-----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, P3DS7ugrrtQljZz/e5EVeoOI/WazHEId1GDj23LqeBuD4UP5HMDH0EAfhTZJKmYH WUvhtCLV82q6SbcsrbyS9Q== 0001042910-98-000918.txt : 19981005 0001042910-98-000918.hdr.sgml : 19981005 ACCESSION NUMBER: 0001042910-98-000918 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980929 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981002 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: REXALL SUNDOWN INC CENTRAL INDEX KEY: 0000901620 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 591688986 STATE OF INCORPORATION: FL FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21884 FILM NUMBER: 98720190 BUSINESS ADDRESS: STREET 1: 851 BROKEN SOUND PARKWAY N W CITY: BOCA RATON STATE: FL ZIP: 33487 BUSINESS PHONE: 5612419400 MAIL ADDRESS: STREET 1: 851 BROKEN SOUND PARKWAY NW CITY: BOCA RATON STATE: FL ZIP: 33487 8-K 1 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) September 29, 1998 ------------------ Commission File Number 0-21884 ------- REXALL SUNDOWN, INC. -------------------- (Exact Name of Registrant as Specified in its Charter) FLORIDA 59-1688986 ------- ---------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 6111 Broken Sound Parkway, NW, Boca Raton, Florida 33487 -------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code (561) 241-9400 ------------- 851 Broken Sound Parkway, NW, Boca Raton, Florida 33487 --------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report Item 5. Other Events ------------ Incorporated by reference is the press release issued by the Registrant on September 29, 1998 concerning the Registrant's announcement of the approval by its Board of Directors of a share repurchase program of up to $100 million of its common stock. The press release is attached hereto as Exhibit 99. Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits ------------------------------------------------------------------ (c) Exhibits 99 Press Release dated September 29, 1998. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. REXALL SUNDOWN, INC. /s/ Damon DeSantis --------------------------- Damon DeSantis, President September 29, 1998 EX-99 2 Exhibit 99 AT THE COMPANY: AT THE FINANCIAL RELATIONS BOARD: - -------------- -------------------------------- Geary Cotton Karen Griffiths-General Information Chief Financial Officer Lynn Sawyer-Landau-Analyst Information (561) 241-9400, Ext. 1500 (212) 661-8030 For Immediate Release - --------------------- REXALL SUNDOWN'S BOARD AUTHORIZES $100 MILLION SHARE REPURCHASE PROGRAM ----------------------------------------------------------------------- Boca Raton, Florida -- September 29, 1998 -- Rexall Sundown, Inc. (Nasdaq: RXSD) today announced that its Board of Directors has authorized a share repurchase program, which will allow the Company to buy up to $100 million of its common stock. Under the terms of the program, which has no expiration date, the Company expects to buy shares from time to time in the open market or in privately negotiated transactions, depending on market conditions and other factors. At yesterday's closing price of $16 1/4, the repurchase program would allow the Company to buy approximately 8.5% of the total common stock outstanding or nearly 17% of the shares in the public float. As of May 31, 1998, the end of its third fiscal quarter, Rexall Sundown had $99.6 million in cash and marketable securities and no long-term debt on its Balance Sheet. "The action taken by the Board of Directors reflects our continued confidence in the Company, its future growth potential and our positive outlook regarding the long-term fundamentals of the vitamin and nutritional supplement industry," said Carl DeSantis, Chairman of the Board. "The Board believes that this repurchase program represents an attractive investment opportunity which will benefit our shareholders." Rexall Sundown, Inc. develops, manufactures and distributes vitamins, nutritional supplements and other consumer health products. Visit the Company's website at www.rexallsundown.com. This Press Release may contain "forward-looking statements" as such term is defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission in its rules, regulations and releases, which represents the Company's interpretation or beliefs. These forward-looking statements, by their nature, involve substantial risks and uncertainties, certain of which may be beyond the Company's control and actual results may differ materially depending on a variety of important factors including uncertainties related to acquisitions, government regulation, managing and maintaining growth, the effect of adverse publicity, reliance on independent distributors of Rexall Showcase, competition and other factors described in the Company's filings with the Securities and Exchange Commission. To receive additional information on Rexall Sundown, Inc., via fax at no charge, dial 1-800-PRO-INFO and enter code RXSD. -----END PRIVACY-ENHANCED MESSAGE-----