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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2003
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________________ to ________________________ .
Commission File Number 0-14983
NUTRITION 21, INC.
------------------
(Exact Name of Registrant as Specified in its Charter)
New York 11-2653613
- -------------------------------------------- --------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
4 Manhattanville Road
Purchase, New York 10577-2197
- ------------------------------------------ ------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including Area Code: (914) 701-4500
------------------
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock (par value $.005 per share)
Title of Class
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve (12) months (or for such shorter period that the registrant
was required to file such reports) and (2) has been subject to such filing
requirements for the past ninety (90) days.
Yes X No
--------- -------
The number of shares outstanding of Registrant's Common Stock as of November 12,
2003: 37,986,988.
NUTRITION 21, INC.
INDEX
PART I FINANCIAL INFORMATION PAGE
ITEM 1 Condensed Consolidated Financial Statements (unaudited)
Condensed Consolidated Balance Sheets at September 30, 2003
and June 30, 2003 3
Condensed Consolidated Statements of Operations for the three
months ended September 30, 2003 and 2002 5
Condensed Consolidated Statement of Stockholders' Equity for
the three months ended September 30, 2003 6
Condensed Consolidated Statements of Cash Flows for the three
months ended September 30, 2003 and 2002 7
Notes to Condensed Consolidated Financial Statements 8
ITEM 2 Management's Discussion and Analysis of Financial Condition
and Results of Operations 12
ITEM 3 Quantitative and Qualitative Disclosures About Market Risk 14
ITEM 4 Controls and Procedures 14
PART II OTHER INFORMATION
ITEM 1 Legal Proceedings 15
ITEM 5 Other Information 15
ITEM 6 Exhibits and Reports on Form 8-K 15
2
NUTRITION 21, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
September 30, June 30,
2003 2003
------- -------
(unaudited) (Note 1)
ASSETS
Current assets:
Cash and cash equivalents $ 3,201 $ 4,059
Accounts receivable (less allowance for doubtful accounts and returns of $16
at September 30, 2003 and $430 at June 30, 2003) 1,167 1,140
Other receivables 917 1,100
Inventories 1,408 1,135
Prepaid expense and other current assets 303 196
------- -------
Total current assets 6,996 7,630
Property and equipment, net 435 479
Patents, trademarks and other intangibles (net of accumulated amortization of
$13,827 at September 30, 2003 and $13,334 at June 30, 2003)
10,234 10,612
Other assets 195 199
------- -------
TOTAL ASSETS $17,860 $18,920
======= =======
See accompanying notes to condensed consolidated financial statements.
3
NUTRITION 21, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
September 30, June 30,
2003 2003
-------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY (unaudited) (Note 1)
Current liabilities:
Accounts payable and accrued expenses $ 3,371 $ 3,456
Contingent payments payable 33 26
Preferred dividends payable -- 2
-------- --------
TOTAL LIABILITIES 3,404 3,484
-------- --------
Commitments and contingent liabilities
STOCKHOLDERS' EQUITY:
Preferred stock, $0.01 par value, authorized 5,000,000 shares
Series G convertible preferred, 1,769 shares issued: 188 shares outstanding
at June 30, 2003 -- 188
Common stock, $0.005 par value, authorized 65,000,000 shares;
33,924,488 shares issued and outstanding at September 30, 2003 and 33,602,990
shares issued at June 30, 2003 170 168
Additional paid-in capital 64,322 64,103
Accumulated deficit (50,036) (49,023)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 14,456 15,436
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 17,860 $ 18,920
======== ========
See accompanying notes to condensed consolidated financial statements.
4
NUTRITION 21, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
(unaudited)
Three Months Ended
September 30,
2003 2002
------------ ------------
Net sales $ 2,308 $ 3,240
Other revenues 50 75
------------ ------------
TOTAL REVENUES 2,358 3,315
Cost of goods sold 563 809
------------ ------------
GROSS PROFIT 1,795 2,506
Research and development expenses 428 228
Selling, general and administrative expenses 1,841 1,769
Depreciation and amortization 539 631
------------ ------------
OPERATING (LOSS) (1,013) (122)
Interest income 6 21
Interest expense 6 11
------------ ------------
NET (LOSS) $ (1,013) $ (112)
============ ============
Basic (loss) per share $ (0.03) $ (0.00)
============ ============
Diluted (loss) per share $ (0.03) $ (0.00)
============ ============
Weighted average number of common shares - basic 33,699,750 32,863,962
============ ============
Weighted average number of common shares - diluted 33,699,750 32,863,962
============ ============
See accompanying notes to condensed consolidated financial statements.
