SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Earliest Event Reported: September 21, 1999
USANA, INC.
(Exact name of registrant as specified in its charter)
Utah 0-21116 87-0500306
(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
3838 West Parkway Boulevard
Salt Lake City, Utah 84120
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(Address of Principal Executive Offices)
(801) 954-7100
(Issuer's Telephone Number, Including Area Code)
Item 5. Other Events
On September 21, 1999, the Company announced that it had completed the
repurchase of 2,650,000 shares of its common stock from Gull Holdings, Ltd., in
a privately negotiated transaction. An earlier purchase of 300,000 was made on
May 24, 1999, pursuant to an agreement entered into on April 28, 1999. The
series of related transactions reduced the ownership of Gull Holdings, Ltd. from
58.2% to 45.9% of the issued and outstanding capital stock of the Company. Gull
Holdings, Ltd. is an Isle of Man company owned and controlled by Myron W. Wentz,
Ph.D., the founder, Chairman, President and CEO of the Company. The aggregate
purchase price of the 2.65 million shares was $20,935,000 and was financed by
existing cash balances and borrowings of approximately $18 million under a new
credit agreement with Bank of America in the form of a $10 million term loan and
a $15 million revolving line of credit. The revolving line replaces a revolving
credit facility with the same institution that made $10 million available to the
Company. The Company expects to retire debt related to this transaction by the
end of fiscal 2001.
The press release concerning this transaction is attached to this
Report as an exhibit.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
10.7 Redemption Agreement dated July 30, 1999
10.8 Term Note dated September 20, 1999
10.9 Revolving Note dated September 20, 1999
10.10 Credit Agreement dated September 20, 1999
99.1 Press Release dated September 21, 1999.
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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.
USANA, INC.
By: /s/ Gilbert A. Fuller
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Gilbert A. Fuller, Senior Vice President and
Chief Financial Officer
Dated: September 22, 1999
EXHIBIT INDEX
Exhibit
No. Description
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10.7 Redemption Agreement dated July 30, 1999
10.8 Term Note dated September 20, 1999
10.9 Revolving Note dated September 20, 1999
10.10 Credit Agreement dated September 20, 1999
99.1 Press Release dated September 21, 1999.