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): May 6, 2003

Commission file number 0-15701

NATURAL ALTERNATIVES INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	84-1007839
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1185 Linda Vista Drive San Marcos, California 92069	(760) 744-7340
(Address of principal executive offices, including zip code)	(Registrant’s telephone number, including area code)

Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits.

(c)    Exhibits.

99.1    Press release dated May 6, 2003 of the registrant

Item 9.    Regulation FD Disclosure (The information contained in this Item 9 is being furnished pursuant to “Item 12. Results of Operations and Financial Condition”).

On May 6, 2003, the registrant issued a press release announcing financial results for the quarter ended March 31, 2003. A copy of this press release is attached hereto as Exhibit 99.1. The information contained in this Item 9 is furnished pursuant to Item 12 of Form 8-K “Results of Operations and Financial Condition,” in accordance with SEC Release Nos. 33-8216 and 34-47583. This information and the exhibits hereto, are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this report shall not be incorporated by reference into any filing of the registrant with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

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.

	Natural Alternatives International, Inc.
Date: May 6, 2003	By:	/s/    John R. Reaves
		John R. Reaves Chief Financial Officer

EX-99.1

EXHIBIT 99.1

Natural Alternatives International, Inc. Reports 13% Revenue

Increase and Net Income of $0.14 per Diluted Share for the

First Nine Months of Fiscal 2003

SAN MARCOS, CALIF, May 6, 2003 /PRNewswire/—Natural Alternatives International (“NAI”), Inc. (Nasdaq: NAII), a leading formulator and manufacturer of customized nutritional supplements, reported net income of $858,000 or $0.14 per diluted share on revenue of $39.9 million in its first nine months of fiscal 2003 and net income of $172,000 or $0.03 per diluted share on revenue of $13.8 million for the three months ended March 31, 2003.

Third quarter revenue increased 7% to $13.8 million from $12.8 million for the comparable quarter last year. The revenue growth resulted from a 24% increase in Direct-to-Consumer (“DTC”) sales combined with a 4% increase in contract manufacturing sales. Income from operations increased $270,000 to $211,000 from a loss from operations of ($59,000) for the same period of the prior year. Excluding the effect of the prior year litigation settlement proceeds of $1 million, third quarter net income increased $413,000 to $172,000 or $0.03 per diluted share compared to a net loss of ($241,000) or ($0.04) per share for the same period of the prior year. Overall, third quarter net income as reported decreased $587,000 to $172,000 or $0.03 per diluted share from $759,000 or $0.13 per diluted share for the comparable quarter last year due to litigation settlement proceeds received in the prior year.

For the first nine months of fiscal 2003, revenue increased 13% to $39.9 million from $35.4 million for the comparable period last year. The revenue growth resulted from a 30% increase in DTC sales and a 9% increase in contract manufacturing sales. For the first nine months of fiscal 2003, net income increased $693,000 to $858,000 or $0.14 per diluted share from $165,000 or $0.03 per diluted share for the comparable period last year. The first nine months of fiscal 2003 and 2002 included receipt of litigation settlement proceeds of $225,000 and $1.0 million, respectively. Excluding the effects of litigation settlement proceeds, net income increased $1.5 million to

$633,000 or $0.11 per diluted share from a net loss of ($835,000) or ($0.14) per share for the same period of the prior year.

As of March 31, 2003, NAI had cash and working capital of approximately $4.2 million and $11.8 million, respectively, compared to $640,000 and $8.7 million, respectively, as of June 30, 2002.

Chairman and CEO Mark LeDoux said, “During the fiscal third quarter, we began to increase spending in marketing and brand development in our DTC business with the announced signing of Jennifer O’Neill and testing of Dr. Cherry’s Pathway to Healing^™ brand in several new television markets. We are actively pursuing additional licensees and other initiatives to build our DTC business. We continue to focus on serving our valued primary customers and developing relationships with other strong prospective contract manufacturing customers while we pursue strategic partnerships for the development and marketing of proprietary products. Looking ahead, we anticipate revenue growth to be moderate in the fiscal fourth quarter and marketing expenses to increase while we continue to maintain consistent operating profitability.”

NAI, headquartered in San Marcos, California, is a leading formulator and manufacturer of nutritional supplements that provides strategic partnering services to its customers. The Company’s comprehensive partnership approach offers a wide range of innovative nutritional products and services to the client including: scientific research, clinical studies, proprietary ingredients, customer-specific nutritional product formulation, product testing and evaluation, marketing management and support, packaging and delivery system design, regulatory review and international product registration assistance. For more information about NAI, please see our website at http://www.nai-online.com.

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 that are not historical facts and information. These statements represent the Company’s intentions, expectations and beliefs concerning future events, including, among other things, expectations and beliefs with respect to future financial and operating results and the ability to sustain profitability, maintain adequate financing, improve liquidity, maintain revenue growth, and implement its strategic plan. The Company wishes to caution readers that these statements involve risks and uncertainties that could cause actual results and outcomes for future periods to differ materially from any forward-looking statement or views expressed herein. The Company’s financial performance and the forward-looking statements contained herein are further

qualified by other risks including those set forth from time to time in the documents filed by the Company with the Securities and Exchange Commission, including NAI’s most recent Quarterly Report on Form 10Q and Annual Report on Form 10-K.

SOURCE—Natural Alternatives International, Inc.

CONTACT—John R. Reaves, Chief Financial Officer, Natural Alternatives International, Inc., 760-744-7340 or

info@nai-online.com.

NATURAL ALTERNATIVES INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

	March 31, 2003		June 30, 2002
	(Unaudited)
ASSETS
Cash and cash equivalents	$	4,218	$	640
Restricted cash		—		1,500
Accounts receivable, net		4,508		3,536
Inventories, net		8,474		7,871
Income tax refund receivable		—		701
Other current assets		1,190		604
Total current assets		18,390		14,852
Property and equipment, net		11,248		12,439
Related parties notes receivable		47		118
Other assets		127		101
Total Assets	$	29,812	$	27,510
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities	$	6,596	$	6,127
Long-term debt, less current installments		2,529		1,576
Long-term pension liability		135		199
Total Liabilities		9,260		7,902
Stockholders’ Equity		20,552		19,608
Total Liabilities and Stockholders’ Equity	$	29,812	$	27,510

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share data)

(Unaudited)

	Three months ended March 31,						Nine months ended March 31,
	2003			2002			2003		2002
NET SALES	$	13,755		$	12,843		$	39,901	$	35,385
Cost of goods sold		10,468			9,956			30,367		27,768
Gross profit		3,287			2,887			9,534		7,617
Selling, general & administrative expenses		3,076			2,946			8,665		7,861
INCOME (LOSS) FROM OPERATIONS		211			(59	)		869		(244	)
Other income (expense)		(33	)		839			10		472
INCOME BEFORE INCOME TAXES		178			780			879		228
Provision for income taxes		6			21			21		63
NET INCOME	$	172		$	759		$	858	$	165
NET INCOME PER COMMON SHARE:
Basic	$	0.03		$	0.13		$	0.15	$	0.03
Diluted	$	0.03		$	0.13		$	0.14	$	0.03
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic shares		5,814,258			5,794,613			5,807,143		5,788,608
Diluted shares		6,061,391			5,795,833			6,004,304		5,789,015