Form 8-K - Current report

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): August 16, 2023

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 7.01 REGULATION FD DISCLOSURE.

On August 16, 2023, NAI issued a press release announcing the temporary closure of one of its plants and furlough of employees. A copy of the press release is attached hereto as Exhibit 99.9 and incorporated by reference herein.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

99.9	NAI Press Release issued on August 16, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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

Date: August 16, 2023	By:	/s/ Mike Fortin
		Mike Fortin, Chief Financial Officer

- 2 -

Exhibit 99.9

Natural Alternatives International, Inc.

Announces Temporary Plant Closure and Employee Furloughs

CARLSBAD, CALIF, August 16, 2023 /PRNewswire/ --Natural Alternatives International, Inc. ("NAI") (Nasdaq: NAII), a leading formulator, manufacturer, and marketer of customized nutritional supplements, today announced a temporary closure of its new facility in Carlsbad, California, opened earlier this year to expand NAI’s production and add high-speed powder blending and packaging to its manufacturing capabilities, with an initial objective of handling current and estimated orders from one of its largest customers.

Due to this customer’s efforts to rebalance supply and demand, it is temporarily ceasing purchases from Natural Alternatives. As a result, NAI has determined to temporarily close its new high-speed powder blending and packaging facility and has provided sixty days advance notice to most of the staff at that facility, who will be furloughed starting in early October and lasting until approximately December 31, 2023. NAI currently expects these economic factors will be short lived, and in order to influence furloughed employees to return, NAI will pay for the health insurance costs of all furloughed employees during the employee’s furlough period, through December 31, 2023. NAI expects to begin shipping new orders to this customer during the first quarter of calendar 2024.

Reduction of these anticipated orders and the closure of the facility is anticipated to have an adverse effect on our results of operations and financial condition primarily during the last calendar quarter of this year, and possibly into the early part of 2024.

Mark A. Le Doux, Chairman and Chief Executive Officer of NAI stated, “Despite the recent volatility in our industry, we remain optimistic about the long-term growth trends for nutritional supplements. We anticipate continued near term headwinds associated with both the overall macro-economic environment and factors specific to our industry. We will continue to aggressively seek opportunities to increase our sales, our customer base, and evaluate further cost reduction opportunities.”

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 ability to increase sales to new and existing customers, our ability to retain and hire new employees when the cause of the current furloughs lift, and our future revenue profits and financial condition. 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.

SOURCE - Natural Alternatives International, Inc.

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

Website: http://www.nai-online.com

Document And Entity Information	Aug. 16, 2023
Document Information [Line Items]
Entity, Registrant Name	NATURAL ALTERNATIVES INTERNATIONAL, INC.
Document, Type	8-K
Document, Period End Date	Aug. 16, 2023
Entity, File Number	000-15701
Entity, Incorporation, State or Country Code	DE
Entity, Tax Identification Number	84-1007839
Entity, Address, Address Line One	1535 Faraday Avenue
Entity, Address, City or Town	Carlsbad
Entity, Address, State or Province	CA
Entity, Address, Postal Zip Code	92008
City Area Code	760
Local Phone Number	736-7700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common
Trading Symbol	NAII
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000787253