Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Apr. 01, 2017 | May 05, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 1, 2017 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 896,264 | |
Entity Registrant Name | USANA HEALTH SCIENCES INC | |
Current Fiscal Year End Date | --12-30 | |
Document Fiscal Year Focus | 2,017 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 24,523,449 | |
Trading Symbol | usna |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 01, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 176,320 | $ 175,774 |
Inventories | 69,680 | 64,810 |
Prepaid expenses and other current assets | 33,161 | 37,277 |
Total current assets | 279,161 | 277,861 |
Property and equipment, net | 102,035 | 101,267 |
Goodwill | 16,801 | 16,715 |
Intangible assets, net | 34,273 | 34,349 |
Deferred tax assets | 17,321 | 18,292 |
Other assets | 22,422 | 22,158 |
Total assets | 472,013 | 470,642 |
Current liabilities | ||
Accounts payable | 8,839 | 9,040 |
Other current liabilities | 102,023 | 129,451 |
Total current liabilities | 110,862 | 138,491 |
Deferred tax liabilities | 5,952 | 5,499 |
Other long-term liabilities | 1,266 | 1,365 |
Stockholders' equity | ||
Common stock, $0.001 par value; Authorized -- 50,000 shares, issued and outstanding 24,485 as of December 31, 2016 and 24,523 as of April 1, 2017 | 24 | 24 |
Additional paid-in capital | 75,703 | 71,505 |
Retained earnings | 286,763 | 265,405 |
Accumulated other comprehensive income (loss) | (8,557) | (11,647) |
Total stockholders' equity | 353,933 | 325,287 |
Total liabilities and stockholder's equity | $ 472,013 | $ 470,642 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Apr. 01, 2017 | Dec. 31, 2016 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000 | 50,000 |
Common stock, shares issued | 24,523 | 24,485 |
Common stock, shares outstanding | 24,523 | 24,485 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 01, 2017 | Apr. 02, 2016 | |
Condensed Consolidated Statements Of Comprehensive Income [Abstract] | ||
Net sales | $ 255,323 | $ 240,449 |
Cost of sales | 42,654 | 42,920 |
Gross profit | 212,669 | 197,529 |
Operating expenses: | ||
Associate incentives | 115,781 | 107,394 |
Selling, general and administrative | 64,001 | 56,631 |
Total operating expenses | 179,782 | 164,025 |
Earnings from operations | 32,887 | 33,504 |
Other income (expense): | ||
Interest income | 483 | 438 |
Interest expense | (10) | (202) |
Other, net | 9 | (732) |
Other income (expense), net | 482 | (496) |
Earnings before income taxes | 33,369 | 33,008 |
Income taxes | 12,011 | 10,709 |
Net earnings | $ 21,358 | $ 22,299 |
Earnings per common share | ||
Basic | $ 0.87 | $ 0.92 |
Diluted | $ 0.86 | $ 0.89 |
Weighted average common shares outstanding | ||
Basic | 24,499 | 24,204 |
Diluted | 24,976 | 25,183 |
Comprehensive income: | ||
Net earnings | $ 21,358 | $ 22,299 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustment | 3,297 | 2,131 |
Tax benefit (expense) related to foreign currency translation adjustment | (207) | (700) |
Other comprehensive income (loss), net of tax | 3,090 | 1,431 |
Comprehensive income | $ 24,448 | $ 23,730 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement Of Stockholders' Equity - 3 months ended Apr. 01, 2017 - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Balance, shares at Dec. 31, 2016 | 24,485 | 24,485 | |||
Balance, value at Dec. 31, 2016 | $ 24 | $ 71,505 | $ 265,405 | $ (11,647) | $ 325,287 |
Net earnings | 21,358 | 21,358 | |||
Other comprehensive income (loss), net of tax | 3,090 | 3,090 | |||
Equity-based compensation expense | 4,198 | 4,198 | |||
Common stock issued under equity award plans, shares | 38 | ||||
Common stock issued under equity award plans, value | |||||
Balance, shares at Apr. 01, 2017 | 24,523 | 24,523 | |||
Balance, value at Apr. 01, 2017 | $ 24 | $ 75,703 | $ 286,763 | $ (8,557) | $ 353,933 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2017 | Apr. 02, 2016 | |
Cash flows from operating activities | ||
Net earnings | $ 21,358 | $ 22,299 |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities | ||
Depreciation and amortization | 3,466 | 3,520 |
(Gain) loss on sale of property and equipment | (10) | 39 |
Equity-based compensation expense | 4,198 | 4,609 |
Deferred income taxes | 1,380 | (1,932) |
Changes in operating assets and liabilities: | ||
Inventories | (3,265) | (392) |
Prepaid expenses and other assets | 3,756 | 1,033 |
Accounts payable | 263 | (2,081) |
Other liabilities | (29,245) | (13,624) |
Net cash provided by (used in) operating activities | 1,901 | 13,471 |
Cash flows from investing activities | ||
Additions to notes receivable | (3) | |
Receipts on notes receivable | 107 | 49 |
Proceeds from sale of property and equipment | 10 | |
Purchases of property and equipment | (3,381) | (8,971) |
Net cash provided by (used in) investing activities | (3,264) | (8,925) |
Cash flows from financing activities | ||
Repurchase of common stock | (64,610) | |
Borrowings on line of credit | 71,000 | |
Payments on line of credit | (5,000) | |
Deferred debt issuance costs | (250) | |
Net cash provided by (used in) financing activities | 1,140 | |
Effect of exchange rate changes on cash and cash equivalents | 1,909 | 1,605 |
Net increase (decrease) in cash and cash equivalents | 546 | 7,291 |
Cash and cash equivalents, beginning of period | 175,774 | 143,210 |
Cash and cash equivalents, end of period | 176,320 | 150,501 |
