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) APRIL 16, 2002
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HEALTH & NUTRITION SYSTEMS INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA
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(State or other jurisdiction of incorporation)
0-29245 65-0452156
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(Commission File Number) (IRS Employer Identification No.)
3750 Investment Lane, Suite 5, West Palm Beach, Florida 33407
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code (561) 863-844
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N/A
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
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On April 16, 2002, Health & Nutrition Systems International, Inc.
issued a press release disclosing its fourth quarter 2001 and fiscal year end
2001 earnings results. The press release is filed as an exhibit to this report
and is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(C) EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release Announcing Fourth Quarter 2001 and fiscal year
end 2001 earnings results.
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.
HEALTH & NUTRITION SYSTEMS
INTERNATIONAL, INC.
By: /s/ Christopher Tisi
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Christopher Tisi
Dated: April 29, 2002 Interim Chairman of the Board, Chief
Executive Officer and President
2
Exhibit Index
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Exhibit No.
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EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release Announcing Fourth Quarter 2001 and fiscal year
end 2001 earnings results.
Exhibit 99.1
[GRAPHIC OMITTED]
For more information, contact:
At the Company: Investor Relations:
Health & Nutrition Systems International Inc. OTC Financial Network
p.561-863-8446 James Dryer
info@hnsglobal.com p.888-682-3622/561-832-1066
www.hnsglobal.com james@otcfn.com
www.otcfn.com/hnns
HEALTH & NUTRITION SYSTEMS INTERNATIONAL INC. ANNOUNCES
FOURTH QUARTER AND YEAR END RESULTS
FOR IMMEDIATE RELEASE:
WEST PALM BEACH, FL, APRIL 15, 2002 - Health & Nutrition Systems International
Inc. (OTCBB: HNNS) today announced its operating results for the fourth quarter
and fiscal year ended December 31, 2001.
The Company reported total revenue for the fourth quarter of 2001 of $975,318 as
compared to total revenue for the fourth quarter of 2000 of $1,384,763. The
decrease was primarily due to the events of September 11, 2001, and the overall
decline in retail sales in the months that followed. In particular, revenue
generated by the Company's in-house telemarketing efforts for the fourth quarter
of 2001 declined to $59,000 from $150,000 for the fourth quarter of 2000. The
loss from operations in the fourth quarter was $937,838. The loss from
operations for the fourth quarter included establishing a reserve of
approximately $120,000 for product returns.
The Company reported total revenue for the fiscal year ended December 31, 2001
of $5,365,332 as compared to $5,404,253 for the fiscal year ended December 31,
2000. Total revenue for the fiscal year ended December 31, 2001 included revenue
of $1,155,000 generated from the sale of the Company's Acutrim(R) products. The
trademark "Acutrim" was acquired by the Company in the first quarter of 2001. As
stated above, the decrease in total revenue was primarily a result of the
overall decline in sales experienced after the events of September 11, 2001. In
particular, revenue generated by the Company's in-house telemarketing efforts
for the fiscal year ended December 31, 2001 declined to $399,687 from $1,023,377
for fiscal year ended December 31, 2000.
Results of operations for the fiscal year ended December 31, 2001 produced an
operating loss of $(1,377,203) compared to operating income of $84,204 for the
fiscal year ended December 31, 2000. The loss from operations included
$2,406,484 of marketing and advertisement expenses associated with the launch
during 2001 of three new products, Acutrim(R), Fat Cutter(R) and Carbolizer(R).
This was an increase of $789,393 (or 49%) over marketing and advertising
expenses for the fiscal year ended December 31, 2000. Net loss for the fiscal
year ended December 31, 2001 was $(1,399,533), or $(.39) per share, compared to
net income for the fiscal year ended December 31, 2000 of $70,562, or $.02 per
share.
Gross profit margin for the fiscal year ended December 31, 2001 was $3,461,577,
a decrease of $470,148, or 12%, compared to gross profit margin of $3,931,725
for the twelve months ended December 31, 2000. As a percentage of net sales,
gross profit margin was 65% for the fiscal year ended December 31, 2001 as
compared to 73% for the fiscal year ended December 31, 2000. The decrease in
gross profit margin was primarily as a result of the increase in cost of goods
for Carb Cutter(R) and Acutrim(R), which have lower gross margins than the other
products sold by the Company.
