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Executives

Joe Crivelli - Investor Relations

Dawn Zier - President and Chief Executive Officer

David Clark - Chief Financial Officer

Analysts

Alvin Concepcion - Citi

Frank Camma - Sidoti & Company

Nutrisystem, Inc. (NTRI) Q4 2012 Earnings Conference Call March 5, 2013 4:30 PM ET

Operator

Good day, and welcome to the Nutrisystem’s Fourth Quarter 2012 Earnings Conference Call. Today’s conference is being recorded. At this time, I would like to turn the conference over to Joe Crivelli. Please go ahead, sir.

Joe Crivelli

Thank you, and hello everyone, and thanks for joining us to discuss Nutrisystem’s fourth quarter and full year 2012 financial results. Today, we’ll hear remarks about the quarter and outlook from Dawn Zier, President and Chief Executive Officer and David Clark, Chief Financial Officer.

Before we begin, I’d like to remind everyone that during this conference call, Nutrisystem management will make certain forward-looking statements about its outlook for 2012 and beyond that involve risks and uncertainties. Forward-looking statements are generally preceded by words such as believes, plans, intends, expects, anticipates, or similar expressions.

Forward-looking statements are protected by the Safe Harbor contained in the Private Securities Litigation Reform Act of 1995. Factors that could cause actual results to differ from expectations include, but are not limited to those factors set forth in Nutrisystems’ filings with the SEC. Nutrisystem is making these statements as of March 5, 2013 and assumes no obligation to publicly update or revise any of the forward-looking information in this announcement.

In addition to the GAAP results, Nutrisystem will provide certain non-GAAP financial measures in this conference call, such as adjusted EBITDA. Nutrisystems’ earnings press release for the fourth quarter and full year can be found under the News Release link on the Investor Relations page of the company’s website at www.nutrisystem.com.

The tables attached to this Earnings Release include a reconciliation of those historical non-GAAP financial measures to the most directly comparable GAAP financial measures. We do not present in the earnings press release the comparable GAAP financial measure and related reconciliation for forward-looking non-GAAP financial measures, because management cannot predict with sufficient reliability, certain contingencies required to estimate the comparable GAAP financial measures.

I’ll now turn the call over to Dawn Zier. Dawn?

Dawn Zier

Thanks Joe. And thanks everyone for joining us today. I am sure you have seen our fourth quarter earnings release which was issued earlier this afternoon. David Clark will walk you through the financials in a moment.

In the three plus months since I joined Nutrisystem, I have spoken with a number of you, and I appreciate your perspective on the company and our challenges at hand. I hear loud and clear frustration with our financial performance over the past five years. Today, I would like to share with you some details on how we plan to turnaround the company and get it moving in the right direction again. As I mentioned in my January letter to shareholders, we are focusing on the following key areas. One, our return to direct marketing fundamentals, including building and leveraging our database; two, a relentless focus on margin improvement; three, a renewed focus on product and program innovation and offering that will provide consumers with a more customized and personal approach to weight loss through all phases of their journey; and four, a clear prioritization of our growth initiatives.

Nutrisystem has a number of assets that serve as a launching pad for our turnaround. We have a strong brand that has been a respected leader in the weight loss category for over 40 years. We are offering easy to follow program that works and is based on sound nutrition and science, and we have a direct-to-consumer marketing model that lends itself to analytical metric-based decision-making. However, to move forward, we must first be clear on where we fell short. In my opinion, the company has not suffered from a lack of ideas or insights, but rather from an inability to prioritize, effectively execute, and clearly articulate our value proposition to consumers. This has been most evident in the areas of marketing and product innovation, both of which are being addressed and are under new leadership.

Given the pressures that were facing in the company after four tight seasons in 2011 and 2012, the marketing messages became all about price discounting as we reacted and began looking for the quick fix big idea instead of focusing on fundamental direct marketing tenets, product and program innovation and logical adjacencies that will lead to sustainable growth. Clearly, there is a lot of work that needs to be done to restore growth and reenergize the brand. The good news is that this all is very doable.

