The following Management's Discussion and Analysis should be read in conjunction
with the unaudited condensed consolidated financial statements and notes thereto
included in this report, as well as the consolidated financial statements, the
notes thereto, and management's discussion and analysis included in our Annual
Report on Form 10-K for the year ended December 31, 2021, and our other reports
filed since the date of such Form 10-K.

OVERVIEW



We are a natural health and wellness company primarily engaged in the
manufacture and sale of nutritional and personal care products. We are a Utah
corporation with our principal place of business in Lehi, Utah, and sell our
products directly to customers and to a sales force of independent consultants
who resell our products to consumers.

Our independent consultants market and sell our products to customers and
sponsor other independent consultants who also market our products to customers.
Because a significant amount of revenue is generated through the sales or our
independent consultants, our revenue can be impacted by the number and
productivity of our independent consultants. We seek to motivate and provide
incentives to our independent consultants by offering high quality products,
product support, training seminars, and financial incentives, among other
considerations.

COVID-19



In or about December 2019, a novel strain of coronavirus, SARS-CoV-2 "COVID-19",
began aggressively spreading throughout the world, including all the primary
markets where we conduct business. As COVID-19 has spread throughout the world,
it has impacted our markets differently. At various times during the course of
the pandemic and throughout our markets, governments have issued orders and
restrictions that have limited the ability of our consultants to meet with
consumers, put downward pressure on our sales in many of our markets and added
substantial uncertainties to our global supply chain. Different variants of
COVID-19 continue to arise and spread in various places around the world. We
continue to take actions to mitigate the effects COVID-19 may have on our
business, such actions may ultimately be insufficient to avoid substantial
impact on the consolidated financial statement or material health of the
Company. At this time, the duration of any business disruption and related
financial impact cannot be reasonably estimated.

Eastern Europe



On February 24, 2022, Russian forces launched significant military action
against Ukraine. There continues to be sustained conflict and disruption in the
region, which is expected to endure for the foreseeable future. Our consultants
in our Russia and Other market, a market within our Europe business segment that
includes Russia, Ukraine, Belarus and other Common Independent States in the
region, continue to operate their independent businesses, albeit at a reduced
level than prior to the start of the conflict. For the six months ended June 30,
2022, we have recorded a pretax charge of $3.1 million, primarily related to the
impairment of inventory, as well as accruals for contractual obligations related
to Russian operations. We expect that this will continue to impact our business
for the foreseeable future. We will continue monitoring the social, political,
regulatory and economic environment in Ukraine and Russia, and will consider
further actions as appropriate.

Net sales related to Russia and Other for the three and six months ended
June 30, 2022, were $11.1 million and $25.6 million, respectively, compared to
$14.0 million and $28.3 million for the same periods in 2021. Operating income
related to Russia and Other for the three and six months ended June 30, 2022,
was $1.0 million and $2.2 million, respectively, prior to the charges noted
above, compared to $1.4 million and $2.7 million for the same periods in 2021.
As of June 30, 2022, Russia and Other had assets of $5.2 million, net of working
capital reserves, which primarily consisted of inventories and accounts
receivable.

More broadly, there could be additional negative impacts to our net sales,
earnings and cash flows should the situation escalate beyond its current scope,
including, among other potential impacts, economic recessions in certain
neighboring countries or globally due to inflationary pressures and supply chain
cost increases or the geographic proximity of the war relative to the rest of
Europe.

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Inflation

In 2021, the inflation rate in the U.S. began to increase significantly. In
2022, the inflation rate increase accelerated and during the six months ended
June 30, 2022, was the highest in 40 years. Europe and other areas in which we
do business are also experiencing higher levels of inflation. Our operations
have been, and may continue to be, adversely impacted by inflation, primarily
from higher costs of raw materials, labor, production, distribution and
transportation costs.

In the second quarter of 2022, we experienced a decrease in our consolidated net
sales of 4.4 percent (or an increase of 0.5 percent in local currencies)
compared to the same period in 2021. Asia net sales increased approximately 8.8
percent (or 18.8 percent in local currencies) compared to the same period in
2021. Europe net sales decreased approximately 20.3 percent (or 16.2 percent in
local currencies) compared to the same period in 2021. North America net sales
decreased approximately 8.8 percent (or 8.5 percent in local currencies)
compared to the same period in 2021. Latin America and Other net sales decreased
approximately 15.4 percent (or 15.0 percent in local currencies) compared to the
same period in 2021. The strengthening of the U.S. dollar versus the local
currencies, primarily in our Asian and European markets, resulted in an
approximate 4.9 percent, or $5.4 million, decrease of our net sales during the
quarter.

