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 30, 2002
HAUSER, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-17174 84-0926801
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
20710 S. Alameda Street
Long Beach, CA 90810-1107 90810
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(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code: (310) 637-9566
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Item 5. Other Events.
On November 30, 2002, Wells Fargo Bank, N.A. ("Wells Fargo") agreed to
amend the terms of Hauser, Inc.'s (the "Company") Amended and Restated Credit
Agreement (the "Amended Credit Facility"), which it entered into with Wells
Fargo on December 7, 2001. Pursuant to the terms of this amendment (the
"Amendment"), (i) the maturity date of the Amended Credit Facility was extended
from November 30, 2002 to December 31, 2002; (ii) the maturity date of the
revolving credit note was extended from November 30, 2002 to December 31, 2002;
and (iii) amounts available pursuant to the revolving credit note were reduced
from $9,000,000 to $8,700,000.
The Company is engaged in discussions which could result in the Company
obtaining funds to pay the outstanding loans to Wells Fargo and permit the
Company to obtain a new line of credit to finance operations. There can be no
assurance that the requisite funds will be obtained. Arthur Andersen LLP, the
former auditors for the Company, issued an opinion in connection with their
audit for the fiscal year ended March 31, 2002, which stated that there is a
substantial doubt about the ability of the Company to continue as a going
concern.
The foregoing description of the Amendment is qualified in its entirety by
reference to such Amendment, a copy of which has been filed as Exhibit 10.1 to
this Form 8-K and is incorporated herein by reference.
The foregoing description of the revolving credit note is qualified in its
entirety by reference to the revolving credit note, a copy of which has been
filed as Exhibit 10.2 to this Form 8-K and is incorporated herein by reference.
On December 5, 2002, the Company issued a press release relating to the
Amendment, a copy of which is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
10.1 Amendment No. 5 to Credit Agreement, effective as of November 30,
2002, by and among Hauser, Inc., Hauser Technical Services, Inc.,
Botanicals International Extracts, Inc., Zetapharm, Inc. and
Wells Fargo Bank, N.A.
10.2 Revolving Credit Note, dated November 30, 2002.
99.1 Press Release, dated December 5, 2002.
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SIGNATURES
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.
HAUSER, INC.
Dated: December 6, 2002 By: /s/ Kenneth C. Cleveland
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Name: Kenneth C. Cleveland
Title: President and Chief
Executive Officer
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Exhibit Index
Exhibit No. Description
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10.1 Amendment No. 5 to Credit Agreement, effective as of November 30,
2002, by and among Hauser, Inc., Hauser Technical Services, Inc.,
Botanicals International Extracts, Inc., Zetapharm, Inc. and
Wells Fargo Bank, N.A.
10.2 Revolving Credit Note, dated November 30, 2002.
99.1 Press Release, dated December 5, 2002.