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) January 12, 2001
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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
(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) 863-8446
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N/A
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On January 12, 2001, Health & Nutrition Systems International, Inc.
purchased the Heritage Consumer Products, LLC "Acutrim" trademark and
outstanding inventory of its Acutrim Natural AM and Acutrim Natural PM products
for approximately $180,000, pursuant to a secured party's bill of sale from
Heritage Consumer Products' lender, Fleet National Bank. In connection with the
purchase, Heritage Consumer Products assigned to Health and Nutrition Systems
all of its rights, title and interest in the "Acutrim" trademark and two related
trademarks.
Acutrim Natural AM and Acutrim Natural PM are natural herbal formulas.
Health and Nutrition Systems did not acquire any other Acutrim products in the
acquisition. The original Acutrim products contained Phenylpropanolamine,
commonly referred to as "PPA", which was the subject of a public health advisory
and a voluntary recall request by the Food and Drug Administration in November
2000.
Steven Pomerantz, Chief Executive Officer, Treasurer and a director of
Health & Nutrition Systems, pledged a $100,000 SunTrust Bank certificate of
deposit he holds personally as security for a $100,000 commercial bank loan from
SunTrust Bank to Health & Nutrition Systems, the proceeds of which were used to
pay a portion of the purchase price of the assets acquired. The company and Mr.
Pomerantz entered into a related agreement on January 12, 2001, providing for
payment of $5,000 to Mr. Pomerantz as compensation for pledging his certificate
of deposit, and providing that Mr. Pomerantz is permitted to withdraw the
certificate of deposit upon 30 days' written notice to the company.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit
Number Description
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10.1 Secured Party's Bill of Sale between Fleet National Bank and
Health & Nutrition Systems International, Inc. dated January
12, 2001.
10.2 Trademark Assignment from Heritage Consumer Products, LLC to
Health & Nutrition Systems International, Inc., dated January
12, 2001.
10.3 Agreement between Health and Nutrition Systems International,
Inc. and Steven Pomerantz dated January 12, 2001.
99.1 Press Release dated January 24, 2001.
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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/ Steven A. Pomerantz
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Steven A. Pomerantz
Dated: January 26, 2001 Treasurer and Chief Executive Officer
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Exhibit Index
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Exhibit
Number Description
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10.1 Secured Party's Bill of Sale between Fleet National Bank and
Health & Nutrition Systems International, Inc. dated January
12, 2001.
10.2 Trademark Assignment from Heritage Consumer Products, LLC to
Health & Nutrition Systems, Inc., dated January 12, 2001.
10.3 Agreement between Health and Nutrition Systems International,
Inc. and Steven Pomerantz dated January 12, 2001.
99.1 Press Release dated January 24, 2001.
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