Cash paid during the period for: | ||
Interest | 2 | 147 |
Income taxes | 10,087 | 8,587 |
Cash received during the period for: | ||
Income tax refund | 4,700 | |
Non-cash investing activities: | ||
Credits on notes receivable | $ 191 | 505 |
Accrued purchases of property and equipment | $ 2,655 |
Organization, Consolidation, An
Organization, Consolidation, And Basis Of Presentation | 3 Months Ended |
Apr. 01, 2017 | |
Organization, Consolidation, And Basis Of Presentation [Abstract] | |
Organization, Consolidation, And Basis Of Presentation | NOTE A – ORGANIZATION, CONSOLIDATION, AND BASIS OF PRESENTATION USANA Health Sciences, Inc. develops and manufactures high-quality nutritional and personal care products that are sold internationally through a global network marketing system, which is a form of direct selling. The Condensed Consolidated Financial Statements include the accounts and operations of USANA Health Sciences, Inc. and its wholly-owned subsidiaries (collectively, the “Company” or “USANA”) in two geographic regions: Asia Pacific, and Americas and Europe. Asia Pacific is further divided into three sub-regions: Greater China, Southeast Asia Pacific, and North Asia. Greater China includes Hong Kong, Taiwan and China; Southeast Asia Pacific includes Australia, New Zealand, Singapore, Malaysia, the Philippines, Thailand, and Indonesia; North Asia includes Japan, and South Korea. Americas and Europe includes the United States, Canada, Mexico, Colombia, the United Kingdom, France, Belgium, and the Netherlands. All intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated balance sheet as of December 31, 2016 , derived from audited consolidated financial statements, and the unaudited interim consolidated financial information of the Company have been prepared in accordance with Article 10 of Regulation S-X promulgated by the Securities and Exchange Commission. Certain information and footnote disclosures that are normally included in financial statements that have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. In the opinion of management, the accompanying interim condensed consolidated financial information contains all adjustments, consisting only of normal recurring adjustments that are necessary to state fairly the Company’s financial position as of April 1, 2017 and results of operations for the three months ended April 2, 2016 and April 1, 2017 . The interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto that are included in the Company ’ s Annual Report on Form 10-K for the year ended December 31, 2016 . The results of operations for the three months ended April 1, 2017 , may not be indicative of the results that may be expected for the fiscal year 201 7 ending December 30, 2017 . Recent Accounting Pronouncements Adopted accounting pronouncements In April 2015, the Financial Accounting Standards Board (“ FASB ”) issued Accounting Standards Update (“ ASU ”) No. 2015-05, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement". This ASU provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The ASU is effective for annual and interim reporting periods beginning after December 15, 2016. Early adoption is permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company adopted ASU 2015-05 during the quarter ended April 1, 2017 and the adoption of the standard did not have an impact on its consolidated financial statements. NOTE A – ORGANIZATION, CONSOLIDATION, AND BASIS OF PRESENTATION - CONTINUED In July 2015, the FASB issued ASU No. 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory". For entities that do not measure inventory using the last-in, first-out or retail inventory method, ASU 2015-11 changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value, where net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for annual and interim reporting periods beginning after December 15, 2016. The Company adopted ASU 2015-11 during the quarter ended April 1, 2017 and the adoption of the standard did not have a material impact on its consolidated financial statements. Issued accounting pronouncements In May 2014, the FASB issued an Accounting Standard Update ( “ ASU ” ) No. 2014-09, “ Revenue from Contracts with Customers (Topic 606). ” ASU 2014-09 includes a five-step process by which entities will recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which an entity expects to be entitled in exchange for those goods or services. The standard also will require enhanced disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In July 2015, the FASB announced a decision to defer the effective date of this ASU. ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted for annual and interim reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact ASU 2014-09 will have on its consolidated financial statements. The amendments may be applied retrospectively to each prior period (full retrospective) or retrospectively with the cumulative effect recognized as of the date of initial application (modified retrospective). The Company plans to adopt ASU 2014-09 in the first quarter of 2018 and apply the modified retrospective approach. The C ompany continues to evaluate the impact of this ASU on the specific areas that apply to the Company and their potential impact to its processes, accounting, financial reporting, disclosures, and controls. At this point, the Company has determined that the overall impact of adopting this ASU will not be