Cost of sales increased $1.0 million during the three months ended June 30,
2022, compared to the same period in 2021, and as a percentage of net sales were
28.3 percent and 26.1 percent for the three months ended June 30, 2022 and 2021,
respectively. The increase in cost of sales percentage is primarily due to
changes in inventory valuation reserves, changes in market mix, heightened
inflation, and increases in raw materials, production and transportation costs.
For the six months ended June 30, 2022, we had incremental valuation charges of
$5.0 million related to inventory. Of that amount $2.7 million related to the
conflict between Russia and Ukraine, and $2.3 million related to changes in
forecast demand and production issues, among other factors.

In absolute terms, selling, general and administrative expenses increased $1.3
million during the three months ended June 30, 2022, compared to the same period
in 2021, and as a percentage of net sales were 35.4 percent and 32.7 percent for
the three months ended June 30, 2022 and 2021, respectively. The dollar increase
was primarily related to higher service fees that resulted from growth in
China's net sales, increased selling costs and direct marketing spend intended
to drive growth, increase in expected level of convention and distributor
events, as well as growth in markets with higher variable costs.

As an international business, we have significant sales and costs denominated in
currencies other than the U.S. Dollar. We expect foreign markets with functional
currencies other than the U.S. Dollar will continue to represent a substantial
portion of our overall sales and related operating expenses. Accordingly,
changes in foreign currency exchange rates could materially affect sales and
costs or the comparability of sales and costs from period to period as a result
of translating foreign markets financial statements into our reporting currency.

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RESULTS OF OPERATIONS

The following table summarizes our unaudited consolidated operating results from
continuing operations in U.S. dollars and as a percentage of net sales for the
three months ended June 30, 2022 and 2021 (dollar amounts in thousands):


                                             Three Months Ended                            Three Months Ended
                                                June 30, 2022                                 June 30, 2021                                    Change
                                       Total               Percent of                Total               Percent of               Total
                                      dollars               net sales               dollars               net sales              dollars             Percentage
Net sales                          $  104,161                     100.0  %       $  108,978                     100.0  %       $ (4,817)                      (4.4) %
Cost of sales                          29,471                      28.3              28,463                      26.1             1,008                        3.5
Gross profit                           74,690                      71.7              80,515                      73.9            (5,825)                      (7.2)
Volume incentives                      32,069                      30.8              35,443                      32.5            (3,374)                      (9.5)
SG&A expenses                          36,866                      35.4              35,586                      32.7             1,280                        3.6
Operating income                        5,755                       5.5               9,486                       8.7            (3,731)                     (39.3)
Other income (loss), net                 (442)                     (0.4)                529                       0.5              (971)                    (183.6)
Income before income taxes              5,313                       5.1              10,015                       9.2            (4,702)                     (46.9)
Provision for income taxes              4,361                       4.2               3,221                       3.0             1,140                       35.4
Net income                         $      952                       0.9  %       $    6,794                       6.2  %       $ (5,842)                     (86.0) %



The following table summarizes our unaudited consolidated operating results from
continuing operations in U.S. dollars and as a percentage of net sales for the
six months ended June 30, 2022 and 2021 (dollar amounts in thousands):


                                                 Six Months Ended                                   Six Months Ended
                                                  June 30, 2022                                      June 30, 2021                                       Change
                                         Total                  Percent of                  Total                  Percent of               Total
                                        dollars                  net sales                 dollars                  net sales              dollars     

        Percentage
Net sales                          $       214,655                     100.0  %       $       211,399                     100.0  %       $   3,256                        1.5  %
Cost of sales                               63,931                      29.8                   55,442                      26.2              8,489                       15.3
Gross profit                               150,724                      70.2                  155,957                      73.8             (5,233)                      (3.4)
Volume incentives                           66,171                      30.8                   69,698                      33.0             (3,527)                      (5.1)
SG&A expenses                               77,489                      36.1                   69,138                      32.7              8,351                       12.1
Operating income                             7,064                       3.3                   17,121                       8.1            (10,057)                     (58.7)
Other loss, net                               (756)                     (0.4)                  (1,404)                     (0.7)               648                       46.2
Income before income taxes                   6,308                       2.9                   15,717                       7.4             (9,409)                     (59.9)
Provision for income taxes                   8,042                       3.7                    4,771                       2.3              3,271                       68.6
Net income (loss)                  $        (1,734)                     (0.8) %       $        10,946                       5.2  %       $ (12,680)                    (115.8) %



