---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-23-028182"
form_type: "8-K"
ticker: "FTLF"
cik: "0001374328"
company_name: "FITLIFE BRANDS, INC."
filed_at: "2023-10-13T23:59:59+00:00"
generated_at: "2026-06-09T23:56:19.839607+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# FitLife Brands closes $18.5M acquisition of MusclePharm assets, funded partly by new $10M term loan

## Summary
- Total cash consideration ~$18.5M; closed Oct 10, 2023, after US Bankruptcy Court approval.
- Funded with $10M term loan from First Citizens Bank (Term B Loan at SOFR+2.75%) plus company cash.
- Acquired substantially all assets of MusclePharm; assumed no material liabilities beyond de minimus cure costs.
- CEO expects acquisition to drive revenue and earnings growth via expanded distribution and new products.
- Term B Loan matures Oct 10, 2028, with quarterly installments; guaranteed by FitLife subsidiaries.

## SEC filing metadata
- accession: 0001437749-23-028182
- form_type: 8-K
- ticker: FTLF
- cik: 0001374328
- company_name: FITLIFE BRANDS, INC.
- filed_at: 2023-10-13T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.01, 2.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1374328/000143774923028182/0001437749-23-028182-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1374328/000143774923028182/ftlf20231010_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-23-028182
- JSON: https://secwatch.observer/filing/0001437749-23-028182.json
- Plain text: https://secwatch.observer/filing/0001437749-23-028182.txt

## Key facts
- Debt Financings
  FITLIFE BRANDS, INC. incurred term loan of $10.0 million with First Citizens Bank at 2.75% above the one-month forward-looking term rate (the "Applicable Rate"), bas maturing October 10, 2028.
  - Instrument: term loan
  - Principal: $10.0 million
  - Counterparty: First Citizens Bank
  - Rate: 2.75% above the one-month forward-looking term rate (the "Applicable Rate"), bas
  - Maturity: October 10, 2028
  - Event: incurrence
  source text: the Bank provided the Company with a Term Loan B for the principal amount of $10.0 million
  evidence_url: https://www.sec.gov/Archives/edgar/data/1374328/000143774923028182/0001437749-23-028182-index.htm
- M&A Transactions
  FITLIFE BRANDS, INC. completed an acquisition involving MusclePharm Corporation for $18.5 million (closed 2023-10-10).
  - Action: acquisition
  - Counterparty: MusclePharm Corporation
  - Consideration: $18.5 million
  - Closing: 2023-10-10
  source text: (the “ Purchase Agreement ”), pursuant to which a subsidiary of the Company agreed to acquire substantially all of MusclePharm’s assets (the “ Assets ”), for a purchase price of $18.5 million, subject to certain adjustments (the “ Purchase Price ”)(the “ Acquisition ”). The Acquisition was consummated on October 10, 2023 (the “ Closing Date ”) in accordance with the
  evidence_url: https://www.sec.gov/Archives/edgar/data/1374328/000143774923028182/0001437749-23-028182-index.htm
- Material Agreements
  FITLIFE BRANDS, INC. entered into Second Amended and Restated Credit Agreement with First Citizens Bank valued at $10.0 million (effective 2023-10-10).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: First Citizens Bank
  - Value: $10.0 million
  - Effective: 2023-10-10
  source text: On October 10, 2023 (the “ Closing Date ”), FitLife Brands, Inc. (the “ Company ”) entered into a Second Amended and Restated Credit Agreement with First Citizens Bank (the “ Bank ”), amending and restating that certain Amended and Restated Credit Agreement, dated February 23, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/1374328/000143774923028182/0001437749-23-028182-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