So, my first priority during my initial 90 days was to focus on margin improvement and cash efficiency, so this immediately increases shareholder value and frees up financial resources to invest in growth strategies. We have already made a lot of progress on this front. Gross margins are improving considerably in the early part of 2013 as David Clark will discuss momentarily. This is largely a result of three things. One, eliminating three samples such as shakes from our monthly food shipment; two, delivering single-digit improvements in average selling price and revenue per new customer; and three, process reengineering around cost of goods sold.

Still to come is an overhaul of our pricing strategy as we relied too heavily on deep discounting as a crutch for driving consumer response. This has failed to produce significant uplift and has undermined our brand value. We are also optimizing our marketing spend. We are tracking the metrics utilizing and attribution model to understand multi-channel effectiveness building off of creative spots that are delivering the best results and managing acquisition costs based on the customer’s lifetime value. We are only spending when there is a known return and we are walking away from unprofitable revenue that the company may have chased in the past.

Finally, we have reduced the size of the senior management team and restructured the workforce to align around key priorities. We have streamlined the company’s short, medium and long-term initiatives to ensure focus and attention on only those drivers that we expect will be a key to future growth. Given recent leadership and organizational changes, we will run a more efficient operation with clearer lines of accountability. Some of the savings are being invested back into the business in areas such as e-commerce digital and product innovation. Net-net our forecast for the year indicates that we should exceed last year’s financial performance on the bottom line with increases in net income, EBITDA and cash flow. David will provide more details on our outlook for the year momentarily.

While the dividend is always discretionary decision by our Board and Directors on a quarter-by-quarter basis, we have realized the importance of returning cash to our shareholders as we rebuild our growth story. We plan to continue to optimize the bottom lines to protect our cash flow and ability to support the quarterly dividend.

Now, let me talk about some of the efforts we believe will stabilize the top line and ultimately lead to growth. Reenergizing top line growth will require the execution of a number of initiatives with varied lead times. First, we need to focus on our direct-to-consumer business to restore value, which is why we have recently announced the appointment of Keira Krausz, a multi-channel direct marketing expert, as our new Chief Marketing Officer.

Re-integrating our creative assets and restoring direct marketing discipline to drive profitable new customer growth, length of stay, reactivation, and revenue per customer are critical to our short-term success. There are sizeable opportunities to cross sell and up-sell products relevant to our customers in addition to food as well as ways to monetize our customer database. We are in the process of upgrading functionality of our e-commerce platform to improve customer conversion and selling opportunities and we are investing in tools and resources necessary to realize the potential of our customer database to drive to drive lifetime value. The team also is identifying and building strategic partnerships that can serve our customers through all phases of their weight loss journey.

While our program is supported by sound science, our message to consumers has been far too clinical and focused too heavily on price discounting. To appeal to a person who is struggling with her weight we need to connect on a more emotional level and communicate clear program benefits. Over the course of 2013 and into diet season ’14 we will be developing new campaigns to accomplish this goal. You will see us showcasing a compelling mix of both celebrities and everyday folks who have struggled with their weight and have found success with Nutrisystem.

On a parallel path to fixing our marketing issues, we are beginning to build out an innovation pipeline that offers personal and customized programs to our customers, this is the top priority. I believe we have been too narrow in our program offerings since losing weight is not a one size fit to all proposition. While we have pioneered programs for different segments such as men, people with type two diabetes and seniors, there is much we can do to create programs that are more flexible and caters individual needs and preferences. We will also provide our customers with more transition and maintenance support. And as we all know food choice and variety is an important component to any weight-loss plan. And we continued to take the lead in this area with more food offerings than any of our leading competitors.

In addition, we are making sensible well placed investments for longer term growth initially focusing on digital and retail. One of the first things that I green lighted when I arrived was the necessary investment to develop an online and mobile business that will target the largest diet segment the do-it-yourselfer. We plan to launch in 2014 new digital offerings that will leverage emerging technologies to meet the needs of today’s on-the-go consumer. As I am sure you will understand I am not in a position to talk about specific plans on this initiative with you at this time, but look forward to sharing developments on future calls.

