Welcome to the USANA Health Sciences First Quarter Earnings Conference Call on the 24th of April 2013. [Operator Instructions] I will now hand the conference over to Patrique Richards. Please go ahead.

Good morning, everyone. We appreciate you joining us this morning to review our first quarter results. Today's conference call is being broadcast live via webcast and can be accessed directly from our website at www.usanahealthsciences.com. Shortly following the call, a replay will be available. As a reminder, during the course of this conference call, management will make forward-looking statements regarding future events or the future financial performance of our company. Those statements involve risks and uncertainties that could cause actual results to differ perhaps materially from the results projected in such forward-looking statements. Examples of these statements include those regarding our personalization initiative, our strategies for each of our regions and our outlook for 2013. We caution you that these statements should be considered in conjunction with the disclosures, including specific risk factors and financial data contained in our most recent filings with the SEC. I'm joined this morning by Dave Wentz, our Chief Executive Officer; and Paul Jones, our Chief Financial Officer. Today we'll begin with a review of our operational progress and highlights during the quarter. Then Paul will provide a more detailed look at our first quarter financial results and the financial outlook for 2013. I will now turn the call over to Dave.

Thanks, Pat. Good morning, everyone. The first quarter of 2013 was a strong start to the year and marked the company's fifth straight quarter of both record sales and earnings per share. During the quarter, our management team continued to execute our 2013 strategic initiative, which include: Generating worldwide customer growth, advancing our personalization initiative, growing our greater China region and driving new market expansion. This morning I will provide an update on our progress in these areas and also discuss our regional results. Expanding our loyal customer base of product users and business builders is a significant goal of ours for 2013 and beyond. During the quarter, we executed a number of strategies to accomplish this goal. We continue to focus on training our Associate leaders, particularly on personal development and leadership skills. Our management team actively participated in a variety of Associate events, meetings and calls in each of our regions. We also train our leaders on our personalization strategy at these events in how to use the True Health Assessment and True Health Companion to customize the USANA experience for current and prospective customers. The True Health Assessment is an app that contains a short interactive questionnaire for our Associates to evaluate their health needs and the needs of their customers. The app is very intuitive and asks you about your lifestyle, daily activities, eating habits, health goals and more. The app gives you a list of your top health risk areas, a customized lifestyle plan and a personalized nutrition program. The True Health Companion is a wellness app that helps our customers manage, maintain and monitor their health progress on a daily basis. It will create a meal plan for you, remind you of your fitness goals, provide you with endless healthy recipes and remind you…

Thanks, Dave. I'll begin with our first quarter financial results and then discuss our updated financial guidance before turning the call over for questions. Sales for the first quarter increased 9.7%. Our active Associate base increased 4.6% during the quarter, primarily as a result of customer growth in several markets in Asia Pacific, as well as solid results in the U.S. and Mexico. Notable items that contributed to net sales growth include Associate growth in Asia Pacific, increased productivity from Associates in North America, a net positive impact of approximately $1.1 million from price changes in 2012 and 2013, sales of $1.1 million from our newest markets, and favorable changes in currency exchange rates that contributed just under $1 million to the top line for the quarter. Gross margins declined 20 basis points year-over-year, largely due to changes in the sales mix by market. These increases were partially offset by production efficiencies and a net benefit from price changes implemented over the last year. Although we had a small year-over-year positive impact from price changes made over the last year, I believe the remainder of 2013 will yield a more neutral to slightly negative impact from the price reductions implemented near the end of the first quarter. Associate incentives expense for the quarter decreased to 41.3% of net sales compared to 44.1% in the prior-year quarter. This decrease can primarily be attributed to the change to the Lifetime Matching Bonus program launched in the second quarter of 2012. The phase-out of the old matching bonus and the phase-in of the new Lifetime Matching Bonus occurred over a 6-month period and was completed during the fourth quarter of 2012. Price increases implemented over the last year also reduced our Associate incentives expense. These benefits were partially offset by spending on contests…

[Operator Instructions] The first question comes from John San Marco from Janney Capital Markets.

