UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
CURRENT REPORT
Pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934
May 10, 2006 Date of Report (Date of earliest event reported) |
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NU SKIN ENTERPRISES, INC. (Exact name of registrant as specified in its charter) |
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Delaware (State or other jurisdiction of incorporation) |
001-12421 (Commission File Number) |
87-0565309 (IRS Employer Identification Number) |
75 West Center Street Provo, UT 84601 (Address of principal executive offices and zip code) (801) 345-1000 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) |
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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
The information provided in Item 7.01 of this Current Report on Form 8-K, including the exhibit, is incorporated by reference into this Item 2.02.
The information furnished pursuant to this Item 2.02 and the exhibit hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly set forth by specific reference in such filing.
On May 3, 2006, Nu Skin Enterprises, Inc. (the Company) issued a press release regarding financial results for the first quarter ended March 31, 2006. In this press release, the Company reported a net loss of $12.8 million and a net loss per share of $.18, including the impact of an impairment charge of $23.0 million related to a non-cash write-down of the first generation Pharmanex® BioPhotonic Scanner units. Subsequently, in connection with the preparation of its Quarterly Report on Form 10-Q that the Company filed on May 10, 2006, upon further review of its impairment analysis, the Company determined that the Scanner impairment charge should be changed to $19.0 million instead of the $23.0 million previously reported. As a result, in the Form 10-Q the Company reported a net loss of $10.3 million and a net loss per share of $.15. The Consolidated Statements of Income, Consolidated Balance Sheets and Consolidated Statements of Cash Flows included in the Form 10-Q are attached as Exhibit 99.1 to this report and incorporated by reference.
The information furnished pursuant to this Item 7.01 and the exhibit hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly set forth by specific reference in such filing.
(c) Exhibit.
99.1 | Consolidated Statements of Income, Consolidated Balance Sheets and Consolidated Statements of Cash Flows included in the Companys Quarterly Report on Form 10-Q for the three month period ending March 31, 2006. |
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.
NU SKIN ENTERPRISES, INC. (Registrant) /s/ D. Matthew Dorny D. Matthew Dorny Vice President |
Date: May 10, 2006
Exhibit No. | Exhibit Description |
99.1 | Consolidated Statements of Income, Consolidated Balance Sheets and Consolidated Statements of Cash Flows included in the Companys Quarterly Report on Form 10-Q for the three month period ending March 31, 2006. |
NU SKIN ENTERPRISES, INC.
Consolidated Balance
Sheets (Unaudited)
(U.S. dollars in thousands)
March 31, 2006 | December 31, 2005 | ||||
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ASSETS | |||||
Current assets: | |||||
Cash and cash equivalents | $ 129,773 | $ 155,409 | |||
Current investments | 15,825 | | |||
Accounts receivable | 16,511 | 16,683 | |||
Inventories, net | 99,746 | 99,399 | |||
Prepaid expenses and other | 33,633 | 36,663 | |||
295,488 | 308,154 | ||||
Property and equipment, net | 71,754 | 84,053 | |||
Goodwill | 112,446 | 112,446 | |||
Other intangible assets, net | 93,653 | 91,137 | |||
Other assets | 83,486 | 83,076 | |||
Total assets | $ 656,827 | $ 678,866 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||
Current liabilities: | |||||
Accounts payable | $ 27,401 | $ 20,276 | |||
Accrued expenses | 97,501 | 112,023 | |||
Current portion of long-term debt | 26,779 | 26,757 | |||
151,681 | 159,056 | ||||
Long-term debt | 123,620 | 123,483 | |||
Other liabilities | 41,692 | 41,699 | |||
Total liabilities | 316,993 | 324,238 | |||
Commitments and contingencies (Note 10) | |||||
Stockholders' equity: | |||||
Class A common stock - 500 million shares authorized, $.001 | |||||
par value, 90.6 million shares issued | 91 | 91 | |||
Additional paid-in capital | 181,954 | 179,335 | |||
Treasury stock, at cost 20.4 million and 20.5 million shares | (283,950 | ) | (284,138 | ) | |
Accumulated other comprehensive loss | (67,451 | ) | (67,197 | ) | |
Retained earnings | 509,190 | 526,537 | |||
339,834 | 354,628 | ||||
Total liabilities and stockholders' equity | $ 656,827 | $ 678,866 |
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NU SKIN ENTERPRISES, INC.
