Comprehensive Integration Planning
As previously announced, Tivity Health will maintain all existing Nutrisystem brands, as well as Nutrisystem’s Fort Washington, Pennsylvania location. Dawn Zier has been named President and Chief Operating Officer of Tivity Health, reporting to Tivity Health CEO Donato Tramuto, and will join Tivity Health’s Board of Directors. She will be responsible for Tivity Health’s Healthcare and Nutrition divisions. Steve Janicak, formerly Chief Growth Officer at Tivity Health, has been named Division President, Healthcare. Keira Krausz, formerly Chief Marketing Officer at Nutrisystem, has been named Division President, Nutrition.
“Since the announcement of the transaction in December, we’ve been working on plans for a smooth integration that will allow us to quickly capture significant revenue and cost synergies across the combined company,” Zier said. “We’ve assembled a strong and experienced leadership team that will be focused on rapidly bringing an integrated suite of offerings to market. I am excited for this new chapter and strongly believe Tivity Health’s expertise in fitness and deep relationships in healthcare, combined with Nutrisystem’s nutrition and consumer engagement and marketing expertise, can change the paradigm for health and wellness and provide significant growth opportunities as we go forward.”
Transaction Completion Details
Tivity Health announced its acquisition of Nutrisystem on December 10, 2018. Nutrisystem shareholders approved the merger on March 5, 2019. Nutrisystem shareholders will receive $38.75 per share in cash, without interest, and 0.2141 Tivity Health shares for each share of Nutrisystem common stock, with cash payable in lieu of fractional shares. Tivity Health is financing the cash portion of the acquisition through a new senior secured credit facility led by Credit Suisse Group AG which includes a $350 million five-year Term Loan A and a $830 million seven-year Term Loan B and existing cash on hand.
About Tivity Health, Inc.
Tivity Health®, Inc. (Nasdaq: TVTY) is a leading provider of health improvement, nutrition, fitness and social engagement solutions at scale to improve clinical outcomes, reduce healthcare costs and create opportunities to feel better, work better and live better. With decades of clinical and operational expertise, the Company touches millions of consumers through its integrated portfolio of brands and works directly with hundreds of healthcare practitioners and many of the nation’s largest payers and employers. Tens of millions of Americans are currently eligible for Tivity Health’s SilverSneakers®, Prime® Fitness, WholeHealth Living™ and flip50™ programs and millions of people have lost weight with Nutrisystem®, South Beach Diet® and DNA BodyBlueprint™. As part of its commitment to tackling social isolation and loneliness, in 2017, Tivity Health launched a rural aging initiative at addressing challenges unique to older adults in rural communities. Learn more at TivityHealth.com.
Note on Forward-Looking Statements
This press release contains certain statements that are “forward-looking” statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based upon current expectations and include all statements that are not