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 (Date of earliest event reported): November 11, 2005
MANNATECH, INCORPORATED
(Exact Name of Registrant as Specified in its Charter)
| Texas | 000-24657 | 75-2508900 | ||
| (State or other Jurisdiction of Incorporation or Organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
600 S. Royal Lane, Suite 200
Coppell, Texas 75019
(Address of Principal Executive Offices, including Zip Code)
Registrant’s Telephone Number, including Area Code: (972) 471-7400
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 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | 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)) |
| Item 8.01. | Other Events. |
On November 14, 2005, Mannatech, Incorporated issued a press release announcing that on November 11, 2005, its Board of Directors declared a cash dividend payable on Monday, January 9, 2006 to shareholders of record at the close of business on Monday, December 12, 2005. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 8.01.
| Item 9.01 | Financial Statements and Exhibits. |
| (a) | Financial Statements or Business Acquired. |
| None. |
| (b) | Pro Forma Financial Information. |
| None. |
| (c) | Exhibits. |
Note: The information contained in this report (including all exhibits) is not to be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
| Exhibit Number |
Exhibit | |
| 99.1* | Press release dated November 14, 2005 entitled “Mannatech, Inc. Increases Quarterly Dividend 14%.” | |
*Filed herewith.
[SIGNATURE PAGE TO FOLLOW]
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.
| MANNATECH, INCORPORATED | ||||||||
| Dated: November 15, 2005 | By: | /s/ Stephen D. Fenstermacher | ||||||
| Name: |
Stephen D. Fenstermacher | |||||||
| Title: |
Senior Vice President and Chief Financial Officer | |||||||
EXHIBIT INDEX
| Exhibit Number |
Exhibit | ||
| 99.1 | * | Press release dated November 14, 2005 entitled “Mannatech, Inc. Increases Quarterly Dividend 14%.” | |
*Filed herewith.
Exhibit 99.1
Mannatech, Inc. Increases Quarterly Dividend 14%
Coppell, TX – (NASDAQ – MTEX) – November 14, 2005—Mannatech, Incorporated today announced that on November 11, 2005, its Board of Directors declared a quarterly cash dividend of $0.08 per share payable on Monday January 9, 2006, to shareholders of record at the close of business on Monday December 12, 2005. The declaration follows last week’s regular meeting of the Board of Directors. The dividend increase to $0.08 from $0.07 reflects Mannatech’s continued growth, as well as its commitment to reward long-term investment in its common stock.
Sam Caster, Chairman and CEO said, “Our dividend increase of 14% reflects the confidence of the Board in the ability of Mannatech to generate strong, profitable growth. We are pleased that our continued cash generation worldwide enables us to maintain a strong balance sheet while funding both a higher dividend and our internal systems installation, and continuing our previously announced share repurchase program.”
About Mannatech, Incorporated
Mannatech, based in Coppell, Texas, is a wellness solutions provider that sells its products through a global network-marketing system throughout the United States and the international markets of Canada, Australia, the United Kingdom, Japan, New Zealand, the Republic of Korea, Taiwan and Denmark. For additional information about Mannatech, please visit its corporate Web site: www.mannatech.com.
Please Note: This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified generally by the use of phrases or terminology such as “may,” “believes,” and “will further” or other similar words or the negative of such terminology. Similarly, descriptions of Mannatech’s objectives, strategies, plans, goals or targets contained herein are also considered forward-looking statements. Mannatech believes this release should be read in conjunction with all of its filings with the Securities and Exchange Commission and cautions its readers that these forward-looking statements are subject to certain events, risks, uncertainties, and other factors. Some of these factors include, among others, Mannatech’s inability to attract and retain Associates and Members, increases in competition, litigation, regulatory changes and its planned growth into new international markets. Although Mannatech believes that its expectations, statements, and assumptions reflected in these forward-looking statements are reasonable, it cautions its readers to always consider all of the risk factors and any other cautionary statements carefully in evaluating each forward-looking statement in this release, as well as those set forth in its latest Annual Report on Form 10-K, and other filings filed with the Securities and Exchange Commission, including its current reports on Form 8-K. All of the forward-looking statements contained herein speak only as of the date of this release.
Investor Relations Contact:
Steve Fenstermacher
972.471.6512
ir@mannatech.com