material. This ASU will primarily involve updating revenue related internal control documentation and expanding revenue disclosures in our periodic filings. In addition to the documentation updates, the Company is considering a change in the methodology for deferring revenue on undelivered orders, which would not change the total amount of revenue recognized, but would accelerate the timing of when revenue is recognized. None of these changes are expected to have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842). ” ASU 2016-02 is intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Additionally, the ASU will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements. The update requires lessees to apply a modified retrospective approach for recognition and disclosure, beginning with the earliest period presented. The ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact ASU 2016-02 will have on its consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash". The ASU requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The ASU is effective for annual and interim period s in fiscal years beginning after December 15, 2017. The Company does not expect the adoption of ASU 2016-18 will have a material impact on its statement of cash flows. NOTE A – ORGANIZATION, CONSOLIDATION, AND BASIS OF PRESENTATION - CONTINUED In January 2017 the FASB issued ASU No. 2017-04, “ Intangibles-Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment.” ASU 2017-04 simplifies the accounting for goodwill impairment by eliminating the Step 2 requirement to calculate the implied fair value of goodwill. Instead, the under ASU 2017-04, an e ntity should perform its annual or interim goodwill impairment test by comparing the fair value of each reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting units fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. The Company does not expect the adoption of ASU 2017-04 will have a material impact on its consolidated financial statements. |
Fair Value Measures
Fair Value Measures | 3 Months Ended |
Apr. 01, 2017 | |
Fair Value Measures [Abstract] | |
Fair Value Measures | NOTE B – FAIR VALUE MEASURES The Company measures at fair value certain of its financial and non-financial assets and liabilities by using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, essentially an exit price, based on the highest and best use of the asset or liability. The levels of the fair value hierarchy are: · Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date. · Level 2 inputs are from other than quoted market prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. · Level 3 inputs are unobservable and are used to measure fair value in situations where there is little, if any, market activity for the asset or liability at the measurement date. As of the dates indicated , the following financial assets and liabilities were measured at fair value on a recurring basis using the type of inputs shown: Fair Value Measurements Using Inputs December 31, 2016 Level 1 Level 2 Level 3 Money market funds included in cash equivalents $ 27,917 $ 27,917 $ - $ - Foreign currency contracts included in prepaid expenses and other current assets 4 - 4 - $ 27,921 $ 27,917 $ 4 $ - Fair Value Measurements Using Inputs April 1, 2017 Level 1 Level 2 Level 3 Money market funds included in cash equivalents $ 80,749 $ 80,749 $ - $ - Foreign currency contracts included in other current liabilities (320) - (320) - $ 80,429 $ 80,749 $ (320) $ - NOTE B – FAIR VALUE MEASURES - CONTINUED There were no transfers of financial assets or liabilities between levels of the fair value hierarchy for the periods indicated. The majority of the Company's non-financial assets, which include goodwill, intangible assets, and property and equipment, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur (or tested at least annually for goodwill and indefinite-lived intangibles) such that a non-financial asset is required to be evaluated for impairment, an impairment charge is recorded to reduce the carrying value to the fair value, if the carrying value exceeds the fair value. At December 31, 2016 and April 1, 2017 , there were no non-financial assets measured at fair value on a non-recurring basis. T he Company's financial instruments include cash equivalents , accounts receivable, restricted cash, notes receivable , and accounts payable . The recorded values of cash equivalents , accounts receivable, restricted cash, and accounts payable approximate their fair values, based on their short-term nature. The carrying value of the notes receivable approximate fair value because the variable interest rates in the notes reflect current market rates. |
Inventories
Inventories | 3 Months Ended |
Apr. 01, 2017 | |
Inventories [Abstract] | |
Inventories | NOTE C – INVENTORIES Inventories consist of the following: December 31, April 1, 2016 2017 Raw materials $ 26,186 $ 27,219 Work in progress 9,455 8,692 Finished goods 29,169 33,769 $ 64,810 $ 69,680 |
Other Assets
Other Assets | 3 Months Ended |
Apr. 01, 2017 | |
Other Assets [Abstract] | |
