UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant To Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report: October 5, 2007
(Date of earliest event reported)
NAUTILUS, INC.
(Exact name of registrant as specified in its charter)
| Washington | 001-31321 | 94-3002667 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
16400 SE Nautilus Drive
Vancouver, Washington 98683
(Address of principal executive offices and zip code)
(360) 859-2900
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
NAUTILUS, INC.
FORM 8-K
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On October 5, 2007, Nautilus, Inc. (the “Company”) and its subsidiary DashAmerica, Inc. (“DashAmerica”) entered into a Security and Pledge Agreement with Bank of America, N.A. in its capacity as administrative agent under the Company’s existing five-year $125 million credit facility. The Security Agreement covers substantially all of the personal property assets of the Company and DashAmerica and secures the Company’s existing line of credit, swingline credit line and letter of credit subfacility, which had previously been unsecured.
On October 11, 2007 the Company issued a press release regarding the Security Agreement, a copy of which is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHBITS
| (d) | Exhibits |
| Exhibit No. | Description | |
| 99.1 | Nautilus, Inc. Press Release dated October 11, 2007 |
Signature
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 hereunto duly authorized.
| NAUTILUS, INC. | ||
| (Registrant) | ||
| By: | /s/ William D. Meadowcroft | |
| William D. Meadowcroft | ||
| Chief Financial Officer, Secretary and Treasurer | ||
October 11, 2007
(Date)
Exhibit 99.1
FOR IMMEDIATE RELEASE
| CONTACTS: | Nautilus, Inc. | Nautilus, Inc. | ||
| Ron Arp | John Mills | |||
| (360)859-2514 | (310)954-1105 |
NAUTILUS, INC. RENEGOTIATES DEBT AGREEMENT
VANCOUVER, Wash. (October 11, 2007) – Nautilus, Inc. (NYSE: NLS) today announced that it has signed a proposal letter with Bank of America, N.A. to expand its current debt facility to a 5-year, $150 million asset-based loan with a $50 million accordion. The Company has targeted to close the new facility by year-end 2007, subject to market conditions.
In the interim, the Company is negotiating an amendment and has executed an agreement to secure its existing 5-year, $125 million unsecured debt facility with its current lending syndicate led by Bank of America.
“The steps we have taken today with respect to our existing credit facility and toward a new credit facility demonstrate our commitment to managing our business in a manner that advances both our business strategy and the interests of our shareholders,” said Nautilus, Inc. Chairman, President and CEO Bob Falcone.
About Nautilus, Inc.
Headquartered in Vancouver, Wash., Nautilus, Inc. (NYSE:NLS) is a pure fitness company that provides tools and education necessary to help people achieve a fit and healthy lifestyle. With a brand portfolio that includes Nautilus(R), Bowflex(R), Schwinn(R) Fitness, StairMaster(R), and Pearl iZUMi(R), Nautilus manufactures and markets a complete line of innovative health and fitness products through direct, commercial, retail, specialty and international channels. The Company was formed in 1986 and had sales of $680 million in 2006. It has 1,500 employees and operations in Washington, Oregon, Colorado, Oklahoma, Illinois, Virginia, Canada, Switzerland, Germany, United Kingdom, Italy, China, Australia and other locations around the world. More information is at www.nautilusinc.com.
This press release includes forward-looking statements, including statements concerning the Company’s expectations with respect to its current and future financing arrangements. Please refer to our reports and filings with the Securities and Exchange Commission, including our most recent annual report on Form 10-K and quarterly reports on Form 10-Q, for a further discussion of the risks and uncertainties that should be considered in connection with these and other forward-looking statements we may make from time to time. We also caution you not to place undue reliance on forward-looking statements, which speak only as of the date they are made. We undertake no obligation to update publicly any forward-looking statements to reflect new information, events or circumstances after the date they were made or to reflect the occurrence of unanticipated events.