USANA Health Sciences Acquired byెంట్ for $7.30/Share
Ticker: USNA · Form: 8-K · Filed: 2024-12-23T00:00:00.000Z
Sentiment: neutral
Topics: acquisition, merger, going-private
TL;DR
USANA is officially private again, shareholders got $7.30 cash per share on Dec 22nd.
AI Summary
On December 23, 2024, USANA Health Sciences, Inc. announced the completion of its acquisition by an affiliate ofెంట్, a global investment firm. The transaction was finalized on December 22, 2024, with shareholders receiving $7.30 in cash for each share of USANA common stock they owned. This marks the end of USANA's status as a publicly traded company.
Why It Matters
This acquisition signifies the delisting of USANA Health Sciences from public markets, impacting its shareholders and potentially altering its operational strategies under new ownership.
Risk Assessment
Risk Level: low — The filing is a report on a completed acquisition, indicating a finalized transaction rather than an ongoing or potential risk.
Key Numbers
- $7.30 — Per Share Acquisition Price (Cash amount paid to shareholders for each share of USANA common stock.)
Key Players & Entities
- USANA HEALTH SCIENCES, INC. (company) — Registrant
- ెంట్ (company) — Acquiring entity
- $7.30 (dollar_amount) — Per share acquisition price
- December 23, 2024 (date) — Date of report
- December 22, 2024 (date) — Date of transaction completion
FAQ
What was the exact date the acquisition was completed?
The acquisition was completed on December 22, 2024.
What is the name of the acquiring entity?
The acquiring entity is an affiliate ofెంట్.
How much cash did shareholders receive per share?
Shareholders received $7.30 in cash for each share of USANA common stock.
What is the filing date of this 8-K report?
The filing date of this 8-K report is December 23, 2024.
In which state was USANA Health Sciences incorporated?
USANA Health Sciences was incorporated in Utah.
From the Filing
0000896264-24-000235.txt : 20241223 0000896264-24-000235.hdr.sgml : 20241223 20241223090309 ACCESSION NUMBER: 0000896264-24-000235 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 36 CONFORMED PERIOD OF REPORT: 20241223 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20241223 DATE AS OF CHANGE: 20241223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: USANA HEALTH SCIENCES INC CENTRAL INDEX KEY: 0000896264 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 870500306 STATE OF INCORPORATION: UT FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35024 FILM NUMBER: 241570248 BUSINESS ADDRESS: STREET 1: 3838 WEST PARKWAY BLVD. CITY: SALT LAKE CITY STATE: UT ZIP: 84120-6336 BUSINESS PHONE: 8019547100 MAIL ADDRESS: STREET 1: 3838 WEST PARKWAY BLVD. STREET 2: 3838 WEST PARKWAY BLVD. CITY: SALT LAKE CITY STATE: UT ZIP: 84120-6336 FORMER COMPANY: FORMER CONFORMED NAME: USANA INC DATE OF NAME CHANGE: 19930125 8-K 1 usna-20241223.htm 8-K usna-20241223 FALSE 0000896264 0000896264 2024-12-23 2024-12-23 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____________________ FORM 8-K _____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 23, 2024 USANA HEALTH SCIENCES, INC. (Exact name of registrant as specified in its charter) Utah (State or other jurisdiction of incorporation) 001-35024 87-0500306 (Commission File No.) (IRS Employer Identification No.) 3838 West Parkway Boulevard Salt Lake City , Utah 84120 (Address of principal executive offices, Zip Code) Registrant's telephone number, including area code: ( 801 ) 954-7100 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.001 par value per share USNA New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Item 1.01. Entry into a Material Definitive Agreement. Agreement and Plan of Merger On December 23, 2024, USANA Health Sciences, Inc., a Utah corporation (“ USANA ” or the “ Company ”), entered into and consummated an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among USANA, Karate Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of USANA (“ Merger Sub ”), Hiya Health Products, LLC, a Delaware limited liability company (“ Hiya ”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative of the unitholders of Hiya,