Other Assets | NOTE D – OTHER ASSETS Other assets consist s primarily of a secured loan to a third-party supplier of the Company ’ s nutrition bars and land use rights related to a production facility in China. The Company has extended non-revolving credit to its supplier of nutrition bars to allow them to acquire equipment that is necessary to manufacture the USANA nutrition bars. This relationship provides improved supply chain stability for USANA and creates a mutually beneficial relationship between the parties. Notes receivable are valued at their unpaid principal balance plus any accrued but unpaid interest, which approximates fair value. Interest accrues at an annual interest rate of LIBOR plus 400 basis points. The note has a maturity date of February 1, 2024 and will be repaid by a combination of cash payments and credits for the manufacture of USANA’s nutrition bars. There is no prepayment penalty. Notes receivable from this supplier as of December 31, 2016 , and April 1, 2017 were $6,867 and $6,772 , respectively. Th is third-party supplier is considered to be a variable interest entity; however, the Company is not the primary beneficiary due to the inability to direct the activities that most significantly affect the third-party supplier's economic performance. Additionally, t he Company does not absorb a majority of the third-party supplier's expected losses or returns. Consequentially, the financial information of the third-party supplier is not consolidated. The maximum exposure to loss as a result of the Company's involvement with the third-party supplier is limited to the carrying value of the note receivable due from the third-party supplier. |
Line Of Credit
Line Of Credit | 3 Months Ended |
Apr. 01, 2017 | |
Line Of Credit [Abstract] | |
Line Of Credit | NOTE E – LINE OF CREDIT T he Company has a $75,000 line of credit with Bank of America. Interest is computed at the bank's Prime Rate or LIBOR, adjusted by features specified in the Credit Agreement. The collateral for this line of credit is the pledge of the capital stock of certain subsidiaries of the Company, set forth in a separate pledge agreement with the bank. On February 19, 2016, the Company entered into an Amended and Restated Credit Agreement with Bank of America, which extends the term of the Credit Agreement to April 27, 2021 and increases the Company's consolidated rolling four-quarter adjusted EBITDA covenant from $60,000 to equal to or greater than $100,000 and a ratio of consolidated funded debt to adjusted EBITDA of 2.0 to 1.0 at the end of each quarter. The adjusted EBITDA under this agreement is modified for certain non-cash expenses. Part of the credit agreement is that any existing bank guarantees are considered a reduction of the overall availability of credit and part of the covenant calculation. This resulted in a $5,241 , and $4,464 reduction in the available borrowing limit as of December 31, 2016 and April 1, 2017 , respectively, due to existing normal course of business guarantees in certain markets . There was no outstanding debt on this line of credit at December 31, 2016 or at April 1, 2017 . The Company will be required to pay any balance on this line of credit in full at the time of maturity in April 2021 unless the line of credit is replaced or terms are renegotiated. |
Contingencies
Contingencies | 3 Months Ended |
Apr. 01, 2017 | |
Contingencies [Abstract] | |
Contingencies | NOTE F – CONTINGENCIES The Company is involved in various lawsuits, claims and other legal matters from time to time that arise in the ordinary course of conducting business, including matters involving our products, intellectual property, supplier relationships, distributors, competitor relationships, employees and other matters. The Company records a liability when a particular conting ency is probable and estimable. The Company faces contingencies that are reasonably possible to occur; however, they cannot currently be estimated. While complete assurance cannot be given to the outcome of these proceedings, management does not currently believe that any of these matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, liquidity, or results of operations. In August 2014, a purported shareholder derivative lawsuit was filed in the Third Judicial District Court of Salt Lake County, State of Utah (James Robert Rawcliffe v. Robert Anciaux, et al.,) against certain of the Company’s directors and officers. The derivative complaint, which also names USANA as a nominal defendant but is asserted on USANA's behalf, contains claims of breach of fiduciary duty, waste of corporate assets and unjust enrichment against the defendant directors and officers in connection with certain equity awards granted by the Compensation Committee of the Company's Board of Directors in February 2014. In October 2014, the Company filed a motion to dismiss the complaint and, in March 2015, the court granted that motion and dismissed the complaint without prejudice. In May 2015, the plaintiffs filed an appeal with the Utah Supreme Court. The Supreme Court remanded the case to the Utah Court of Appeals . In December 2016, the Court of Appeals certified the case to the Utah Supreme Court, confirming the Company's belief that this case addresses a new issue under Utah law. Oral arguments with the Supreme Court have been scheduled for May 10, 2017. The Company believes that the claims in the complaint are without merit and will continue to vigorously defend this suit. The Company continues to believe, based on information currently available, that the final outcome of this suit will not have a material adverse effect on the Company's business, results of operations or consolidated financial position. NOTE F – CONTINGENCIES - CONTINUED On February 7, 2017, the Company disclosed on