|
Quotes & Info
|
| NTNI.OB > SEC Filings for NTNI.OB > Form 8-K on 19-Mar-2009 | All Recent SEC Filings |
19-Mar-2009
Termination of a Material Definitive Agreement, Material Impairments, Othe
On November 5, 2008, Interactive Nutrition International, Inc. (the "Company"), a Canadian corporation and the chief operating subsidiary of Natural Nutrition, Inc., a Nevada corporation (the "Registrant") entered into an Exclusive Distribution Agreement (the "Agreement") with Sigurdur Arnason, Arnasons Nutrition AB and companies owned by Sigurdur Arnason (collectively, the "Arnasons") pursuant to which the Company appointed the Arnasons to serve as the Company's exclusive distributor of the Company's nutritional supplements and related products (the "Products") in those European countries set forth in the Agreement (the "Territory").
On February 10, 2009, the Company received notification from the Arnasons of their decision to unilaterally cease the distribution of the Products in the Territory. From February 10, 2009 to March 13, 2009, the parties had engaged in negotiations to resolve various issues relating to such decision. However, such negotiations ended on March 13, 2009 with no resolution. As a result, effective as of March 13, 2009, the Company deems the Agreement to be terminated and the Arnasons to be in default for failing to pay the Company for Products ordered by and shipped to the Arnasons after the commencement of the Agreement and for failure by the Arnasons to use their best efforts to market, promote and sell the Products in the Territory during the term of the Agreement by abandoning their obligations thereunder to act as the exclusive distributor of the Products in the Territory. A copy of the Agreement is attached as Exhibit 10.1 to the Company's Current Report on Form 8-K as filed with the SEC on November 12, 2008. The Company intends to pursue all available remedies available under all applicable laws against the Arnasons.
On March 15, 2009, Lehrer Financial Economic Advisory Services (the "Economist") issued a Fair Market Valuation of the Company as of September 30, 2008 (the "Valuation"), whereby the Economist determined the value of the Company at September 30, 2008 to be Six Million Two Hundred Thousand U.S. Dollars (US$6,200,000). The Economist previously furnished to the Company fair market valuations of the Company as of December 15, 2005 and December 31, 2006, and therefore the Valuation is referred to in the Valuation as an update and supplement to such previous valuations. As a result of the Valuation, goodwill totaling US$7,413,035 was calculated, compared to recorded goodwill of US$8,393,159, resulting in goodwill impairment of US$980,124. The Registrant will amend its Quarterly Report for the period ended September 30, 2008 to recognize such impairment. A copy of the Valuation is attached hereto as Exhibit 99.1.
On March 19, 2009, Mr. Timothy J. Connolly voluntarily agreed to reduce his compensation for his services rendered to iNutrition, Inc., a subsidiary of the Registrant, by fifty percent (50%) from $25,000 per month to $12,500 per month, efffective April 1, 2009.
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits No. Description:
Exhibit No. Item Location
Exhibit 99.1 Fair Market Valuation of Interactive Provided herewith
Nutrition International, Inc.
|
|
|