Business Context and Reporting Period
Company: Health & Nutrition Systems International, Inc. (Note: Metadata listed "AIR INDUSTRIES GROUP" but filing text identifies Health & Nutrition Systems International, Inc.)
Filing Type: Form 8-K (Current Report)
Date of Report: January 12, 2001
Event: Acquisition of specific assets and trademarks related to the "Acutrim" brand.
Key Financial Metrics
This filing reports a specific transaction rather than periodic financial performance. No revenue, profit, cash flow, or margin data is provided in this document.
- Asset Purchase Price: Approximately $180,000.
- Financing: $100,000 commercial bank loan from SunTrust Bank.
- Collateral: $100,000 personal certificate of deposit pledged by CEO Steven Pomerantz.
- Related Compensation: $5,000 paid to Steven Pomerantz for pledging his certificate of deposit.
Material Changes
The company acquired the "Acutrim" trademark and outstanding inventory of "Acutrim Natural AM" and "Acutrim Natural PM" products from Heritage Consumer Products, LLC. The acquisition was executed via a secured party's bill of sale from Fleet National Bank. The company explicitly did not acquire other Acutrim products containing Phenylpropanolamine (PPA), which had been subject to an FDA recall in November 2000.
Outlook, Risks, and Unusual Items
- Related Party Transaction: The CEO, Steven Pomerantz, provided personal security for a portion of the purchase price and received $5,000 compensation for this arrangement.
- Regulatory Context: The acquisition specifically excludes products containing PPA due to prior FDA health advisories and voluntary recalls.
- Liquidity Impact: The filing does not disclose the company's overall liquidity position or cash reserves outside of this specific transaction.
Investor Verification Checklist
- Verify the total cash outflow required to complete the $180,000 purchase beyond the $100,000 loan.
- Confirm the current inventory value and shelf-life of the acquired "Natural AM" and "Natural PM" products.
- Review the terms of the $100,000 SunTrust Bank loan (interest rate, maturity, covenants).
- Assess the market demand for the "Acutrim" brand following the PPA recall of the original formula.
- Examine the agreement regarding the CEO's $5,000 compensation and the 30-day withdrawal notice for the pledged CD.