SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b)
AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b)
Under the Securities Exchange Act of 1934
(Amendment No. )*
Nutri System Inc.
(Name of Issuer)
Common Stock
(Title of Classes of Securities)
67069D108
(CUSIP Numbers)
May 31, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b)
Rule 13d-1(c)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No.67069D108
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NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Invesco Ltd. IRS #980557567 AIM Funds Management Inc. Invesco National Trust Company Invesco PowerShares Capital Management LLC
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) |
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3 |
SEC USE ONLY
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CITIZENSHIP OR PLACE OF ORGANIZATION
Invesco Ltd.-Bermunda AIM Funds Management Inc.- CA Invesco National Trust Company -US Invesco PowerShares Capital Management LLC -US
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
AIM Funds Management Inc. – 3,060,800 Invesco PowerShares Capital Management LLC – 2,571 |
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SHARED VOTING POWER
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SOLE DISPOSITIVE POWER
AIM Funds Management Inc. – 3,060,800 Invesco National Trust Company - 95 Invesco PowerShares Capital Management LLC – 2,571 |
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8 |
SHARED DISPOSITIVE POWER
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,063,466 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.03% |
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TYPE OF REPORTING PERSON* IA, HC. See Items 2 and 3 of this statement |
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Item 1(a). Name of Issuer:
Nutri System, Inc
(b). Address of Issuer’s Principal Executive Offices:
300 Welsh Road Building 1, Suite 100 Horsham, PA 19044
Item 2(a) Name of Person Filing:
Invesco Ltd.
In accordance with Securities and Exchange Commission Release
No. 34-39538 (January 12, 1998), this statement on Schedule
13G or amendment thereto is being filed by Invesco Ltd.
("Invesco"), a Bermuda Company, on behalf of itself and its
subsidiaries listed in Item 4 of the cover of this statement.
Invesco through such subsidiaries provides investment
management services to institutional and individual investors
worldwide.
Executive officers and directors of Invesco or its
subsidiaries may beneficially own shares of the securities of
the issuer to which this statement relates (the "Shares"), and
such Shares are not reported in this statement. Invesco and
its subsidiaries disclaim beneficial ownership of Shares
beneficially owned by any of their executive officers and
directors. Each of Invesco’s direct and indirect subsidiaries
also disclaim beneficial ownership of Shares beneficially
owned by Invesco and any other subsidiary.
(b). Address of Principal Business Office or, if none, residence of filing person:
1360 Peachtree Street NE; Atlanta, GA 30309; United States
(c). Citizenship of filing person:
See the response to Item 2(a) of this statement
(d). Title of Classes of Securities:
Common Stock .0 01 par value per share
(e). CUSIP Numbers:
67069D108
Item 3. If this statement is filed pursuant to ss240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(e) x An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E)
(g) x A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G)
As noted in Item 2 above, Invesco is making this filing on
behalf of its subsidiaries listed herein. Each of these
entities is either an investment adviser registered with the
United States Securities and Exchange Commission under Section 203
of the Investment Advisers Act of 1940, as amended, or under
similar laws of other jurisdictions. Invesco is a holding
company.
Item 4. Ownership:
Please see responses to Items 5-8 on the cover of this
statement, which are incorporated herein by reference.
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being
reported on By the Parent Holding Company:
Please see Item 3 of this statement, which is incorporated herein by reference.
Item 8. Identification and Classification of Members of the Group:
N/A
Item 9. Notice of Dissolution of a Group:
N/A
Item 10. Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and
are held in the ordinary course of business and were not
acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
Signature:
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
06/10/2008
Date
Invesco Ltd.
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By: /s/ Lisa Brinkley Lisa Brinkley Global Compliance Director
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JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(l) under the Securities Exchange Act of 1934,
as amended, the undersigned hereby agree to the joint filing of the attached
Schedule 13G, and any and all amendments thereto, and expressly authorize
Invesco Ltd., as the ultimate parent company of each of its undersigned
subsidiaries, to file such Schedule 13G, and any and all amendments thereto, on
behalf of each of them.
