FitLife Brands Responds to Investor Questions Regarding Registration Statement

Rhea-AI Summary

FitLife Brands (Nasdaq: FTLF) has addressed investor inquiries regarding its recent shelf registration statement filing with the SEC on November 14th, 2024. The filing would allow both the Company and its largest shareholder, Sudbury Capital Fund, to sell stock in registered offerings. During the earnings call, CEO Dayton Judd emphasized that nearly 50% of eligible exchange-traded companies maintain effective shelf registrations for flexibility in capital raising. He assured investors that the Company has no current plans to sell equity and highlighted their track record of avoiding shareholder dilution, stating that the likelihood of needing to raise equity is 'very slim.'

Positive

• Strong track record of avoiding shareholder dilution

Negative

• Potential future dilution risk through new shelf registration statement

Insights

Financial Analyst

The filing of a shelf registration statement (Form S-3) is a routine corporate action that allows companies to prepare for potential future capital raising, though it doesn't indicate immediate plans to issue shares. Key points to consider:

• Management explicitly stated they have no current plans to sell equity
• The Company has a history of avoiding shareholder dilution
• The shelf registration provides flexibility for both the company and its largest shareholder, Sudbury Capital Fund
• FitLife's CEO emphasized the low likelihood of needing to raise equity

This is a standard corporate governance move that shouldn't raise immediate concerns about dilution. The company's strong stance against unnecessary dilution and transparent communication about the filing purpose should provide comfort to existing shareholders.

OMAHA, NE, Nov. 18, 2024 (GLOBE NEWSWIRE) -- FitLife Brands, Inc. (“FitLife,” or the “Company”) (Nasdaq: FTLF), a provider of innovative and proprietary nutritional supplements and wellness products, today responds to questions from investors regarding its filing of a registration statement with the SEC.

On Thursday, November 14th, 2024, the Company filed a shelf registration statement on Form S-3 with the SEC.  On its earnings call, the Company addressed the filing of the S-3.  In response to investor questions, the Company is repeating the information provided by management on the earnings call. 

In his prepared remarks during the conference call, the Company’s CEO, Dayton Judd, stated, “This afternoon, the Company filed a shelf registration statement with the SEC, and I want to take a few minutes to talk through that decision. Close to 50% of eligible exchange-traded companies in the U.S. have an effective shelf registration statement. These are inexpensive to put in place, but they provide a high degree of flexibility if a scenario ever arises where a company wants to raise capital.

“When declared effective, our shelf will permit sales of stock by either the Company or by Sudbury Capital Fund, our largest shareholder, in a registered offering. You can look at our track record of not diluting shareholders over the years and be confident that if the Company ever decides to sell shares, there will be a really good reason.

“While neither the Company nor Sudbury has any current plans to sell equity, having an effective shelf registration statement is just good corporate hygiene, and that is why we are putting one in place.”

Later in the call, in response to an investor question about the S-3, Mr. Judd stated, “The likelihood of us needing to raise equity as a company is very slim.”

The full transcript for the earnings call is available on the investor relations page of the Company’s website.

About FitLife Brands
FitLife Brands is a developer and marketer of innovative and proprietary nutritional supplements and wellness products for health-conscious consumers.  FitLife markets over 250 different products primarily online, but also through domestic and international GNC® franchise locations as well as through various retail locations.  FitLife is headquartered in Omaha, Nebraska.  For more information, please visit our website at www.fitlifebrands.com.

Forward-Looking Statements
Statements in this release that are forward looking involve known and unknown risks and uncertainties, which may cause the Company's actual results in future periods to be materially different from any future performance that may be suggested in this news release. Such factors may include, but are not limited to, the ability of the Company to continue to grow revenue, and the Company's ability to continue to achieve positive cash flow given the Company's existing and anticipated operating and other costs. Many of these risks and uncertainties are beyond the Company's control. Reference is made to the discussion of risk factors detailed in the Company's filings with the Securities and Exchange Commission including its reports on Forms 10-K and 10-Q. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the dates on which they are made.

FAQ

Why did FitLife Brands (FTLF) file a shelf registration statement in November 2024?

FitLife filed the shelf registration for flexibility in potential future capital raising, though they stated they have no immediate plans to sell equity. The filing allows both the company and Sudbury Capital Fund to sell stock in registered offerings.

What is the likelihood of FitLife Brands (FTLF) issuing new shares under the shelf registration?

According to CEO Dayton Judd, the likelihood of the company needing to raise equity is 'very slim,' and they have a track record of not diluting shareholders.

Who can sell shares under FitLife Brands' (FTLF) new shelf registration?

Both FitLife Brands and Sudbury Capital Fund (their largest shareholder) can sell shares in registered offerings under the shelf registration statement.