What drove the quarter-over-quarter decline in active Associates in Greater China?

Probably a number of things. But we had a new system that we're implementing over in Greater China, updating our computer systems. We had a number of difficulties and challenges with those systems. We may have had a number of people getting in and placing small, onetime orders as they were checking into the system or struggling with the system and getting frustrated. So we feel we probably had some people and some customers that were small, onetime orders that made that number larger. And now we're on a run rate that makes sense with where we should be.

Got it. And are those -- the systems issues, will they be contained in the first quarter?

They are behind us already. So it was a painful period, as all computer system upgrades are. We had to move the systems in China to our platform and our database and all that. So it was a painful experience like it's been for the company over the last 20 years whenever we had to do a major upgrade. But you suffer through it for a few months, and then you keep move on and keep going.

Got it. And how many of the active Associates in that segment are from BabyCare?

We typically don't break out those by country, but we have seen a good increase in the Associates that are going to BabyCare. We are seeing some significant growth in China itself.

Okay. And then what was the revenue contribution from -- I'm sorry if I missed this, from new markets opened in North America, in Europe?

The new markets in Europe?

Just over about -- in Europe, just about $1 million. If we're looking all of our new markets from last year combined, it's just over $1 million.

Got it. Okay. And I think the new markets -- certainly last year, were ramping slower than you anticipated. And I guess the maybe even in the quarter, that was a little slower than you would've anticipated when you launched. Number 1, is that true? And then number 2, what are the plans to sort of ramp those more rapidly?

We're definitely not happy with how fast we're going there. We always want to go faster. We are seeing some progress in some areas. But some markets take a year or 2 to mature and develop and get the leadership that it needs to take that market and drive it. So we don't expect it to happen overnight. Some markets are fast like that, but most markets take a year or 2 to develop, build leadership and then you'll see the sustainable growth. So early on, we're never happy because we always want it faster. And we're definitely not happy with it so far. We're going to keep putting efforts into creating the long-term strong business in those new markets.

Got it. But from your perspective, there is no need for a new game plan. You've got the right game plan. It's just a matter of patience?

Yes. These new markets are the smaller markets. I mean when we look at the big markets, it's North America, it's China. Those are the big markets. And so adding these, they add additional regions and opportunity, But we're not going to grow the company based on just adding new markets.

Great. And then last question. Thank you for the details on the inventory growth during the quarter. I was wondering if you could just address the same issue but over the longer term? I guess it's been several years now. Days of inventory has sort of leaked higher [ph]. Just wondering why we've seen less efficient use of inventory and whether there's an opportunity to improve on that?

We do see an opportunity to improve in that right now. As we mentioned earlier, our desire -- because of such a low carrying cost and because our high desire and our major focus is customer service, we have chosen to increase our lead times in some of our inventory carrying costs. We believe in 2012, we were a little bit lower than we'd like to be in some of that. I think what we will see over the next year as we would see that drop from the $43 where it's at down to $2.5 million from where it's at on a consistent basis. We just want to make sure that we have -- in the greater China region, we have those markets taken care of as we go forward.

Got it. And you'll be able to reduce that inventory without impacting lead times?

Yes, we will.

The next question comes from Tim Remy from Davidson & Co. Timothy S. Ramey - D.A. Davidson & Co., Research Division: A couple of questions on -- just to revisit John's question, I think I recall, we talked about this computer glitch. And it seems to me that was last -- was it last December? So I mean, it really was a 4Q event that perhaps had some lingering impacts into the 1Q. How would you characterize that?

