-----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, Sc7VutVEW5U0zo7zip5Y7II4U6rH5CbrpbOD5+pqQCe6d6dTo7Yo0TfvpH2mYdXd MTmTJMOvgTkS738mBG2OuA== 0001104659-04-029633.txt : 20041005 0001104659-04-029633.hdr.sgml : 20041005 20041005110839 ACCESSION NUMBER: 0001104659-04-029633 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041004 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041005 DATE AS OF CHANGE: 20041005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NBTY INC CENTRAL INDEX KEY: 0000070793 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 112228617 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31788 FILM NUMBER: 041064708 BUSINESS ADDRESS: STREET 1: 90 ORVILLE DR CITY: BOHEMIA STATE: NY ZIP: 11716 BUSINESS PHONE: 5165679500 MAIL ADDRESS: STREET 1: 90 ORVILLE DRIVE CITY: BOHEMIA STATE: NY ZIP: 11716 FORMER COMPANY: FORMER CONFORMED NAME: NATURES BOUNTY INC DATE OF NAME CHANGE: 19920703 8-K 1 a04-11259_18k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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):  October 4, 2004
 

NBTY, INC.

 (Exact Name of Registrant as Specified in Charter)

 

001-31788

(Commission File Number)

 

DELAWARE

 

11-2228617

(State or Other Jurisdiction
of Incorporation)

 

(I.R.S. Employer
Identification No.)

 

 

 

90 Orville Drive
Bohemia, New York

 

11716

(Address of Principal Executive Offices)

 

(Zip Code)

 

(631) 567-9500

(Registrant’s telephone number, including area code)

 

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 October 4, 2004, NBTY, Inc. issued a press release announcing preliminary unaudited fourth quarter and year-end net sales results.  A copy of the press release is attached as Exhibit 99.1.

 

ITEM 9.01.                                    FINANCIAL STATEMENTS AND EXHIBITS

 

(c)                 Exhibits.

 

99.1 Press release issued by NBTY, Inc., dated October 4, 2004

 

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).

 

2



 

SIGNATURES

 

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

 

 

Dated:  October 5, 2004

 

 

NBTY, INC.

 

 

 

 

 

By:

/s/ Harvey Kamil

 

 

Harvey Kamil

 

 

President and Chief Financial Officer

 

3


EX-99.1 2 a04-11259_1ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

Contact:

Harvey Kamil

 

Carl Hymans

 

NBTY, Inc.

 

G.S. Schwartz & Co.

 

President and

 

212-725-4500

 

Chief Financial Officer

 

carlh@schwartz.com

 

631-244-2020

 

 

 

NBTY ANNOUNCES PRELIMINARY UNAUDITED FOURTH QUARTER
AND YEAR END NET SALES RESULTS

 

BOHEMIA, N.Y. – October 4, 2004 - NBTY, Inc. (NYSE: NTY) (www.NBTY.com), a leading manufacturer and marketer of nutritional supplements, today announced preliminary unaudited net sales results for the fiscal fourth quarter and fiscal year ended September 30, 2004.

 

The following is a comparison of the preliminary unaudited net sales results by segment:

 

 

 

(Millions)

 

 

 

THREE MONTHS ENDED
SEPTEMBER 30,

 

 

 

FISCAL YEARS ENDED
SEPTEMBER 30,

 

 

 

 

 

2004

 

2003

 

% Increase/
(Decrease)

 

2004

 

2003

 

% Increase

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

(Unaudited)

 

(Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wholesale

 

$

193

 

$

164

 

18

%

$

733

 

$

417

 

76

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US Retail / Vitamin World

 

53

 

54

 

(2

)%

216

 

212

 

2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

European Retail /
Holland & Barrett / GNC

 

133

 

95

 

40

%

495

 

364

 

36

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Direct Response /
Puritan’s Pride

 

47

 

52

 

(9

)%

206

 

200

 

3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

426

 

$

365

 

17

%

$

1,650

 

$

1,193

 

38

%

 

NBTY expects to announce its audited results for fiscal year 2004 in mid-November.

 



 

ABOUT NBTY

NBTY is a leading vertically integrated manufacturer and distributor of a broad line of high-quality, value-priced nutritional supplements in the United States and throughout the world.  The Company markets approximately 1,500 products under several brands, including Nature’s Bountyâ, Vitamin Worldâ, Puritan’s Prideâ, Holland & Barrettâ, Rexallâ, Sundownâ, MET-Rx®, WORLDWIDE Sport Nutrition®, American Healthâ, GNC (UK)â and DeTuinen®.

 

This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our financial condition, results of operations and business. All of these forward-looking statements, which can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy which, although believed to be reasonable, are inherently uncertain.  Factors which may materially affect such forward-looking statements include: (i) slow or negative growth in the nutritional supplement industry; (ii) interruption of business or negative impact on sales and earnings due to acts of war, terrorism, bio-terrorism, civil unrest or disruption of mail service; (iii) adverse publicity regarding nutritional supplements; (iv) inability to retain customers of companies (or mailing lists) recently acquired; (v) increased competition; (vi) increased costs; (vii) loss or retirement of key members of management; (viii) increases in the cost of borrowings and unavailability of additional debt or equity capital; (ix) unavailability of, or inability to consummate, advantageous acquisitions in the future, including those that may be subject to bankruptcy approval or the inability of NBTY to integrate acquisitions into the mainstream of its business; (x) changes in general worldwide economic and political conditions in the markets in which NBTY may compete from time to time; (xi) the inability of NBTY to gain and/or hold market share of its wholesale and/or retail customers anywhere in the world; (xii) unavailability of electricity in certain geographical areas; (xiii) the inability of NBTY to obtain and/or renew insurance; (xiv) exposure to and expense of defending and resolving, product liability claims and other litigation; (xv) the ability of NBTY to successfully implement its business strategy; (xvi) the inability of NBTY to manage its retail, wholesale, manufacturing and other operations efficiently; (xvii) consumer acceptance of NBTY’s products; (xviii) the inability of NBTY to renew leases on its retail locations; (xix) inability of NBTY’s retail stores to attain or maintain profitability; (xx) the absence of clinical trials for many of NBTY’s products; (xxi) sales and earnings volatility and/or trends; (xxii) the efficacy of NBTY’s Internet and on-line sales and marketing; (xxiii) fluctuations in foreign currencies, including the British Pound; (xxiv) import-export controls on sales to foreign countries; (xxv) the inability of NBTY to secure favorable new sites for, and delays in opening, new retail locations; (xxvi) introduction of new federal, state, local or foreign legislation or regulation or adverse determinations by regulators anywhere in the world (including the banning of products) and more particularly the Food Supplements Directive and the Traditional Herbal Medicinal Products Directive in Europe; (xxvii) the mix of NBTY’s products and the profit margins thereon; (xxviii) the availability and pricing of raw materials; (xxix) risk factors discussed in NBTY’s filings with the U.S. Securities and Exchange Commission; (xxx) adverse effects on NBTY as a result of increased gasoline prices and potentially reduced traffic flow to NBTY’s retail locations; and (xxxi) other factors beyond NBTY’s control.

 

Readers are cautioned not to place undue reliance on forward-looking statements.  NBTY cannot guarantee future results, trends, events, levels of activity, performance or achievements.  NBTY does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events.

 


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