Schiff Nutrition International, Inc. develops, manufactures, markets, and distributes vitamins, nutritional supplements, and nutrition bars in the United States and internationally. The company offers a line of specialty supplements, vitamins, and minerals under the Schiff brand. Its specialty supplements include joint care products under the Move Free brand and glucosamine products; omega-3 products under the MegaRed brand; a line of probiotic digestive health products under the Digestive Advantage and Sustenex brands; immune support products under the Airborne brand; and various other specialty supplements. The company’s specialty supplement products also comprise omega-3 products, such as...
2002 South 5070 West
Salt Lake City, UT 84104-4726
Founded in 1996
Schiff Nutrition International Inc. Announces Board Changes; Announces Amendment to Bylaws
Dec 15 12
On December 15, 2012, in accordance with the Merger Agreement and the Schiff Nutrition International Inc.’s bylaws, immediately following the Offer Acceptance Time, (i) Tarang P. Amin, Ronald L. Corey, Roger H. Kimmel, George F. Lengvari, William E. McGlashan, Jr., Brian T. Swette, Eric Weider and Richard G. Wolford resigned from the Board of Directors of the Company and each committee thereof of which such person was a member and (ii) the continuing members of the Board appointed John Brennan, Markus Hartmann, Frederic Larmuseau, William Mordan, Elliott Penner, Elizabeth Richardson and Kelly Slavitt to the Board as directors of the company to fill the vacancies on the Board, in each case effective as of the Offer Acceptance Time. In addition, upon the resignation of Messrs. Corey and Wolford from their positions on the Audit Committee of the Board, the Board appointed Michael Hyatt and Matthew T. Hobart to fill the vacancies on that committee. On December 17, 2012, in accordance with the Merger Agreement and the company’s bylaws, Michael Hyatt, Matthew T. Hobart and Eugene B. Jones resigned from the Board, effective as of the Effective Time. Messrs. Brennan, Hartmann, Larmuseau and Penner served as directors of Purchaser, and in accordance with Merger Agreement, following the Effective Time, shall continue to serve as directors on the Board, effective as of the Effective Time.
On December 17, 2012, in connection with the completion of the Merger, the Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws of the company were each further amended and restated in accordance with the terms of the Merger Agreement.