Consolidated Statements of Income (Unaudited)
(U.S. dollars in thousands, except per share amounts)
Three Months Ended March 31, |
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2006 | 2005 | ||||
Revenue | $ 265,780 | $ 289,351 | |||
Cost of sales | 46,994 | 49,664 | |||
Gross profit | 218,786 | 239,687 | |||
Operating expenses: | |||||
Selling expenses | 112,298 | 123,743 | |||
General and administrative expenses | 90,003 | 87,183 | |||
Impairment of assets and other | 20,840 | | |||
Restructuring and other charges | 11,115 | | |||
Total operating expenses | 234,256 | 210,926 | |||
Operating income (loss) | (15,470 | ) | 28,761 | ||
Other income (expense), net | (1,054 | ) | (655 | ) | |
Income (loss) before (provision) benefit for income taxes | (16,524 | ) | 28,106 | ||
(Provision) benefit for income taxes | 6,196 | (10,399 | ) | ||
Net income (loss) | $ (10,328 | ) | $ 17,707 | ||
Net income (loss) per share (Note 3): | |||||
Basic | $ (0.15 | ) | $ 0.25 | ||
Diluted | $ (0.15 | ) | $ 0.25 | ||
Weighted-average common shares outstanding: | |||||
Basic | 70,131 | 69,747 | |||
Diluted | 70,131 | 71,353 |
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NU SKIN ENTERPRISES, INC.
Consolidated Statements of Cash Flows (Unaudited)
(U.S. dollars in thousands)
Three Months Ended March 31, |
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2006 | 2005 | ||||
Cash flows from operating activities: | |||||
Net income (loss) | $ (10,328 | ) | $ 17,707 | ||
Adjustments to reconcile net income (loss) to net cash provided by | |||||
operating activities: | |||||
Depreciation and amortization | 7,585 | 7,338 | |||
Amortization of deferred compensation | 246 | 194 | |||
Impairment of Scanner asset | 18,984 | | |||
Stock option expense | 1,900 | | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 172 | (1,333 | ) | ||
Inventories, net | (347 | ) | (3,786 | ) | |
Prepaid expenses and other | (873 | ) | 4,761 | ||
Other assets | 428 | (2,681 | ) | ||
Accounts payable | 7,125 | (4,291 | ) | ||
Accrued expenses | (13,397 | ) | 10,783 | ||
Other liabilities | 118 | 385 | |||
Net cash provided by operating activities | 11,613 | 29,077 | |||
Cash flows from investing activities: | |||||
Purchases of property and equipment | (13,625 | ) | (8,845 | ) | |
Proceeds from investment sales | 54,555 | 48,705 | |||
Purchases of investments | (70,380 | ) | (44,250 | ) | |
Purchase of long-term asset | (1,981 | ) | (1,746 | ) | |
Net cash used in investing activities | (31,431 | ) | (6,136 | ) | |
Cash flows from financing activities: | |||||
Exercises of employee stock options | 651 | 1,709 | |||
Proceeds from long-term debt | | 30,000 | |||
Payments of cash dividends | (7,019 | ) | (6,281 | ) | |
Income tax benefit of options exercised | 186 | | |||
Repurchases of shares of common stock | (175 | ) | (5,045 | ) | |
Net cash provided by (used in) financing activities | (6,357 | ) | 20,383 | ||
Effect of exchange rate changes on cash | 539 | (2,387 | ) | ||
Net increase (decrease) in cash and cash equivalents | (25,636 | ) | 40,937 | ||
Cash and cash equivalents, beginning of period | 155,409 | 109,865 | |||
Cash and cash equivalents, end of period | $ 129,773 | $ 150,802 |
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