5
NUTRITION 21, INC.
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(in thousands, except share data)
(unaudited)
Additional
Preferred Stock Paid-In Accumulated
Series G Common Stock Capital Deficit Total
Shares $ Shares $ $ $ $
---------- ---------- ---------- ---------- ---------- ---------- ----------
Balance at June 30, 2003 $ 188 188 33,602,990 $ 168 $ 64,103 $ (49,023) $ 15,436
Charge for stock appreciation rights -- -- -- -- 29 -- 29
Exercise of stock options -- -- 5,000 -- 4 -- 4
Conversion of Series G preferred
stock to common stock (188) (188) 316,498 2 186 -- --
Net loss for the period -- -- -- -- -- (1,013) (1,013)
---------- ---------- ---------- ---------- ---------- ---------- ----------
Balance at September 30, 2003 -- $ -- 33,924,488 $ 170 $ 64,322 $ (50,036) $ 14,456
========== ========== ========== ========== ========== ========== ==========
See accompanying notes to condensed consolidated financial statements.
6
NUTRITION 21, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
Three Months Ended
September 30,
2003 2002
------- -------
Cash flows from operating activities:
Net (loss) $(1,013) $ (112)
Adjustments to reconcile net (loss) to net cash (used
in)/ provided by operating activities:
Depreciation and amortization 539 631
Other non-cash items 29 5
Changes in operating assets and liabilities:
Accounts receivable (27) 230
Other receivables 183 473
Inventories (273) 236
Prepaid expense and other current assets (107) (173)
Other assets 4 2
Accounts payable and accrued expenses (85) (448)
------- -------
Net cash (used in)/provided by operating activities (750) 844
------- -------
Cash flows from investing activities:
Contingent payments for acquisitions (26) (43)
Purchases of property and equipment (2) --
Payments for patents and trademarks (82) (99)
------- -------
Net cash (used in) investing activities (110) (142)
------- -------
Cash flows from financing activities:
Preferred stock dividends paid (2) (6)
Purchase of common stock for treasury -- (38)
Proceeds from stock option exercises 4 --
------- -------
Net cash provided by/(used in) financing activities 2 (44)
------- -------
Net (decrease) increase in cash and cash equivalents (858) 658
Cash and cash equivalents at beginning of period 4,059 3,974
------- -------
Cash and cash equivalents at end of period $ 3,201 $ 4,632
======= =======
See accompanying notes to condensed consolidated financial statements.
7
NUTRITION 21, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
($ in thousands, except share data)
(unaudited)
Note 1 BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with accounting
principles generally accepted in the United States for interim
financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all
of the information and footnotes required by accounting principles
generally accepted in the United States for complete financial
statements. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered necessary
for a fair presentation have been included. Operating results for
the three month period ended September 30, 2003 are not
necessarily indicative of the results that may be expected for the
year ending June 30, 2004. Beginning in fiscal year 2004, the
Company's reporting segments were combined into one- Nutritional
Products.
The balance sheet at June 30, 2003 has been derived from the
audited financial statements at that date, but does not include
all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.
For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's Annual
Report on Form 10-K/A for the year ended June 30, 2003.
Note 2 SIGNIFICANT ACCOUNTING PRONOUNCEMENTS
In December 2002, the FASB issued SFAS No. 148, "Accounting for
Stock-Based Compensation-Transition and Disclosure-an amendment of
FASB Statement No. 123." SFAS No 148 amends SFAS No. 123,
"Accounting for Stock-Based Compensation," to provide alternative
methods of transition for a voluntary change to the fair value
based method of accounting for stock-based employee compensation.
In addition, SFAS No. 148 amends the disclosure requirements of
SFAS No. 123 to require prominent disclosures in both annual and
interim financial statements about the method of accounting for
stock-based employee compensation and the effect of the method
used on reported results. The Company adopted the disclosure
provisions of SFAS No. 148 effective December 31, 2002.
Note 3 STOCK-BASED COMPENSATION
The Company continues to account for employee stock-based
compensation using the intrinsic value method prescribed in
Accounting Principles Board Opinion No. 25, "Accounting for Stock
Issued to Employees". Compensation cost for stock options, if any,
is measured as the excess of the quoted market price of the
Company's stock at the date of grant over the amount an employee
must pay to acquire the stock.
Statement of Financial Accounting Standards ("SFAS") No. 123,
"Accounting for Stock-Based Compensation," established accounting
and disclosure requirements using a fair-value method of
accounting for stock-based employee compensation plans. The
Company has elected to remain on its current method of accounting
as described above, and has adopted the disclosure requirements of
SFAS No. 123.
