Form 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

 

Press Release

 

EXHIBIT 99.1

 

LOGO

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