Last year establishing a retail channel was the key component of our growth plan and still remains the priority although we are refining our approach and will be leading the way with weight-loss kits to introduced more people to our brand instead of the more traditional bar and shake approach. To that end as a part of our 2013 diet season we have started a 500 store tests with Wal-Mart for Nutrisystem trial kits that included five days of breakfast, lunch, dinners, and snacks. We have two kits, one for core program and one for our diabetic program. As of two months, we have sound evidence that these test kits are moving off the shelf and are appealing to a new customer segment. So, we are expanding the test program into more stores as we speak. This partnership with Wal-Mart provides us great brand exposure offering consumers who may not be aware of our program an opportunity to sample Nutrisystem at an attractive price point. We believe this initiative will be accretive in 2013, but not game changing.

At the same time, we have made the decision to pull the Nutrisystem everyday line from the grocery channel. In short, the return on investment was not where we needed it to be. We had to spend more than expected on marketing and promotion to move product, gross margins were low, and the consumers struggled to connect the products to the core Nutrisystem value proposition. We are in the early phases of evaluating licensing as the way to return to the grocery channel.

Now, as you have noticed in the press release and the script, that we haven’t pinned down a specific time, date, or quarter when we expect to get back to revenue growth. Our intent is not to be evasive in this regard. My hope is that you understand what I said in our press release, that five years of revenue declines will take some time to reverse. I want you to know that I understand the urgency around this, but we have to first get our house in order by addressing some key marketing issues and reinvesting in product and program innovation.

We have put a number of plans into action to jumpstart our turnaround that we expect will immediately deliver results to the bottom line. From a top line perspective, we face a number of headwinds, but I am optimistic that we will return to revenue growth as we rebuild our core business and new initiatives launched and take hold. My intent is to get back to you on future calls with more specifics on these plans and a clearer picture of how and when they will start to deliver top line results.

As we announced yesterday, we are happy to welcome Andrea Weiss to our Board of Directors. Andrea has been responsible for the marketing and development of several of the most recognizable retail brands for women in the United States. She also brings deep e-commerce expertise through her board membership at GSI Commerce and specific knowledge of the online diet business as a result of our prior directorship at eDiets. We are fortunate to have her on our team.

I realized this is a lot of information to process in a short amount of time. So, let me quickly summarize the highlights. One, we are forecasting improvement on the bottom line in 2013 that we expect will increase free cash flow. We understand the importance of supporting a quarterly dividend during our turnaround. Two, we have rationalized our expense structure, optimized our marketing spend, and are managing cost of goods sold. Some of these savings are being reinvested into the business to drive our turnaround and growth initiatives. Three, our immediate priorities for 2013 center on addressing our marketing issues and building an innovation pipeline, we are fixing the core engine, our direct-to-consumer business by addressing messaging, creative offer and pricing as well as investing in customer facing elements such as our web presence and e-commerce platform. On a parallel path, we are beginning to build out an innovation pipeline that offers personal and customized programs.

Four, we believe we can more aggressively monetize our customer database up-selling and cross-selling additional products of relevance to our customers, thereby increasing lifetime value. Five, we have evolved the thinking around our retail strategy and we will be focusing on the continued rollout of five-day trial kits with Wal-Mart and our card program with Costco. And while we are exiting the grocery channel in our current forms, we are exploring licensing as the way to get back in. Six, we are making smart strategic investments in growth with the establishment of an online mobile DIY business model as the main strategic priority.

Again, let me reiterate that I appreciate our shareholders’ perspective and patience. My plan is to get out on the road, meet with as many of you as I can, and provide greater visibility into our business and our strategic plan.

Now, I will turn the call over to David Clark for a review of the financials. David?

David Clark

Thanks, Dawn. I trust everyone have seen the financial statements in the press release that was issued before the call started. So, I’ll discuss a few key highlights where we opened the call for questions and answers.

2012 full year revenue was $397 million, down 1% year-over-year due to softer new customer starts in the back half of the year. As a result, fourth quarter revenues of $62.5 million was down 6.5% from the fourth quarter of 2011. This will also contribute pressure in 2013 due to lower on-program customer revenue as we start the year.

