\nUSANA Health Sciences, Inc. (NYSE: USNA) (the \u201cCompany,\u201d \u201cUSANA\u201d), today announced its acquisition of a 78.8% controlling ownership stake in Hiya Health Products, LLC (\u201cHiya\u201d), a leading direct-to-consumer provider of high-quality children\u2019s health & wellness products. The $205 million cash transaction closed on December 23, 2024 and is anticipated to be accretive to USANA\u2019s 2025 adjusted EBITDA. For the last twelve months ended September 30, 2024 (unaudited), Hiya generated net sales of $103 million, net income of $19 million, and adjusted EBITDA of $22 million. As of September 30, 2024, Hiya had more than 200,000 customers.<\/p>\n
\n\u201cThe Hiya brand is a natural fit for USANA and this acquisition represents a key strategic milestone for our business,\u201d said Jim Brown, President and Chief Executive Officer of USANA Health Sciences, Inc. \u201cHiya\u2019s co-founders, Darren Litt and Adam Gillman, have disrupted the children\u2019s health and wellness market by building a high quality, better-for-you brand that aligns with our vision of creating the healthiest family on Earth. This strategic acquisition adds a diversified layer of growth to USANA\u2019s overall business, while maintaining our commitment to our core direct sales business, where we continue to invest in initiatives to drive growth. Notably, this acquisition will allow USANA to reach a broader audience by diversifying distribution channels through Hiya, which we believe will enhance our ability to generate sustainable long-term growth and deliver value for our stakeholders. Darren and Adam will continue to lead Hiya through its next phase of growth. Their leadership and expertise is instrumental to Hiya\u2019s business, which is now part of USANA\u2019s mission and strategic objectives.\u201d<\/p>\n
\nDarren Litt, co-founder and CEO of Hiya, commented, \u201cToday represents an exciting chapter for Hiya and we are thrilled to join the USANA family. As parents ourselves, we recognized that so many wellness companies did not prioritize our children\u2019s health interests, so we created Hiya to give families the very best in clean, honest nutrition. With the help of USANA’s extensive capabilities, support and international expertise, we can now extend that commitment to create healthy products for more families in more countries. USANA and Hiya share a deep commitment to improving the lives of families everywhere by providing the best nutritional products possible, and we look forward to continuing this exciting journey as part of USANA.\u201d<\/p>\n
Strategic Rationale<\/b><\/p>\n \n\u2071 Source: Nielsen<\/p>\n Transaction Highlights<\/b><\/p>\n \nBofA Securities acted as exclusive financial advisor to the Company in connection with the transaction. Wilson Sonsini Goodrich & Rosati, P.C. served as the Company\u2019s legal advisor. William Hood & Company, LLC acted as exclusive financial advisor to Hiya. Bodman PLC acted as Hiya\u2019s legal advisor.<\/p>\n Conference Call<\/b><\/p>\n \nThe Company will provide a supplemental presentation and discuss the transaction on a conference call on Monday, December 23, 2024 at 5:00 PM Eastern Time. The supplemental presentation and live audio webcast of the conference call will be available on the Company\u2019s investor relations website at http:\/\/ir.usana.com<\/a>.<\/p>\n Non-GAAP Financial Measures<\/b><\/p>\n \nThis press release contains the non-GAAP financial measure LTM adjusted EBITDA of Hiya. Adjusted EBITDA is a Non-GAAP financial measure of earnings before interest, taxes, depreciation, and amortization that also excludes certain adjustments as indicated below in the reconciliation from net income.<\/p>\n \nThe Company prepares its financial statements using U.S. generally accepted accounting principles (\u201cGAAP\u201d) and investors should not directly compare with or infer relationship from any of the Company\u2019s operating results presented in accordance with GAAP to the LTM adjusted EBITDA of Hiya. We believe that this non-GAAP financial information of Hiya may be helpful to investors as an indication of future cash flow generation. Non-GAAP financial measures have limitations in their usefulness to investors because they have no standardized meaning prescribed by GAAP and are not prepared under any comprehensive set of accounting rules or principles. In addition, other companies, including companies in our industry, may calculate similarly titled non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of non-GAAP financial information as a tool for comparison. As a result, the non-GAAP financial information of Hiya is presented for supplemental informational purposes only and should not be considered in isolation from, or as a substitute for financial information presented in accordance with GAAP.<\/p>\n \nThe following is a reconciliation of net income, presented and reported in accordance with GAAP, to Adjusted EBITDA:<\/p>\n\n
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