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naii20200320_8k.htm

 

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): 01/08/2020

  

NATURAL ALTERNATIVES INTERNATIONAL, INC. 

(Exact name of registrant as specified in its charter) 

  

Commission File Number:  000-15701

  

Delaware 

   

84-1007839 

(State or other jurisdiction of 

   

(IRS Employer 

incorporation) 

   

Identification No.) 

 

  

1535 Faraday Avenue, Carlsbad, CA 92008

(Address of principal executive offices, including zip code) 

  

760-736-7700

(Registrant’s telephone number, including area code)

  

(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:

 

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

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

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

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

  

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

 

Common

 

NAII

 

NASDAQ

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 

 

ITEM 8.01 OTHER EVENTS.

 

Under the registrant's Stock Repurchase Program, Natural Alternatives International, Inc. ("NAI") may, from time to time, purchase shares of its common stock, depending upon market conditions, in open market or privately negotiated transactions. The Program is limited to amounts previously approved by the Board of Directors. On March 13, 2020, the NAI Board of Directors authorized an increase in the authorized amount the Company can use to purchase its common shares pursuant to the Stock Repurchase Program by an additional $1 million.

 

On March 18, 2020, Natural Alternatives International, Inc., a Delaware corporation (“NAI”), issued a press release announcing its Board of Directors has authorized the repurchase of up to an additional $1 million of its common shares. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits.

 

99.1      Press Release of NAI issued on March 18, 2020.

 

 

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.

a Delaware corporation

  

 

 

 

 

 

 

 

 

 

 

 

 

March 20, 2020

By:

/s/ Mike Fortin

 

 

 

Mike Fortin, Chief Financial Officer

 

 

 

 

 

 

- 2 -

ex_178322.htm

Exhibit 99.1

 

 

 

Natural Alternatives International, Inc. Announces Increase

in its Stock Repurchase Plan

 

Carlsbad, Calif., March 18, 2020 /PRNewswire/ -- Natural Alternatives International, Inc. ("NAI") (Nasdaq: NAII), a leading formulator, manufacturer and marketer of customized nutritional supplements, today announced its Board of Directors authorized a $1.0 million increase to its stock repurchase plan bringing the total plan authorized repurchase amount to $10.0 million. Under the repurchase plan, NAI may, from time to time, purchase shares of its common stock, depending upon market conditions, in open market or privately negotiated transactions. Since December 31, 2019, we have purchased an additional 198,336 shares of our common stock under this plan bringing our total plan purchases to date to 1.2 million shares. At present there is $2.0 million remaining available for stock repurchases under the plan.

 

Mark A. Le Doux, Chairman and Chief Executive Officer of NAI stated, “While we face an unprecedented situation with the global impact of the Covid-19 coronavirus, including an unknown financial impact to our company, we remain committed to buying back shares anytime we believe it is in our stockholders long term best interest, while continuing to be cautious about the unknown impact of the current health crisis."

 

NAI, headquartered in Carlsbad, California, is a leading formulator, manufacturer and marketer of nutritional supplements and provides strategic partnering services to its customers. Our comprehensive partnership approach offers a wide range of innovative nutritional products and services to our clients 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 our intentions, expectations and beliefs concerning future events, including, among other things, our financial condition, and our ability to acquire our own shares on a reasonable basis, as well as future economic conditions and the impact of Covid-19 and such other conditions on our business. We wish to caution readers 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. NAI'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 us with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K.

 

CONTACT – Michael Fortin, Chief Financial Officer, Natural Alternatives International, Inc., at 760-736-7700 or investor@nai-online.com.

 

Web site: http://www.nai-online.com/

 

SOURCE Natural Alternatives International, Inc.