Net reactivation revenue for the year was up $3 million from 2011 and represented 29% of total revenue. For the fourth quarter, it was approximately 38% of revenues in line with our expectations, as this population continues to respond well to our promotional strategies.

Gross margin for the full year 2012 was 46.3% and for the fourth quarter, it was 48.3%. It was a tough year gross margin wise as we started the year by including premium items like shakes and shaker bottles in all of our 28-day packages, and frozen foods in the base 28-day package during January and continued to leverage deep discounting throughout the year. However, as we discussed on our last call, our focus in Q4 was to build gross margins closer to our historical norms than a low 50% range as each new customer joined the Nutrisystem program. This proved out as we improved Q4 gross margins by 240 basis points over our September year-to-date results.

As Dawn mentioned, we continue to make changes to our 2013 offer and pricing, which so far are delivering meaningful year-over-year improvements in the gross margin line. I’ll talk about the impact of gross margin improvements on our forecast when we get to the guidance in a moment. Cash margin expense totaled $110.1 million for the year and $18.1 million in the fourth quarter roughly flat last year from both periods.

As we indicated on our third quarter earnings release and conference call, we evaluated a range of decisions in the fourth quarter that led to additional one-time charges. These include the abandonment of a lease for unused space near our formal corporate headquarters and a restructuring of contractual arrangements with marketing service providers and certain settlement costs. The net result of these one-time items reduced earnings in the fourth quarter by $5.2 million. For the full year, one-time charges totaled $14.9 million.

For 2012, general and administrative expenses were $66.3 million, up from $60.8 million in the previous year largely in support of new initiatives, including retail. In the fourth quarter, G&A was $15.6 million compared to $12.6 million in 2011. Excluding one-time charges, fourth quarter and full year 2012 cash, general and administrative expenses was $12.1 million and $49.2 million respectively as compared to $11.1 million and $51.9 million respectively in 2011.

Excluding one-time charges, adjusted EBITDA for the year was $27.3 million in 2012 compared to $40.1 million in 2011. In the fourth quarter 2012, adjusted EBITDA was $2.8 million compared to $2 million in the fourth quarter of 2011. A definition of our adjusted EBITDA as well as the reconciliation to GAAP is included in the tables of our press release, which is available on our IR website at www.nutrisystem.com.

Depreciation and amortization was $10.7 million in 2012 and $12.1 million in 2011. And for the fourth quarter, depreciation and amortization was $2.6 million and $2.9 million in each of 2012 and 2011 respectively. Non-cash employee compensation expense was $6 million in 2012 and $8.9 million in 2011. For the fourth quarter, non-cash employee compensation expense was $1.4 million and $1.5 million in 2012 and 2011 respectively.

Excluding one-time charges, net income for the year was $5.5 million or $0.18 per share, as compared to $12.3 million or $0.43 per share in 2011. Excluding one-time charges, fourth quarter net loss was $1.6 million or $0.06 per share compared to a net loss of $1.2 million or $0.04 per share in last year’s fourth quarter.

As we mentioned on the last earnings call, we replaced our previous multi-bank facility with a simplified $40 million revolving line of credit during the fourth quarter and we subsequently repaid all outstanding advances. As a result, from a liquidity standpoint on December 31, 2012, we had $19.4 million of cash, cash equivalents, and marketable securities with no debt outstanding as compared to $57.6 million of cash, cash equivalents, and marketable securities and $30 million debt outstanding at the year end of 2011.

Cash flow from operations was $22.8 million for the year. CapEx was $9.6 million for the year and we returned $19.9 million to shareholders in the form of dividend payments. In the fourth quarter, operations were a net use of $12.4 million worth of cash, as we seasonally built inventory. Our CapEx was $1.3 million and dividends were $5 million. The Board of Directors authorized payment of quarterly dividend of $0.175 per share payable March 25, 2013 to stockholders of record as of March 15, 2013.