It took a few months to get things running as smoothly and as fast as people are used to around the world. And so we definitely had our struggles, but people understood that it was creating the foundation for the future. And so they tolerated it, as we all have to when we're running into those computer glitches inside or outside of companies. And yes, there was a lot of testing of the system, a lot of skepticism as they waited to say, "Okay, now it's good to go." First quarter we've had 0 issues that I've heard off. It's all been up and running smoothly back to our normal USANA standards. A lot of the -- sorry, Tim, a lot of those changes happened in October and November. We saw some hit in December. But fourth quarter was really when we saw the bulk of those challenges and we should be through those. Timothy S. Ramey - D.A. Davidson & Co., Research Division: Okay. So we shouldn't really think about this as something to wrap against in terms of the comp in the 4Q of this year. Or do you think -- I mean, if you're characterizing the orders as smallish, not real sticky to the model, that may or may not be an important comp issue?

I don't think it's an issue that you need to worry about going forward. It's something that's really behind us. Timothy S. Ramey - D.A. Davidson & Co., Research Division: Okay. And then I noticed on your 10-K, you had 13.5 million shares outstanding as of March 1. Share repurchase has been spectacular, particularly doing that and maintaining a cash level. You just mentioned 13.8 million shares for all of '13. Would you say that the dilution factor right now is somewhere around that 300,000 shares? Or have you got a handle on that, Paul?

Yes, that's a fully diluted. And yes, we do believe it's around that 300,000.

Okay. That's correct. Timothy S. Ramey - D.A. Davidson & Co., Research Division: So your guidance doesn't include any further share repurchase?

No. It does not. Timothy S. Ramey - D.A. Davidson & Co., Research Division: Okay, great. And then just on the SG&A expense that was higher, you touched on that but I'd love a little further color on how that might shape up for the rest of the year, and what the factors were made it higher in the 1Q?

Well, wages and benefits and -- really, it comes down to a couple of strategies. We're looking at -- as we mentioned last quarter, investment into our IT infrastructure and helping that to get us ramped up and moving. We're also -- we had some increased expenses from the AP convention, which was very successful and a large turnout for that event. And then we've had our regional meetings that have contributed to that. So we would anticipate that we would see some leverage out of that SG&A but I think what we've anticipated for the year overall will be in there. Same range. Timothy S. Ramey - D.A. Davidson & Co., Research Division: Did you say a number for the year overall? If you did, I missed it. Or about the same range about 25%?

Yes. We think it'll be down just a little [indiscernible] basis points but real close to where we're at.

The next question comes from Rommel Dionisio from Wedbush Securities.

You guys had some really nice acceleration in the U.S. business the last few quarters. And I wonder if we could just talk about the impact of personalization MyHealthPak has really had on that segment of the business. I know you guys spent a lot of time and attention on that at the convention last summer. So could you just talk through that and discuss the impact of that?

We're seeing a number of things around. In the U.S. we're seeing an optimism, general lifting of the economy. I guess the most part, product users are able to buy more products than they used to. We're seeing them make larger purchases. To have more discretionary income, I guess, would be the main thing. But we would have a wave of leaders that I are, I won't say health fanatics but they take all the products there, serious, into more athletes, sports, focused on that and we're seeing them purchase much larger quantities of products for personal use, and selling those products to customers who are very product focused. And spending more money than they used to while times were tough and the economy was hard. And we feel this wave of energy, they're using the True Health Assessment to help people take more products. With the True Health Assessment in front of them, it gives them a recommended products by ranking, and we're seeing people order 1 further down on that product list than probably normally would've because they're seeing products personalized for themselves by that iPad app. And so, it feels good to have that product focus and increased product usage.

That's great. Maybe one quick follow-up. The price reduction you guys have talked about in Australia and New Zealand and some other markets, maybe I missed this, but did you guys talk about the magnitude of that reduction?

Yes. We touched on this last quarter. We anticipate that the price reductions in Australia and New Zealand area were about 14% aggregate overall. That was implemented partway through the first quarter and we've seen probably about a 6% or so of impact on overall sales. So it's a partial impact. We'll see a little more impact on that as was mentioned earlier to the net sales going forward. But -- and Canada was a 10% to 11% price discount increase.

[Operator Instructions] The next question comes from Scott Van Winkle from Cannacord Genuity.