The Company applies the intrinsic value method pursuant to APB
Opinion No. 25 in accounting for its Plans and, accordingly, no
compensation cost has been recognized in the condensed
consolidated financial statements for its employee stock options,
which have an exercise price equal to the fair value of the stock
on the date of the grant. Had the Company determined compensation
cost based on the fair value at the grant date for its stock
options under SFAS No. 123, the Company's net (loss) would have
been (increased) to the pro forma amounts indicated below:
8
NUTRITION 21, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
($ in thousands, except share data)
(unaudited)
Three months ended
September 30,
2003 2002
--------- ---------
Net (loss) as reported $ (1,013) $ (112)
Deduct: Total stock-based employee compensation expense
determined under fair value based method for all awards (57) (61)
--------- ---------
Pro forma net (loss) $ (1,070) $ (173)
========= =========
(Loss) per share:
Basic - as reported $ (0.03) $ (0.00)
Basic - pro forma $ (0.03) $ (0.01)
Diluted - as reported $ (0.03) $ (0.00)
Diluted - pro forma $ (0.03) $ (0.01)
Note 4 INVENTORIES
Inventories at September 30, 2003 and June 30, 2003 consisted of
finished goods.
Note 5 CONVERTIBLE PREFERRED STOCK
During the three month period ended September 30, 2003, the
remaining 188 shares of the Company's Series G Preferred Stock
were converted into 316,498 shares of the Company's common stock.
9
NUTRITION 21, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
($ in thousands, except share data)
(unaudited)
Note 6 (LOSS) PER SHARE
The following table sets forth the computation of basic and diluted
(loss) per share for the periods indicated.
Three months ended
September 30,
Basic (loss) per share: 2003 2002
---- ----
Net (loss) $ (1,013) $ (112)
Less: Dividends on preferred shares -- (6)
(Loss) applicable to common stockholders $ (1,013) $ (118)
============ ============
Weighted average shares: 33,699,750 32,863,962
============ ============
Basic (loss) per share $ (0.03) $ (0.00)
============ ============
Diluted (loss) per share:
(Loss) applicable to common stockholders $ (1,013) $ (118)
Add: Dividends on preferred stock -- 6
(Loss) applicable to common stockholders $ (1,013) $ (112)
============ ============
Weighted average shares 33,699,750 32,863,962
============ ============
Diluted (loss) earnings per share $ (0.03) $ (0.00)
============ ============
Diluted (loss) per share for the three month periods ended September
30, 2003 and 2002, does not reflect the incremental shares from the
assumed conversion of stock options (1,320,193 and 376,800 shares,
respectively) as the effect of such inclusion would be antidilutive.
Note 7 RESEARCH AND DEVELOPMENT AGREEMENTS
The Company's therapeutic strategy for fiscal year 2004 includes a
larger commitment, relative to the prior year's comparable period, to
spending on research and development targeted at validating earlier
findings focused on disease specific conditions in the areas of
diabetes and depression. The Company entered into an agreement with
Comprehensive NeuroSciences, Inc., a contract research organization in
the neurosciences field, to perform studies related to the Company's
anti-depressant technology. The Company expects that the first phase of
the study will be completed during fiscal year 2004. In addition, the
Company entered into an agreement with Diabetex, Inc., a disease
management company, and is funding a large-scale trial in managed
patient populations to evaluate Diachrome's effect as a nutritional
adjunct to standard care for people with diabetes. The clinical trial
is expected to be completed by the close of fiscal year 2004. The
Company expects to launch these products
10
NUTRITION 21, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
($ in thousands, except share data)
(unaudited)
under the Dietary Supplement Health and Education Act (DSHEA)
regulatory pathway, which is less costly and less time consuming than
that required for drug development. These large-scale studies are being
conducted to secure medical acceptance and adoption as treatment
protocols. The Company's spending in these areas of new technology,
however, is discretionary and is subject to the availability of funds.
There can be no assurances that the Company's disease specific product
development efforts will be successfully completed or that the products
will be successfully manufactured or marketed.
Note 8 SUPPLEMENTAL CASH FLOW INFORMATION
Three months ended
September 30 ,
2003 2002
Supplemental disclosure of cash flow information:
Cash paid for interest $ -- $ 57
Supplemental schedule of non-cash financing activities:
Obligation for N21 contingent payments $ 33 $ 36
Issuance of common stock for conversion of Series G preferred $188 $ --
Note 9 SUBSEQUENT EVENT
On October 9, 2003, the Company completed a private placement of
4,062,500 shares of the Company's Common Stock for aggregate gross
proceeds of $3.25 million. The net proceeds from the sale of these
securities are intended for general corporate purposes, including the
continued clinical and market development of Diachrome, a nutritional
therapy for people with diabetes. In connection with the private
placement, C. E. Unterberg, Towbin, in accordance with a Financial
Advisory and Investment Banking Services Agreement entered into on
October 8, 2003, was granted a warrant to purchase 121,950 shares of
the Company's Common Stock at an exercise price equal to $1.05.
