Usana Health Sciences (NASDAQ: USNA) announced yesterday (subscription required) that the Special Committee of its Board of Directors had unanimously determined that founder, chairman, and CEO Myron Wentz's offer to take the company private at $26 per share undervalued the company, and recommended that shareholders reject it. Mr. Wentz declined to sweeten the offer, and so the deal appears to be dead in the water.

Here's where it gets kind of interesting: back in 2002, Wentz made an offer to take Usana private but then rescinded it, saying that "To allow our shareholders to benefit from any increased value, I have decided to terminate my current effort to acquire Usana's operating assets on the terms previously announced."

A cynic could suggest that Wentz made this latest buyout offer anticipating that it would be rejected as inadequate, given that it was for just over half the stock's 52-week high. Some analysts predicted when the offer was made that it was likely to be rejected. So what did Usana get out of the offer? Since ex-con turned short-selling gumshoe Barry Minkow began accusing the company of fraud last year, the company's stock has fallen precipitously and short interest has soared to more than 50% of the float. The announcement of Wentz's offer ran the stock up by about 20%, probably shaking out a good number of short sellers -- the offer may have helped precipitate a short squeeze, even if that wasn't the intent.

Earlier this week, Usana raised earnings guidance, giving the stock another jolt.

Usana rejects founder's going private offer originally appeared on BloggingStocks on Sat, 21 Jun 2008 17:40:00 EST. Please see our terms for use of feeds.

The New York Post reported today that Usana Health Sciences (NASDAQ: USNA) CFO Gil Fuller doesn't really have a CPA; he just says he has one in SEC filings. This is perhaps the most serious in a series of credentials flaps for Usana that I've listed on BloggingStocks last week. Here's the updated list:

• Denis Waitley, a director at the company, decided not to stand for re-election after investigator Barry Minkow uncovered that the PhD listed in his biography came from a long-defunct diploma mill. He also does not possess a Master's degree, although one was reported in numerous SEC filings.
• Dr. Timothy Wood, Vice President of Research and Development at the company, claimed to have a PhD in biology, but it's actually in forestry, which seems less relevant at a company that makes nutritional supplements.
• Myron Wentz, the company's founder and Chairman, renounced his U.S. citizenship to "move" to the tax haven of Liechtenstein.
• And now, according to the Wall Street Journal, Dr. Ladd McNamara has left the company's medical advisory board after it was discovered that he no longer has a medical license [subscription required]. A Usana spokesman said that McNamara surrendered his license in Georgia in 2004 in response to allegations that he improperly prescribed medication to a family member. He also agreed to a lifetime ban from practicing medicine in Ohio.
• CFO Gil Fuller claims to be a Certified Public Accountant. While it's quite common to let a CPA license lapse, he hasn't been one since 1986. Back then, people were terrified of communism, everyone in Boston hated Bill Buckner and the New Kids on the Block were cool -- OK, no, they weren't. But the point is that being a CPA in 1986 doesn't really mean anything in 2007.

In a few weeks, Usana will be releasing its quarterly earnings. You have to ask yourself: Given that the company 's management can't seem to stop lying about their credentials, why should we believe the earnings numbers they present, or anything else they say?

Usana CFO stretches truth about credentials -- What else is untrue? originally appeared on BloggingStocks on Tue, 12 Jun 2007 14:24:00 EST. Please see our terms for use of feeds.