Form 8-K that it is conducting a voluntary internal investigation regarding its Baby Care operations in China. In connection with this investigation, the Company expects to continue to incur costs in conducting the on-going review and investigation, in responding to requests for information in connection with any government investigations and in defending any potential civil or governmental proceedings that are instituted against it or any of its current or former officers or directors. The Company has voluntarily contacted the Securities and Exchange Commission and the United States Department of Justice to advise both agencies that an internal investigation is underway and intends to provide additional information to both agencies as the investigation progresses. Because the internal investigation is in its early stage, the Company cannot predict the duration, scope, or result of the investigation. One or more governmental actions could be instituted in respect of the matters that are the subject of the internal investigation, and such actions, if brought, may result in judgments, settlements, fines, penalties, injunctions, cease and desist orders, criminal penalties, or other relief . On February 13 , 2017, a putative shareholder class action complaint was filed in the United States District Court for the District of Utah, with the plaintiff, Chi Wah , alleging that the Company failed to disclose that (i) the Company's BabyCare subsidiary had engaged in improper reimbursement practices in China, (ii) these practices constituted violations of the FCPA, (iii) as such, the Company's China revenues were in part the product of unlawful conduct and unlikely to be sustainable, and (iv) the foregoing conduct, when it became known, was likely to subject the Company to significant regulatory scrutiny. The lawsuit names as defendants the Company; our former Co-Chief Executive Officer, David A. Wentz; and our Chief Leadership Development Officer, Paul A. Jones (formerly our Chief Financial Officer ) . On behalf of the plaintiff, and a putative class of purchasers of USANA stock between March 14, 2014 and February 7, 2017, the plaintiff asserts claims for violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. The plaintiff seeks, among other things, an award of damages, interest, reasonable attorneys' fees, expert fees, and other costs. The Company believes that the action is without merit, and intend s to vigorously defend against all claims asserted . Chinese regulators regularly make inquiries about the business activities of direct sellers in China and have done so with the Company ’ s operating subsidiary in China, BabyCare, Ltd. There have been instances where inquiries or complaints about BabyCare's business have resulted in the payment of fines by BabyCare. For instance, during the first quarter of 2017, an inquiry from a provincial-level regulator was received and promptly resolved by BabyCare. A fine was issued in a BabyCare Associate ’ s name and paid by BabyCare in connection with resolving this matter. The fine was not quantitatively material. |
Common Stock And Earnings Per S
Common Stock And Earnings Per Share | 3 Months Ended |
Apr. 01, 2017 | |
Common Stock And Earnings Per Share [Abstract] | |
Common Stock And Earnings Per Share | NOTE G — COMMON STOCK AND EARNINGS PER SHARE Basic earnings per share are based on the weighted-average number of shares outstanding for each period. Shares that have been repurchased and retired during the periods specified below have been included in the calculation of the number of weighted-average shares that are outstanding for the calculation of basic earnings per share based on the time they were outstanding in any period. Diluted earnings per common share are based on shares that are outstanding (computed under basic EPS) and on potentially dilutive shares. Shares that are included in the diluted earnings per share calculations under the treasury stock method include equity awards that are in-the-money but have not yet been exercised. The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for the periods indicated: Quarter Ended April 2, April 1, 2016 2017 Net earnings available to common shareholders $ 22,299 $ 21,358 Weighted average common shares outstanding - basic 24,204 24,499 Dilutive effect of in-the-money equity awards 979 477 Weighted average common shares outstanding - diluted 25,183 24,976 Earnings per common share from net earnings - basic $ 0.92 $ 0.87 Earnings per common share from net earnings - diluted $ 0.89 $ 0.86 Equity awards for the following shares were not included in the computation of diluted EPS due to the fact that their effect would be anti-dilutive: Quarter Ended April 2, April 1, 2016 2017 2,190 2,179 During the three months ended April 2, 2016, the Company repurchased and retired 553 shares, for $64,610 , under the Company ’ s share repurchase plan. There were no share repurchases made during the three months ended April 1, 2017 . The excess of the repurchase price over par value is allocated between additional paid-in capital and retained earnings on a pro-rata basis. The purchase of shares under this plan reduces the number of shares outstanding in the above calculations. A s of April 1, 2017 , the remaining approved repurchase amount under the stock repurchase plan was $35,390 . There currently is no expiration date on the remaining approved repurchase amount and no requirement for future share repurchases. |