11
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion should be read in conjunction with the
condensed consolidated financial statements and related notes thereto
of the Company included elsewhere herein.
FORWARD-LOOKING STATEMENTS AND RISK FACTORS
This quarterly report and the documents incorporated by reference
contain forward-looking statements which are intended to fall within
the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995. Words such as "anticipates", "expects",
"intends", "plans", "believes", "seeks", and "estimates" and similar
expressions identify forward-looking statements. Statements that are
"forward-looking statements" are based on current expectations and
assumptions that are subject to risks and uncertainties. Actual
performance and results could differ materially because of factors
such as those set forth under "Risk Factors" in Form S-3 filed with
the Securities and Exchange Commission on November 7, 2003.
GENERAL
The Company's revenues are primarily derived from the sale of
proprietary ingredients to manufacturers of vitamin and mineral
supplements. The Company has, in addition, received royalty and
license income from users of its patented technology.
Cost of goods sold includes both direct and indirect manufacturing
costs. Research and development expenses include internal
expenditures as well as expenses associated with third party
providers. Selling, general and administrative expenses include
salaries and overhead, third party fees and expenses, royalty
expenses for licenses and trademarks, and costs associated with the
selling of the Company's products. The Company capitalizes patent
costs and intangible assets, and amortizes them over periods of one
to twenty years.
RESULTS OF OPERATIONS
Revenues
Net sales for the three month period ended September 30, 2003 of $2.3
million decreased $0.9 million when compared to $3.2 million for the
same period a year ago. The decrease is due primarily to the
Company's decision in fiscal year 2003 to discontinue its investment
in the Lite Bites product line. Net sales for the three month period
ended September 30, 2003, declined slightly when compared to the
comparable period a year ago.
Other revenues were $50 thousand for the three month period ended
September 30, 2003 compared to $75 thousand for the same period a
year ago. License fee income earned was lower in the three month
period ended September 30, 2003 when compared to the same period a
year ago.
Cost of goods sold
Cost of goods sold for the three month period ended September 30,
2003 was $0.6 million compared to $0.8 million for the same period a
year ago. Cost of goods sold was impacted by the Company's decision
to discontinue its investment in the Lite Bites product line. Gross
margin on product sales of 75.6% for the three month period ended
September 30, 2003 increased 0.6 percentage points when compared to
the same period a year earlier.
Research and development expenses
Research and development expenses were $0.4 million for the three
month period ended September 30, 2003 compared to $0.2 million for
the same period a year ago. The increase is due primarily to spending
to validate the new chromium applications for diabetes and
depression.
Selling, general and administrative expenses (SG&A)
SG&A expenses for the three month period ended September 30, 2003 of
$1.8 million remained flat when compared to the same period a year
ago. Charges for marketing, as well as personnel and personnel
related costs associated with the organizational expansion to support
the Company's planned launch of new chromium based nutrition
products, continue in fiscal year 2004.
12
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)
Depreciation and amortization
Depreciation and amortization for the three month period ended
September 30, 2003 was $0.5 million compared to $0.6 million for the
same period a year ago. Amortization declined, due primarily to the
effects of the impairment charge of $4.4 million incurred in fiscal
year 2003.
Operating Loss
Operating loss for the three month period ended September 30, 2003
was $1.0 million compared to an operating loss of $0.1 million for
the same period a year ago. Lower revenues combined with increases in
expenses for our new chromium based nutrition products were the
primary reasons for the increased operating loss.
Interest income, Interest expense and Other income, net
Interest income, net of interest expense for the three month period
ended September 30, 2003 was $0 compared to interest income, net of
interest expense of $10 thousand for the same period a year ago.
Levels of cash available for investment in fiscal year 2003 were
higher than the comparable period in fiscal year 2004.
Liquidity and Capital Resources
Cash and cash equivalents at September 30, 2003 were $3.2 million
compared to $4.1 million at June 30, 2003. As of September 30, 2003,
the Company had working capital of $3.6 million compared to $4.1
million as of June 30, 2003.