Now, turning to 2013, we continue to see softer than anticipated consumer response and conversion challenges from our marketing campaigns during this important diet season demand period. While we are still emphasizing discounts in our messaging, we are taking several steps to make sure new customer profitability in 2013 exceeds 2012 levels. Specifically, we are maintaining new customer price points and product mix that are better than last year’s and as a result are seeing low-single digit increases in both average selling price and revenue per customer on a year-over-year basis.

We are managing our supplier agreements and minimizing the level of promotional inclusions per box to drive material increases in year-over-year gross margins. And we are optimizing our media and overall marketing spend to ensure that we are bringing in profitable customers. Because of the current response softness and macroeconomic conditions we anticipate leveraging this pricing and margin discipline in 2013 to maximize our customer profitability and fund media and promotional testing initiatives throughout the year to optimize future campaigns.

For the first quarter we anticipate a loss of $0.03 to $0.08 per share excluding approximately $2.2 million in one-time severance and related costs to – related to leadership changes and the reorganization that Dawn mentioned earlier. For the full year 2013 and excluding these one-time costs, we expect earnings per share of $0.23 to $0.33. This compares favorably when actually full year loss in 2012 of $0.10 per share or a net profit of $0.18 per share adjusted for one-time charges. This guidance anticipates first continued top line pressure at least through the first half of the year as we ended 2012 with fewer customers on programs compared to 2011 and as we have worked to identify and implement a range of corrective actions designed to optimize consumer response and conversions for the core Nutrisystem direct-to-consumer business.

Second, improved gross margins driven by pricing disciplined and more cost effective 28 day programs as well as strategies implemented to drive up-sell revenues. We are seeing good results here and anticipate a 300 to 400 basis point improvement in overall gross margins for the year. Third, marketing efficiency will be comparable to up slightly versus 2012 as we leverage our gross margin improvement to invest in driving consumer response. Fourth, 2013 G&A will be flat to up slightly versus 2012, although we have targeted costs initiatives expected to save an estimated $11 million on an annualized basis across all expense lines of P&L a portion of those savings will be reinvested in G&A and support growth initiatives. Fifth, QVC and our Costco program will continue to make valuable contributions to our top and bottom lines. Sixth, we believe our expansion in Wal-Mart will be accretive in 2013 though it will be negatively offset by our exit costs from the grocery channels. And lastly, we are expecting a more normalized tax rate in 2013.

Finally, we expect CapEx in a range of $11 million to $13 million for the year in support of new initiatives and to position our direct business for future growth. We are forecasting adjusted EBITDA growth and based on our projected positive cash flow from operations including working capital and tax benefits, we expect to strengthen our balance sheet and build cash balances of 2013 after paying CapEx and dividends.

We will now take questions that you may have. Operator, you can open up the call for questions.

Question-and-Answer Session

Operator

Thank you. (Operator Instructions) We will go first to Alvin Concepcion with Citi.

Alvin Concepcion - Citi

Hi great. Thank you for taking my question. You talked about focusing on building an innovation pipeline, should we expect some major product innovations to come out throughout the year or is that something that’s going to be rolled out more ahead of the next diet season in 2014?

Dawn Zier

Thank you, Alvin. The first new products, that we are launching obviously is our weight loss kits that we’re testing in Wal-Mart right now that is innovative and really new to the marketplace. We are in a process of evaluating a series of new products and services to add to our portfolio on both the food and non-category, non-food category to aid customers through the entire weight loss journey where historically we’ve only focused on weight loss. And this will come from our own innovation process as well as through strategic partnerships that we are in conversations with. We are also – one of the important points is that we are developing additional customized options around our program since losing weight is not one-size-fits-all proposition. And we are looking to offer smart car kits, the power fuel kits and desert kits as well as other products tailored as specific meal occasion throughout the day. I think the major innovation that will come in 2014, but we can expect to see some new meal occasion kits throughout ’13.

Alvin Concepcion - Citi

Great that’s great color. And then in regards to some of the revenue pressures that you are seeing for the year, are you seeing any impact from demand from the free weight-loss apps or is this more of a macro issue or it’s just a combination of these things?