Segment Information
Segment Information | 3 Months Ended |
Apr. 01, 2017 | |
Segment Information [Abstract] | |
Segment Information | NOTE H – SEGMENT INFORMATION USANA operates as a direct selling company that develops, manufactures, and distributes high-quality nutritional and personal care products that are sold through a global network marketing system of independent distributors (“Associates”). As such, management aggregates its operating segments into one reportable segment as management believes that the Company’s segments exhibit similar long-term financial performance and have similar economic characteristics. Performance for a region or market is evaluated based on sales. No single Associate accounted for 10% or more of net sales for the periods presented. The table below summarizes the approximate percentage of total product revenue that has been contributed by the Company’s nutritional and personal care products for the periods indicated. Quarter Ended April 2, April 1, 2016 2017 USANA ® Nutritionals 82% 85% USANA Foods 10% 8% Sensé – beautiful science ® 7% 6% Selected financial information for the Company is presented for two geographic regions: Asia Pacific, with three sub-regions under Asia Pacific, and Americas and Europe. Individual markets are categorized into these regions as follows: · Asia Pacific – · Greater China – Hong Kong, Taiwan and China (1) · Southeast Asia Pacific – Australia, New Zealand, Singapore, Malaysia, the Philippines, Thailand, and Indonesia · North Asia – Japan and South Korea · Americas and Europe – United States, Canada, Mexico, Colombia, the United Kingdom, France , Belgium, and the Netherlands. _________________ (1) The Company ’ s business in China is that of BabyCare, its wholly-owned subsidiary. NOTE I – SEGMENT INFORMATION - CONTINUED Selected Financial Information Financial information by geographic region is presented for the periods indicated below: Quarter Ended April 2, April 1, 2016 2017 Net Sales to External Customers Asia Pacific Greater China $ 116,998 $ 131,738 Southeast Asia Pacific 48,861 50,406 North Asia 10,560 12,956 Asia Pacific Total 176,419 195,100 Americas and Europe 64,030 60,223 Consolidated Total $ 240,449 $ 255,323 The following table provides further information on markets representing ten percent or more of consolidated net sales and long-lived assets, respectively: Quarter Ended April 2, April 1, 2016 2017 Net sales: China $ 100,499 $ 115,457 United States $ 34,702 $ 30,166 As of December 31, April 1, 2016 2017 Long-lived assets: China $ 91,909 $ 92,178 United States $ 63,654 $ 63,952 |
Organization, Consolidation, 15
Organization, Consolidation, And Basis Of Presentation (Policy) | 3 Months Ended |
Apr. 01, 2017 | |
Organization, Consolidation, And Basis Of Presentation [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Adopted accounting pronouncements In April 2015, the Financial Accounting Standards Board (“ FASB ”) issued Accounting Standards Update (“ ASU ”) No. 2015-05, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement". This ASU provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The ASU is effective for annual and interim reporting periods beginning after December 15, 2016. Early adoption is permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company adopted ASU 2015-05 during the quarter ended April 1, 2017 and the adoption of the standard did not have an impact on its consolidated financial statements. NOTE A – ORGANIZATION, CONSOLIDATION, AND BASIS OF PRESENTATION - CONTINUED In July 2015, the FASB issued ASU No. 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory". For entities that do not measure inventory using the last-in, first-out or retail inventory method, ASU 2015-11 changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value, where net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for annual and interim reporting periods beginning after December 15, 2016. The Company adopted ASU 2015-11 during the quarter ended April 1, 2017 and the adoption of the standard did not have a material impact on its consolidated financial statements. Issued accounting pronouncements In May 2014, the FASB issued an Accounting Standard Update ( “ ASU ” ) No. 2014-09, “ Revenue from Contracts with Customers (Topic 606). ” ASU 2014-09 includes a five-step process by which entities will recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which an entity expects to be entitled in exchange for those goods or services. The standard also will require enhanced disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In July 2015, the FASB announced a decision to defer the effective date of this ASU. ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted for annual and interim reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact ASU 2014-09 will have on its consolidated financial statements. The amendments may be applied retrospectively to each prior period (full retrospective) or retrospectively with the cumulative effect recognized as of the date of initial application (modified retrospective). The Company plans to adopt ASU 2014-09 in the first quarter of 2018 and apply the modified retrospective approach. The C ompany continues to evaluate the impact of this ASU on the specific areas that apply to the Company and their potential impact to its processes, accounting, financial reporting, disclosures, and controls. At this point, the Company has determined that the overall impact of adopting this ASU will not be material. This ASU will primarily involve updating revenue related internal control documentation and expanding revenue disclosures in our periodic filings. In addition to the documentation updates, the Company is considering a change in the methodology for deferring revenue on undelivered orders, which would not change the total amount of revenue recognized, but would accelerate the timing of when revenue is recognized. None of these changes are expected to have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842). ” ASU 2016-02 is intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Additionally, the ASU will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements. The update requires lessees to apply a modified retrospective approach for recognition and disclosure, beginning with the earliest period presented. The ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact ASU 2016-02 will have on its consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash". The ASU requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The ASU is effective for annual and interim period s in fiscal years beginning after December 15, 2017. The Company does not expect the adoption of ASU 2016-18 will have a material impact on its statement of cash flows. NOTE A – ORGANIZATION, CONSOLIDATION, AND BASIS OF PRESENTATION - CONTINUED In January 2017 the FASB issued ASU No. 2017-04, “ Intangibles-Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment.” ASU 2017-04 simplifies the accounting for goodwill impairment by eliminating the Step 2 requirement to calculate the implied fair value of goodwill. Instead, the under ASU 2017-04, an e ntity should perform its annual or interim goodwill impairment test by comparing the fair value of each reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting units fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. The Company does not expect the adoption of ASU 2017-04 will have a material impact on its consolidated financial statements. |
Fair Value Measures (Tables)
Fair Value Measures (Tables) | 3 Months Ended |
Apr. 01, 2017 | |
Fair Value Measures [Abstract] | |
Schedule Of Assets And Liabilities Measured At Fair Value | Fair Value Measurements Using Inputs December 31, 2016 Level 1 Level 2 Level 3 Money market funds included in cash equivalents $ 27,917 $ 27,917 $ - $ - Foreign currency contracts included in prepaid expenses and other current assets 4 - 4 - $ 27,921 $ 27,917 $ 4 $ - Fair Value Measurements Using Inputs April 1, 2017 Level 1 Level 2 Level 3 Money market funds included in cash equivalents $ 80,749 $ 80,749 $ - $ - Foreign currency contracts included in other current liabilities (320) - (320) - $ 80,429 $ 80,749 $ (320) $ - |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Apr. 01, 2017 | |
Inventories [Abstract] | |
Schedule Of Inventories | Inventories consist of the following: December 31, April 1, 2016 2017 Raw materials $ 26,186 $ 27,219 Work in progress 9,455 8,692 Finished goods 29,169 33,769 $ 64,810 $ 69,680 |
Common Stock And Earnings Per18
Common Stock And Earnings Per Share (Tables) | 3 Months Ended |
Apr. 01, 2017 | |
Common Stock And Earnings Per Share [Abstract] | |
Schedule Of Common Stock And Earnings Per Share | Quarter Ended April 2, April 1, 2016 2017 Net earnings available to common shareholders $ 22,299 $ 21,358 Weighted average common shares outstanding - basic 24,204 24,499 Dilutive effect of in-the-money equity awards 979 477 Weighted average common shares outstanding - diluted 25,183 24,976 Earnings per common share from net earnings - basic $ 0.92 $ 0.87 Earnings per common share from net earnings - diluted $ 0.89 $ 0.86 Equity awards for the following shares were not included in the computation of diluted EPS due to the fact that their effect would be anti-dilutive: Quarter Ended April 2, April 1, 2016 2017 2,190 2,179 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Apr. 01, 2017 | |
Segment Information [Abstract] | |
Schedule Of Revenue Percentage By Product | Quarter Ended April 2, April 1, 2016 2017 USANA ® Nutritionals 82% 85% USANA Foods 10% 8% Sensé – beautiful science ® 7% 6% |
Schedule Of Revenues From External Customers By Geographical Areas | Quarter Ended April 2, April 1, 2016 2017 Net Sales to External Customers Asia Pacific Greater China $ 116,998 $ 131,738 Southeast Asia Pacific 48,861 50,406 North Asia 10,560 12,956 Asia Pacific Total 176,419 195,100 Americas and Europe 64,030 60,223 Consolidated Total $ 240,449 $ 255,323 |
Consolidated Net Sales And Long Lived Assets | Quarter Ended April 2, April 1, 2016 2017 Net sales: China $ 100,499 $ 115,457 United States $ 34,702 $ 30,166 As of December 31, April 1, 2016 2017 Long-lived assets: China $ 91,909 $ 92,178 United States $ 63,654 $ 63,952 |
Organization, Consolidation, 20
Organization, Consolidation, And Basis Of Presentation (Details) | 3 Months Ended |
Apr. 01, 2017item | |
Organization, Consolidation, And Basis Of Presentation [Abstract] | |
Geographic regions | 2 |
Sub-geographical regions | 3 |
Fair Value Measures (Narrative)
Fair Value Measures (Narrative) (Details) - USD ($) | Apr. 01, 2017 | Dec. 31, 2016 |
Fair Value Measures [Abstract] | ||
Transfers of financial assets or liabilities | $ 0 | $ 0 |
Non-financial assets | $ 0 | $ 0 |
Fair Value Measures (Schedule O