A quick follow-up on that sequential decline in distributors in greater China. I just want to make sure I understand. The revenue was up a little sequentially while distributors were down sequentially. So was it in the new Associates coming on and small initial orders that were kind of lost in the shuffle. Is that what was indicated?

That's what we are believing and that's what we're seeing. I mean, the numbers were off a little bit from the normal order sizes. And so, that, coupled with some -- maybe some incentives from people who were reaching the end of Matching Bonus, the number of different little factors I think all added up to. A number of customers either dabbling, trying small orders and not being there the next quarter. But the sales revenues are that consistent growing [indiscernible] So that's where we're focusing our attention rather than that anomaly.

And then I know, it's a small market, but looking at the North Asia, I would've thought with the currency headwinds you had, particularly in Japan, that number would've been a little lower than what you reported. Was it Korea that you said? I apologize. Was it Korea that was real strong this quarter in those 2 markets?

Yes. Korea remains strong and we are still working with Japan. But Korea is where our strength is.

And then any additional color on Southeast Asia? It's been a really strong grower, a little slower this quarter in your first sequential decline in Associates and quite some time from Q4 to Q1? Anything additional you can add in Southeast Asia?

Well, some of the decline there we saw was really in the Philippines area, still strong market, very positive about that market. But it's not uncommon when you see a real strong sales push like we saw in the fourth quarter to see some drop off a little bit, especially going after the holidays and looking very confident that that's going to continue to grow as we've seen in the past.

Philippines is going so hot and fast. I mean, that pace was just an unbelievable pace. Though we're still seeing 10,000 people come to quarterly events, the energy is high and great leadership there. So we still have great expectations. Just how fast can it fly is the question.

Got you. And then on North America, the comment about kind of larger, average order size. If you look at revenue growth versus Associate growth in North America, the disparity between the 2, is that mostly average order size, you think, this quarter?

Absolutely. And you're seeing a reengagement of some of the Associate leaders in the North American, U.S. and Mexico areas. And so, combining those 2, we're seeing a larger share of pocket size, pocket purchase from each of those.

Okay. And then follow-up on Tim's question about the share count. So the ending fully diluted share count at the end of that March quarter was around 13.8%? Is that what I...

Yes.

Okay. And then last question. Sorry for the multiple questions. The volume incentive guidance for returning to 42.5, if I remember correctly, I think you were talking 43 last quarter. And maybe I had that wrong or maybe it's what I thought the indication was. Can you talk about maybe anything you've seen different in that incentive expense than maybe where you thought you were a few months ago as you went through, cycling through the Matching Bonus switchover?

No. We anticipated that we would see this drop a little bit before it. That incentive line ebbs and flows a little bit. As we see the Lifetime Matching Bonus continue to take home kicking, we'll see that grow a little bit. It also gives us -- it puts us in a great position where we can do, as Dave has talked about, some regional promotions to drive growth and to do some real strategic issues to help those different areas from a growth standpoint. We anticipate it will stay around -- it will end around 42.5 and that's where we said it would be, the 42. That's consistent with what we've been saying.

Great. And one other question, events. Regional events, is there any change this year versus last -- obviously you moved Australia, but as far as the number of events, any change year-over-year?

We've taken the production value up some. We've added some more recognition and starting to do some our local recognition. And as we're in Chicago, people are saying they traveled just because they were going to be recognized to events that they wouldn't normally go to. So good attendance, good production value were people are just amazed with the quality of the USANA [indiscernible] keeps doing a better and better job. And events are going well. I mean, event in Mexico was insane. The largest event we've had in the North America outside of the international convention down in Mexico. It was a ton of energy and a lot of excitement for Colombia announcement. It was on fire. They were dancing in the alleyways.

We have no more questions at this time. Are there any further points you wish to raise?

No. Thank you for your questions and for your participation on today's conference call. Do you have any remaining questions? Please feel free to contact Investor Relations at (801) 954-7961.

Thank you. This concludes the conference call. Thank you for participating. You may now disconnect.