 Net Sales

International operations have provided, and are expected to continue to provide,
a significant portion of our total net sales. As a result, total net sales will
continue to be affected by fluctuations in the U.S. dollar against foreign
currencies. In order to provide a framework for assessing how our underlying
businesses performed excluding the effect of foreign currency fluctuations, in
addition to comparing the percent change in net sales from one period to another
in U.S. dollars, we present net sales excluding the impact of foreign exchange
fluctuations. We compare the percentage change in net sales from one period to
another period by excluding the effects of foreign currency exchange as shown
below. Net sales excluding the impact of foreign exchange fluctuations is not a
U.S. GAAP financial measure and removes from net sales in U.S. dollars the
impact of changes in exchange rates between the U.S. dollar and the functional
currencies of our foreign subsidiaries, by translating the current period net
sales into U.S. dollars using the same foreign currency exchange rates that were
used to translate the net sales for the previous comparable period. We believe
presenting the impact of foreign currency fluctuations is useful to investors
because it allows a more meaningful comparison of net sales of our foreign
operations from period to period. However, net sales excluding the impact of
foreign currency fluctuations should not be considered in isolation or as an
alternative to net sales in U.S. dollar measures that reflect current period
exchange rates, or to other financial measures calculated and presented in
accordance with U.S. GAAP. Throughout the last five years, foreign currency
exchange rates have fluctuated significantly. See Item 3. Quantitative and
Qualitative Disclosures about Market Risk.
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The following table summarizes the changes in net sales by operating segment
with a reconciliation to net sales excluding the impact of currency fluctuations
for the three months ended June 30, 2022 and 2021 (dollar amounts in
thousands):
                                                                         

Net Sales by Operating Segment


                                                                                                                               Percent
                                                                                                                                Change
                                       Three Months         Three Months                                Impact of             Excluding
                                          Ended                 Ended               Percent              Currency             Impact of
                                      June 30, 2022         June 30, 2021            Change              Exchange              Currency
Asia                                 $      47,382          $   43,536                    8.8  %       $  (4,358)                    18.8  %
Europe                                      17,099              21,455                  (20.3)              (887)                   (16.2)
North America                               34,082              37,372                   (8.8)              (102)                    (8.5)
Latin America and Other                      5,598               6,615                  (15.4)               (25)                   (15.0)
                                     $     104,161          $  108,978                   (4.4) %       $  (5,372)                     0.5  %



The following table summarizes the changes in net sales by operating segment
with a reconciliation to net sales excluding the impact of currency fluctuations
for the six months ended June 30, 2022 and 2021 (dollar amounts in thousands):

                                                                           

Net Sales by Operating Segment


                                                                                                                                   Percent
                                                                                                                                    Change
                                                                 Six Months                                 Impact of             Excluding
                                       Six Months Ended             Ended               Percent              Currency             Impact of
                                        June 30, 2022           June 30, 2021            Change              Exchange              Currency
Asia                                 $          93,492          $   79,291                   17.9  %       $  (6,208)                    25.7  %
Europe                                          38,876              43,655                  (10.9)            (1,441)                    (7.6)
North America                                   70,063              75,134                   (6.7)              (103)                    (6.6)
Latin America and Other                         12,224              13,319                   (8.2)               (87)                    (7.6)
                                     $         214,655          $  211,399                    1.5  %       $  (7,839)                     5.2  %



Consolidated net sales for the three and six months ended June 30, 2022, were
$104.2 million and $214.7 million, respectively, compared to $109.0 million and
$211.4 million for the same period in 2021, which represents decreases of 4.4
percent and increases of 1.5 percent, respectively. The decrease for the three
months ended June 30, 2022, was primarily related to product sales declines in
our Europe, North America, and Latin America and Other operating segments. The
increase for the six months ended June 30, 2022, was primarily related to
notable product sales growth in our Asia operating segment. Excluding the impact
of foreign currency exchange rate fluctuations, consolidated net sales for the
three and six months ended June 30, 2022, increased 0.5 percent and 5.2 percent,
respectively, from the same periods in 2021.