David Clark

Sure, we are seeing overall macroeconomic pressure. In general the category has been pressured by the proliferation of a lot of do-it-yourself solutions out there. And we are doing what we can to address that over time. So, I think it’s a combination of things.

Dawn Zier

I think also again as we have traditionally focused in the commercial market as we look to expand with the digital initiatives that I spoke about that will give us more opportunity to on expand share across other categories of the weight-loss industry.

Alvin Concepcion - Citi

Okay, great and just one last one. In regards to the marketing strategy I know you probably can’t talk too much about it, but it didn’t sound like there was too much of a focus on celebrities, that’s been core to your the marketing of past, what do you think will be the key driver to stimulate demand from a marketing perspective?

Dawn Zier

I think celebrities are important to us going forward again it will be a mix of celebrities and real before and after and real before and after folks. I think we want to make sure that have celebrities that very closely resonate with our brand and really we don’t need one celebrity to serve the entire market. We are interested in celebrities that can target certain segments. So, you can expect some announcements on that in the near future, but in addition to the celebrities focus again it will be about getting back to the direct marketing tenants. It will be about really thinking through our pricing strategy and other things that we need to do and really more clearly communicating the benefits of our program rather than just the discounting. And again connecting with our customers our various segments so a lot of that database marketing but connecting with various customer segments and cohort based on what they are looking for so again not this one-size-fits-all approach to marketing.

Alvin Concepcion - Citi

Great, that’s all for me. Thank you very much.

Dawn Zier

Thank you.

Operator

We will go next to Frank Camma with Sidoti & Company.

Frank Camma - Sidoti & Company

Good afternoon. Just a quick question could you go into a little more flavor on – color on the why you think the retail initiative really didn’t take off at the grocery level?

Dawn Zier

Okay. Thanks Frank. A number of reasons, again when I came in I really needed to make some tough decisions on where to focus our investment and really look at the margins across all our initiatives and where I thought we can get the greatest return. Gross margins in the grocery channel are known to be low and in our case they were low. The theory going in also is that our marketing spend on the direct business would drive demand and we wouldn’t need to make a significant marketing investments to support the retail products in groceries that wasn’t the case. We needed to put quite a bit into promotional support.

And in addition I think we launched with the wrong products. NutriSystem is first and foremost the weight-loss brand and we launched instead with maintenance product. And as we were looking through this, again we began to – we haven’t really been through a diet season before and the when products just didn’t move during the busiest time of year we decided that we needed to regroup. So, I think when we are looking at margins and return on investments our licensing approach could be a much better solution to the grocery channel, while we are expanding on other things such as Wal-Mart.

Again the Wal-Mart trial started in January and we will be in approximately 2000 stores by April which is roughly 50% of their U.S. footprint. And we are excited because again we feel Wal-Mart, the partnership with Wal-Mart provides us with great brand exposure offering consumers who may not be aware of our products and opportunity to sample NutriSystem at an attractive price points. So, it’s kind of where our focus is it’s going to be on weight-loss kits really weight-loss and on in the retail channel not so much on weight maintenance at this point.

Frank Camma - Sidoti & Company

Great. And what’s the approximate price point of the Wal-mart kit?

Dawn Zier

$44.95

Frank Camma - Sidoti & Company

$44.95, in how many weeks did you say that was good for?

Dawn Zier

It’s a five day kit.

Frank Camma - Sidoti & Company

Oh, it’s a five day kit. Okay, great. Okay that’s all I had.

Dawn Zier

Thank you, Frank.

Frank Camma - Sidoti & Company

Thanks.

Operator

(Operator Instructions) And there are no more questions from the phones at this time.

Joe Crivelli

Alright. Thank you everybody for joining us. If you have any additional questions, please don’t hesitate to call us at 610-228-2100. As Dawn mentioned we are going to be getting out on the road and currently have trips in the New York City and Boston planned in the coming week. So, if you are interested in meeting with us let us know. And we look forward to speaking with all of you in the near future.

Operator

This does conclude today’s conference. Thank you all for your participation.

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