Filed by Tivity Health, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
And deemed filed pursuant to Rule
14a-12
Under the Securities Exchange Act of 1934
Subject Company: Nutrisystem, Inc.
Commission File No.:
000-28551
Date: December 10, 2018
Tivity Health
Acquires Nutrisystem Tivity Health Customer Email
SUBJECT:
Tivity Health to Acquire Nutrisystem
Dear
[NAME],
Im pleased to share some very exciting news. Tivity Health recently announced that it has entered into an agreement to acquire Nutrisystem,
a leading provider of weight management products and services. A link to our press release is available here [INSERT LINK TO PRESS RELEASE].
The
acquisition of Nutrisystem is a transformational next step in Tivity Healths evolution, as we expand our healthy lifestyle brand portfolio. As you may know, Nutrisystem is a leader in the weight-loss industry and has helped millions of people
lose weight over the past 45 years. Tivity Health and Nutrisystem share a common strategic vision, mission and culture. Both companies have successful and complementary portfolios of leading brands with dedicated consumer and member followings, and
our combined platform will increase awareness and member enrollment and engagement across all consumer audiences.
Tivity Health will be unique in
offering, at scale, an integrated portfolio of fitness, nutrition and social engagement solutions to support overall health and wellness. Through this expanded portfolio, we will be better positioned to address weight management a major
factor contributing to many chronic diseases. In addition, the combination of our two companies offers a potential opportunity to increase your health plan members access to healthy food options through Nutrisystems high quality products
and meal plans. The diversification of our solutions portfolio and increased scale will benefit you, our members and consumers, and our fitness partners as these offerings will make Tivity Health well equipped to lower medical costs and
improve peoples lives by better managing
calories in and calories out
and supporting healthier lifestyles.
Many of the most common chronic
conditions afflicting Americans today are associated with weight management, nutrition and physical fitness, and addressing both
calories in and calories out
is an important part of helping alleviate those conditions. Today, Tivity Health
manages
calories
out
with our SilverSneakers
®
, Prime
®
Fitness and flip50 programs, and Nutrisystem manages
calories
in
with its weight loss