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USANA Health Sciences invokes the Chewbacca Defense

Embattled multi-level marketing giant USANA Health Sciences (NASDAQ: USNA) hosted a quarterly earnings conference call on Wednesday that was questionable on a multitude of levels. The analysts continued to play the role of lap dog, failing to ask a single tough question. When I spoke with Certified Fraud Examiner and USANA critic Tracy Coenen about the call, she joked "Do you think the analysts are secretly USANA distributors?"

During the call, USANA management claimed that 88% of its distributors sign up because they want the products, not because they want to build a business. But the company declines to disclose its attrition rates -- the number of distributors who fail and leave the company each year. In fact, USANA's CEO wrote to the FTC to say that a proposed rule requiring network marketing companies to disclose their attrition rates would harm the company's ability to recruit.

According to Barry Minkow and the Fraud Discovery Institute's report, "Clearly, disclosure of failure rates is important when potentially 90% of the distributors (who bring in 86% of the company's direct selling revenue) will collapse within a 12-month period. Moreover, if USANA wants to fight the FTC on disclosing these statistics to distributors, so be it. However, the lawful thing to do (and that which the company should have done) is to disclose these pertinent issues to investors."

I certainly agree with Mr. Minkow on that point, but here's what I don't understand: If only 12% of USANA distributors sign up with the intent of building a business, why is that attrition rate so high, and why won't the company disclose it?

Here are the two possible answers that I can think of:

1.) USANA's claim that 88% of distributors sign up for the product is not an accurate reflection of the distributors' true motivations.

or

2.) The vitamins are ineffective or overpriced, so the vast majority of people who sign up for the product end up leaving the program.

I made several phone calls to USANA's investor relations yesterday and was told that the representative did not have an answer and would call me back later. I never heard back. I left a message with CFO Gil Fuller, and did not hear back.

This appears to be a reasonable question -- USANA gave the 88% number in the conference call. Instead of tackling the issues raised by the company's critics, USANA management has essentially attacked Mr. Minkow as a short-seller, sued him, and invoked the Chewbacca defense made famous in an episode of South Park (see video below). In addition, the company has been aggressively repurchasing shares and added 40 million dollars to the authorized buyback program, although none of the insiders have purchased shares themselves. The recent insider trading may give an indication of their real sentiment about the company.

USANA Health Sciences has been buying back a large number of shares while the company insiders have been selling regularly. Founder Myron Wentz has parked his shares in the tax haven of Liechtenstein. What would Warren Buffet say? 'Now, repurchases are all the rage, but are all too often made for an unstated and, in our view, ignoble reason, to pump up or support the stock price. The shareholder who chooses to sell today, of course, is benefited by any buyer, whatever his origin or motives. But the continuing shareholder is penalised by repurchases above intrinsic value. Buying dollar bills for $1.10 is not good business for those who stick around.'

If USANA's stock is such a great value, why won't the management use its own money? Why are they only using the shareholders' money to repurchase stock? This appears to be, to paraphrase Sherron Watkins, a case of Jim Jones pouring the Kool-Aid, refusing to drink it, and moving to Liechtenstein.

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Last updated: September 05, 2008: 01:54 AM

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