Fair Value Measures (Schedule Of Assets And Liabilities Measured At Fair Value) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Apr. 01, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds included in cash equivalents | $ 80,749 | $ 27,917 |
Foreign currency contracts included in prepaid expenses and other current assets | 4 | |
Foreign currency contracts included in other current liabilities | (320) | |
Total financial assets and liabilities | 80,429 | 27,921 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds included in cash equivalents | 80,749 | 27,917 |
Total financial assets and liabilities | 80,749 | 27,917 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts included in prepaid expenses and other current assets | 4 | |
Foreign currency contracts included in other current liabilities | (320) | |
Total financial assets and liabilities | $ (320) | $ 4 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Dec. 31, 2016 |
Inventories [Abstract] | ||
Raw materials | $ 27,219 | $ 26,186 |
Work in progress | 8,692 | 9,455 |
Finished goods | 33,769 | 29,169 |
Inventories | $ 69,680 | $ 64,810 |
Other Assets (Details)
Other Assets (Details) - Non-revolving Credit Facility [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2017 | Dec. 31, 2016 | |
Other Assets [Line Items] | ||
Receivable | $ 6,772 | $ 6,867 |
Maturity date | Feb. 1, 2024 | |
LIBOR [Member] | ||
Other Assets [Line Items] | ||
Variable rate | 4.00% |
Line Of Credit (Details)
Line Of Credit (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Apr. 01, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 19, 2016USD ($) | Feb. 18, 2016USD ($) | |
Line of Credit Facility [Line Items] | ||||
Adjusted EBITDA covenant | $ 60,000 | |||
Ratio of consolidated funded debt to adjusted EBITDA | 2 | |||
Line of Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Reduction in available borrowing limit | $ 4,464 | $ 5,241 | ||
Outstanding debt | $ 0 | $ 0 | ||
Maturity date | Apr. 1, 2021 | |||
Amended And Restated Credit Agreement [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility | $ 75,000 | |||
Adjusted EBITDA covenant | $ 100,000 |
Common Stock And Earnings Per26
Common Stock And Earnings Per Share (Narrative) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 01, 2017 | Apr. 02, 2016 | |
Common Stock And Earnings Per Share [Abstract] | ||
Shares repurchased and retired | 0 | 553 |
Repurchase of common stock | $ 64,610 | |
Remaining approved repurchase amount | $ 35,390 |
Common Stock And Earnings Per27
Common Stock And Earnings Per Share (Schedule Of Common Stock And Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 01, 2017 | Apr. 02, 2016 | |
Common Stock And Earnings Per Share [Abstract] | ||
Net earnings available to common shareholders | $ 21,358 | $ 22,299 |
Weighted average common shares outstanding - basic | 24,499 | 24,204 |
Dilutive effect of in-the-money equity awards | 477 | 979 |
Weighted average common shares outstanding - diluted | 24,976 | 25,183 |
Earnings per common share from net earnings - basic | $ 0.87 | $ 0.92 |
Earnings per common share from net earnings - diluted | $ 0.86 | $ 0.89 |
Equity awards for the following shares were not included in the computation of diluted EPS due to the fact that their effect would be anti-dilutive: | 2,179 | 2,190 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 3 Months Ended |
Apr. 01, 2017itemsegment | |
Segment Information [Abstract] | |
Number of reportable segments | segment | 1 |
Percentage of revenue from major customers, maximum | 10.00% |
Geographic regions | item | 2 |
Segment Information (Schedule O
Segment Information (Schedule Of Revenue Percentage By Product) (Details) | 3 Months Ended | |
Apr. 01, 2017 | Apr. 02, 2016 | |
USANA Nutritionals [Member] | ||
Revenue from External Customer [Line Items] | ||
Percentage of product revenue | 85.00% | 82.00% |
USANA Foods [Member] | ||
Revenue from External Customer [Line Items] | ||
Percentage of product revenue | 8.00% | 10.00% |
Sense - Beautiful Science [Member] | ||
Revenue from External Customer [Line Items] | ||
Percentage of product revenue | 6.00% | 7.00% |
Segment Information (Schedule30
Segment Information (Schedule Of Revenues From External Customers By Geographical Areas) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2017 | Apr. 02, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net Sales to External Customers | $ 255,323 | $ 240,449 |
Greater China [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net Sales to External Customers | 131,738 | 116,998 |
Southeast Asia Pacific [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net Sales to External Customers | 50,406 | 48,861 |
North Asia [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net Sales to External Customers | 12,956 | 10,560 |
Asia Pacific [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net Sales to External Customers | 195,100 | 176,419 |
Americas And Europe [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net Sales to External Customers | $ 60,223 | $ 64,030 |
Segment Information (Consolidat
Segment Information (Consolidated Net Sales And Long Lived Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Dec. 31, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 255,323 | $ 240,449 | |
China [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 115,457 | 100,499 | |
Long-lived assets | 92,178 | $ 91,909 | |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 30,166 | $ 34,702 | |
Long-lived assets | $ 63,952 | $ 63,654 |