129 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071129 DATE AS OF CHANGE: 20071129 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: 071274368 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 a07-30349_18k.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): November 29, 2007

 

NUTRACEUTICAL INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)

 

Delaware

000-23731

87-0515089

(State of incorporation)

(Commission File Number)

(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 November 29, 2007, Nutraceutical International Corporation reported results for the fiscal 2007 fourth quarter and year ended September 30, 2007.  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 November 29, 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: November 29, 2007

By:

/S/ CORY J. MCQUEEN

 

 

Cory J. McQueen
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)

 

2



 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

99.1

 

Press release issued by Nutraceutical dated November 29, 2007.

 

 


EX-99.1 2 a07-30349_1ex99d1.htm EX-99.1

 

Exhibit 99.1

FOR:

NUTRACEUTICAL INTERNATIONAL CORPORATION

 

 

CONTACT:

Cory J. McQueen

 

Vice President, Finance

 

and Chief Financial Officer

 

(435) 655-6106

 

NUTRACEUTICAL REPORTS 2007 FISCAL YEAR END RESULTS

 

PARK CITY, Utah, Nov 29/PRNewswire-First Call/—Nutraceutical International Corporation (NASDAQ:  NUTR) today reported results for the fiscal 2007 fourth quarter and year ended September 30, 2007.

 

Net sales for the fiscal 2007 fourth quarter were $39.9 million compared to $35.7 million for the same quarter of fiscal 2006.  For the fourth quarter, net income was $2.6 million, or $0.23 diluted earnings per share, compared to net income of $3.1 million, or $0.27 diluted earnings per share, for the same quarter of fiscal 2006.  Net income for the fourth quarter of fiscal 2007 included a non-cash intangible asset impairment charge of $0.3 million (net of tax), or $0.02 per diluted share, related to the re-branding of certain health food stores.

 

Net sales for the fiscal year ended September 30, 2007 were $156.5 million compared to $150.4 million for fiscal 2006.  For fiscal 2007, net income was $13.0 million (including the $0.3 million intangible asset impairment charge), or $1.15 diluted earnings per share (including the intangible asset impairment charge of $0.02 per share), compared to net income of $14.9 million, or $1.30 diluted earnings per share, for fiscal 2006.  Net income for the fiscal year ended September 30, 2006 included a gain of $0.7 million (net of tax), or $0.06 diluted earnings per share, related to the sale of a building.

 

Operating cash flow was approximately $23.8 million in fiscal 2007 compared to $16.1 million in fiscal 2006.  This fiscal 2007 operating cash flow, combined with net borrowings of $17.5 million, was used to invest approximately $10.5 million in property and equipment and approximately $30.7 million in acquisitions of natural product businesses.

 

Bill Gay, chairman and chief executive officer, commented, “Fiscal 2007 was the strongest revenue year in company history, reflecting positive contributions of the six acquisitions during the fiscal year.  Our gross profit margins and operating cash flows expanded while selling, general and administrative expenses increased as a result of the recent acquisitions.  During fiscal 2008, our focus will be on leveraging our growth to enhance profitability and shareholder value while continuing to identify and execute expansion opportunities.  We will strive to manage controllable expenses and gain consolidation synergies from the fiscal 2007 acquired businesses. We remain committed to our business model and to growing profitability and EBITDA despite the current economic and competitive environment.”

 

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®, VegLife®, KAL®, Nature’s Life®, Sunny Green®, Action Labs®, Natural Balance®, NaturalMax®, bioAllers®, Herbs for KidsTM, Natra-Bio®, NaturalCare®, Zand®, Life-flo®, Larénim®, Living Flower Essences®, Pioneer®, Thompson®, Natural Sport®, Supplement Training Systems®, Premier One®, Montana Big Sky™, ActiPet®, FunFresh Foods™, CompliMed®, AllVia™, Healthway®, Body Gold®, Sayge Biosciences, Monarch Nutritional Laboratories™ and Great Basin Botanicals™.  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 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 3,900 SKUs, including over 700 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)

 

 

 

September 30,

 

September 30,

 

 

 

2007

 

2006

 

Assets

 

 

 

 

 

Current assets, net

 

$

51,534

 

$

44,437

 

Property, plant and equipment, net

 

39,506

 

32,669

 

Goodwill

 

38,978

 

18,366

 

Other non-current assets, net

 

16,384

 

12,488

 

 

 

$

146,402

 

$

107,960

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities

 

$

20,275

 

$

14,494

 

Long-term liabilities

 

20,208

 

2,684

 

Stockholders’ equity

 

105,919

 

90,782

 

 

 

$

146,402

 

$

107,960

 

 



 

NUTRACEUTICAL INTERNATIONAL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited; dollars in thousands, except per share data)

 

 

 

Three months ended September 30,

 

Twelve months ended September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

Net sales

 

$

39,902

 

$

35,691

 

$

156,548

 

$

150,405

 

Cost of sales

 

18,429

 

16,945

 

71,622

 

71,191

 

Gross profit

 

21,473

 

18,746

 

84,926

 

79,214

 

Operating expenses

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

16,217

 

13,582

 

61,905

 

55,389

 

Amortization of intangible assets

 

161

 

9

 

391

 

289

 

Impairment of intangible asset

 

450

 

 

450

 

 

Income from operations

 

4,645

 

5,155

 

22,180

 

23,536

 

Interest and other (income)/expense, net

 

443

 

136

 

1,257

 

(757

)

Income before provision for income taxes

 

4,202

 

5,019

 

20,923

 

24,293

 

Provision for income taxes

 

1,597

 

1,933

 

7,951

 

9,353

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

2,605

 

$

3,086

 

$

12,972

 

$

14,940

 

 

 

 

 

 

 

 

 

 

 

Net income per common share

 

 

 

 

 

 

 

 

 

Basic

 

$

0.23

 

$

0.28

 

$

1.17

 

$

1.32

 

Diluted

 

0.23

 

0.27

 

1.15

 

1.30

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

11,136,702

 

11,179,554

 

11,054,828

 

11,332,466

 

Diluted

 

11,307,910

 

11,363,751

 

11,253,283

 

11,517,492

 

 



 

NUTRACEUTICAL INTERNATIONAL CORPORATION

ADJUSTED EBITDA SCHEDULE

(unaudited; dollars in thousands)

 

 

 

Three months ended September 30,

 

Twelve months ended September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

Net income

 

$

2,605

 

$

3,086

 

$

12,972

 

$

14,940

 

Provision for income taxes

 

1,597

 

1,933

 

7,951

 

9,353

 

Interest and other (income)/expense, net (1)(2)

 

443

 

136

 

1,257

 

(757

)

Depreciation and amortization

 

1,292

 

1,051

 

4,793

 

4,527

 

Impairment of intangible asset (3)

 

450

 

 

450

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

6,387

 

$

6,206

 

$

27,423

 

$

28,063

 


 

(1)

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

 

 

 

 

(2)

Includes other income of $1,105 for the twelve months ended September 30, 2006 related to a gain on the sale of a building.

 

 

 

 

(3)

A non-cash intangible asset impairment charge of $450 related to the re-branding of certain health food stores was recorded for the three months and twelve months ended September 30, 2007.

 

 


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