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Dated: June 9, 2008 |
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Invesco Ltd.
By: /s/ Lisa Brinkley
Name: Lisa Brinkley
Title: Global Compliance Director
Invesco Aim Advisors, Inc.
By: /s/ Todd L. Spillane
Name: Todd L. Spillane
Title: Chief Compliance Officer
Invesco Aim Capital Management, Inc.
By: /s/ Todd L. Spillane
Name: Todd L. Spillane
Title: Chief Compliance Officer
AIM Funds Management, Inc.
By: /s/ Wayne Bolton
Name: Wayne Bolton
Title: Vice President, Compliance & Chief Compliance Officer
Invesco Aim Private Asset Management, Inc.
By: /s/ Todd L. Spillane
Name: Todd L. Spillane
Title: Chief Compliance Officer
Invesco National Trust Company
By: /s/ Kevin Lyman
Name: Kevin Lyman
Title: Assistant General Counsel
Invesco Hong Kong Limited
By: /s/ Asha Balachandra
Name: Asha Balachandra
Title: Reg. Head of Legal AP
Invesco Asset Management Deutschland GmbH
By: /s/ Stephanie Ehrenfried
Name: Stephanie Ehrenfried
Title: Head of Legal CE
Invesco Asset Management Limited
By: /s/ Nick Styman
Name: Nick Styman
Title: Director of European Compliance
Invesco Asset Management S.A.
By: /s/ Patrick Riviere
Name: Patrick Riviere
Title: Chief Regional Officer
Invesco Asset Management Oesterreich GmbH
By: /s/ Thomas Kraus
Name: Thomas Kraus
Title: Head of Sales
Invesco Global Asset Management (N.A.), Inc.
By: /s/ Jeffrey Kupor
Name: Jeffrey Kupor
Title: Head of Legal WW Institutional
Invesco GT Management Company S.A.
By: /s/ Nick Styman
Name: Nick Styman
Title: Director of European Compliance
Invesco Institutional (N.A.), Inc.
By: /s/ Jeffrey Kupor
Name: Jeffrey Kupor
Title: Head of Legal WW Institutional
Invesco Management S.A.
By: /s/ Alain Gerbaldi
Name: Alain Gerbaldi
Title: Head of Performance Measurement & Risk Analysis
Invesco Maximum Income Management S.A.
By: /s/ Alain Gerbaldi
Name: Alain Gerbaldi
Title: Head of Performance Measurement & Risk Analysis
Invesco Private Capital, Inc.
By: /s/ Jeffrey Kupor
Name: Jeffrey Kupor
Title: Head of Legal WW Institutional
Invesco Senior Secured Management, Inc.
By: /s/ Jeffrey Kupor
Name: Jeffrey Kupor
Title: Head of Legal WW Institutional
Invesco Taiwan Limited
By: /s/ Asha Balachandra
Name: Asha Balachandra
Title: Reg. Head of Legal, AP
Invesco Asset Management (Japan) Limited
By: /s/ Asha Balachandra
Name: Asha Balachandra
Title: Reg. Head of Legal, AP
Invesco Asset Management Ireland Limited
By: /s/ Alain Gerbaldi
Name: Alain Gerbaldi
Title: Head of Performance Measurement & Risk Analysis
Invesco Kapitalanlagegesellschaft mbH
By: /s/ Stephanie Ehrenfried
Name: Stephanie Ehrenfried
Title: Head of Legal CE
Invesco PowerShares Capital Management LLC
By: /s/ Kevin Gustafson
Name: Kevin Gustafson
Title: General Counsel, COO & CCO
Stein Roe Investment Counsel, Inc.
By: /s/ Greg Campbell
Name: Greg Campbell
Title: General Counsel