During the three months ended September 30, 2003, net cash of $0.8
million was used in operating activities compared to net cash
provided of $0.8 million for the comparable period a year ago. A
greater net loss in the current fiscal quarter compared to the
comparable period a year earlier was the primary reason for the
difference.
During the three month period ended September 30, 2003, net cash used
for investing activities was $0.1 million compared to $0.1 million
for the same period a year ago.
During the three month period ended September 30, 2003, net cash
provided by financing activities was $2 thousand, compared to net
cash used of $44 thousand in the comparable period a year ago.
The Company's primary source of financing is cash generated from
operations. The Company believes that cash on hand and cash generated
from operations will provide sufficient liquidity to fund operations
through the next twelve months.
Future increases in marketing and research and development expenses
over the present levels may require additional funds. The Company
intends to seek any necessary additional funding through arrangements
with corporate collaborators through public or private sales of its
securities, including equity securities, or through bank financing .
On October 9, 2003, the Company completed a private placement of
4,062,500 shares of the Company's Common Stock for aggregate gross
proceeds of $3.25 million. The net proceeds from the sale of these
securities are intended for general corporate purposes, including the
continued clinical and market development of Diachrome, a nutritional
therapy for people with diabetes.
Significant Accounting Pronouncements
In December 2002, the FASB issued SFAS No. 148, "Accounting for
Stock-Based Compensation-Transition and Disclosure-an amendment of
FASB Statement No. 123." SFAS No 148 amends SFAS No. 123, "Accounting
for Stock-Based Compensation," to provide alternative methods of
transition for a voluntary change to the fair value based method of
accounting for stock-based employee compensation. In addition, SFAS
No. 148 amends the disclosure requirements of SFAS No. 123 to require
prominent disclosures in both annual and interim financial statements
about the method of accounting for stock-based employee compensation
and the effect of the method used on reported results. The Company
adopted the disclosure provisions of SFAS No. 148 effective December
31, 2002.
13
ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market risk represents the risk of changes in value of a financial
instrument, derivative or non-derivative, caused by fluctuations in
interest rates, foreign exchange rates and equity prices. The Company
has no financial instruments that give it exposure to foreign
exchange rates or equity prices.
ITEM 4 - CONTROLS AND PROCEDURES
Nutrition 21, Inc. under the direction of the Chief Executive Officer
and Chief Financial Officer, has reviewed and evaluated its
disclosure controls and procedures and believes as of the date of
management's evaluation, that Nutrition 21, Inc.'s disclosure
controls and procedures are reasonably designed to be effective for
the purposes for which they are intended. The review and evaluation
was performed as of the balance sheet date.
During the quarter ended September 30, 2003, there have been no
significant changes in our internal controls over financial reporting
or in other factors, which have significantly affected, or are
reasonably likely to significantly affect, our internal controls over
financial reporting subsequent to such evaluation.
14
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
The Company in the ordinary course of its business has brought patent
infringement actions against companies that it believes have sold
chromium picolinate in violation of the Company's patent rights. As of
this date, no action is pending. The Company is evaluating bringing
other patent infringement actions.
On April 24, 2003, the Company filed an action against a competitor for
false and misleading advertising.
A former executive of the Company has submitted an employment dispute
for arbitration.
ITEM 5 - OTHER INFORMATION
On October 8, 2003, the Company entered into a financial advisory and
investment banking services agreement with C.E. Unterberg, Towbin. The
agreement has a one-year term and provides for remuneration upon the
sale of securities to investors. John H. Gutfreund is Senior Managing
Director and Executive Committee member of C. E. Unterberg, Towbin and
is Chairman of the Company's board of directors.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS
10.77 Financial Advisory and Investment Banking Services Agreement
entered into on October 8, 2003 between Nutrition 21, Inc. and
C.E. Unterberg, Towbin.
31.1 Certifications of President and Chief Executive Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certifications of Chief Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
32.1 Certifications of the President and Chief Executive Officer
and the Chief Financial Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
(B) REPORTS
The Company filed one Report on Form 8-K during the fiscal quarter
ended September 30, 2003.
1. Report dated September 29, 2003 furnishing a copy of a press
release of financial results for the fiscal quarter and year
ended June 30, 2003.
15
NUTRITION 21, INC
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 thereunto duly authorized.
NUTRITION 21, INC.
------------------
Registrant
Date: November 13, 2003 By: /s/ Gail Montgomery
-------------------
Gail Montgomery
President and Chief Executive Officer
(Principal Executive Officer)
/s/ Paul Intlekofer
-------------------
Paul Intlekofer
Chief Financial Officer and
Senior Vice President, Corporate Development
(Principal Financial Officer)
16