The Company has received the report from Daszkal Bolton LLP, its independent
auditors, for its audited financial statements for the fiscal year ended
December 31, 2001, which indicates that there exists substantial doubt with
respect to the Company's ability to continue as a going concern in light of the
significant loss from operations suffered for fiscal year ended December 31,
2001 and its negative cash flow from operations. The Company's audited financial
statement do not include any adjustment that might result from the outcome of
this uncertainty. The audited financial statements were filed with the Company's
Form 10-KSB for the fiscal year ended December 31, 2001.
ABOUT HEALTH & NUTRITION SYSTEMS INTERNATIONAL INC.
HNS develops and markets weight management products in over 25,000 health, food
and drug store locations. The Company's products can be found in CVS, GNC,
Eckerd's, Rite Aid, Target, Vitamin Shoppe, Vitamin World and Walgreens, as well
as independent health food stores, gyms and pharmacies through its division HNS
Direct.
ABOUT OTC FINANCIAL NETWORK
OTC Financial Network, a division of National Financial Communications
Corp.(www.nationalfc.com) based in Needham, Massachusetts, is a full-service
financial communications and investor relations firm that specializes in
micro-cap companies. The Company's proactive campaigns are custom designed to
strengthen each client's presence by disseminating breaking news and fundamental
positions to spheres of influence in the investment community; building upon the
client's existing shareholder base; and soliciting institutional coverage.
THIS NEWS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS, AS THAT TERM IS DEFINED
IN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND IS SUBJECT TO THE
SAFE HARBOR CREATED BY THAT ACT. THESE FORWARD-LOOKING STATEMENTS CONCERN THE
COMPANY'S OPERATIONS, ECONOMIC PERFORMANCE AND FINANCIAL CONDITION AND ARE BASED
LARGELY ON THE COMPANY'S BELIEFS AND EXPECTATIONS. THESE STATEMENTS INVOLVE
KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL
RESULTS TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS EXPRESSED OR IMPLIED
BY SUCH FORWARD-LOOKING STATEMENTS. SUCH FACTORS AND RISKS INCLUDE, AMONG
OTHERS, THE FACTORS DESCRIBED IN THE COMPANY'S FILING WITH THE SECURITIES AND
EXCHANGE COMMISSION, THE RECENT TERRORIST ATTACKS ON THE UNITED STATES, POSSIBLE
RESPONSES BY THE U.S. GOVERNMENT, GENERAL ECONOMIC CONDITIONS, CONSUMER
CONFIDENCE AND CHANGES IN CONSUMER PREFERENCE, INTRODUCTION OF PRODUCTS THAT
COMPETE WITH THE COMPANY'S PRODUCTS, AND THE AVAILABILITY AND DEPLOYMENT OF
CAPITAL. FINALLY, RECENT GOVERNMENT ACTION AND THE SURROUNDING PUBLICITY
REGARDING EPHEDRA-CONTAINING PRODUCTS MAY MAKE IT DIFFICULT FOR US TO OBTAIN AND
MAINTAIN PRODUCT LIABILITY INSURANCE FOR OUR PRODUCTS CONTAINING EPHEDRA AT
CURRENT PREMIUMS. CERTAIN OF THESE FACTORS AND RISKS, AS WELL AS OTHER RISKS AND
UNCERTAINTIES ARE STATED IN MORE DETAIL IN THE COMPANY'S ANNUAL REPORT ON FORM
10-KSB. THESE FORWARD-LOOKING STATEMENTS ARE MADE AS OF THE DATE OF THIS PRESS
RELEASE, AND THE COMPANY ASSUMES NO OBLIGATION TO UPDATE THE FORWARD-LOOKING
STATEMENTS OR TO UPDATE THE REASONS WHY THE ACTUAL RESULTS COULD DIFFER FROM
THOSE PROJECTED IN THE FORWARD- LOOKING STATEMENTS.