Asia



Net sales related to Asia for the three and six months ended June 30, 2022, were
$47.4 million and $93.5 million, respectively, compared to $43.5 million and
$79.3 million for the same periods in 2021, or increases of 8.8 percent and 17.9
percent, respectively. In local currency, net sales for the three and six months
ended June 30, 2022, increased 18.8 percent and 25.7 percent, respectively,
compared to the same periods in 2021.
Notable activity in the following markets contributed to the results of Asia:

In our South Korea market, net sales decreased $3.1 million and $4.2 million, or
17.6 percent and 13.1 percent, for the three and six months ended June 30, 2022,
respectively, compared to the same periods in 2021. In local currency, net sales
for the three and six months ended June 30, 2022, decreased 7.6 percent and 4.2
percent, respectively, compared to the same periods in 2021. The decrease in
local currency for the three and six months ended June 30, 2022, was primarily
the result of government restrictions in the market intended to slow the spread
of COVID-19, which were not lifted until the second quarter.

In our Taiwan market, net sales increased $7.2 million and $14.2 million, or
152.3 percent and 189.1 percent, for the three and six months ended June 30,
2022, compared to the same periods in 2021. In local currencies, net sales for
the three and six months ended June 30, 2022, increased 163.7 percent and 195.9
percent, compared to the same periods in 2021. We
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attribute the growth in net sales primarily to product promotions intended to
stimulate activity as well as an increase in demand for nutritional supplements.

In our Japan market, net sales increased $1.5 million and $3.1 million, or 17.5
percent and 19.1 percent, for the three and six months ended June 30, 2022,
respectively, compared to the same periods in 2021. In local currencies, net
sales for the three and six months ended June 30, 2022, increased 38.0 percent
and 35.5 percent, respectively, compared to the same periods in 2021. We
attribute the growth in net sales primarily to product promotions intended to
stimulate activity as well as an increase in demand for nutritional supplements.

In our China market, net sales decreased $0.8 million and increased $3.1
million, or decreased 7.9 percent and increased 16.7 percent, for the three and
six months ended June 30, 2022, respectively, compared to the same periods in
2021. In local currencies, net sales for the three and six months ended June 30,
2022, increased decreased 5.7 percent and increased 16.8 percent, respectively,
compared to the same periods in 2021. The decrease in net sales for the three
months ended June 30, 2022, was primarily the result of additional government
restrictions in the market intended to slow the spread of COVID-19, which
included lockdowns during the second quarter. We attribute the growth in net
sales for the six months ended June 30, 2022, primarily to initiatives designed
to increase independent service providers' engagement levels and gain market
share.

Europe

Net sales related to Europe for the three and six months ended June 30, 2022,
were $17.1 million and $38.9 million, respectively, compared to $21.5 million
and $43.7 million for the same periods in 2021, or decreases of 20.3 percent and
10.9 percent, respectively. In local currency, net sales for the three and six
months ended June 30, 2022, decreased 16.2 percent and 7.6 percent,
respectively, compared to the same periods in 2021. The functional currency for
many of these markets is the U.S. Dollar which reduces the effect from foreign
currency fluctuations. Fluctuations in foreign exchange rates had unfavorable
impacts on net sales of $0.9 million and $1.4 million for the three and six
months ended June 30, 2022, respectively. Net sales decreased primarily as a
result of conflict between Russia and Ukraine which has placed significant
financial pressures on the surrounding Western and Eastern Europe markets, and
customer sensitivity due to inflationary pressures, among other factors.

North America



Net sales related to North America for the three and six months ended June 30,
2022, were $34.1 million and $70.1 million, respectively, compared to $37.4
million and $75.1 million for the same periods in 2021, or decreases of 8.8
percent and 6.7 percent, respectively. In local currency, net sales for the
three and six months ended June 30, 2022, decreased 8.5 percent and 6.6 percent,
respectively, compared to the same periods in 2021.

In the United States, net sales decreased $2.9 million and $4.6 million, or 8.4
percent and 6.6 percent, for the three and six months ended June 30, 2022,
respectively, compared to the same periods in 2021. The decrease in sales was
due primarily to stock outs of certain products as a result of supply chain
challenges, and a reduction in the average order size attributed to customer
sensitivity due to inflationary pressures, among other factors.

Latin America and Other



Net sales related to Latin America and Other markets for the three and six
months ended June 30, 2022, were $5.6 million and $12.2 million, respectively,
compared to $6.6 million and $13.3 million for the same periods in 2021, or
decreases of 15.4 percent and 8.2 percent, respectively. In local currency, net
sales for the three and six months ended June 30, 2022, decreased 15.0 percent
and 7.6 percent, respectively, compared to the same periods in 2021.
Fluctuations in foreign currency had unfavorable impacts on net sales of $25,000
and $0.1 million for the three and six months ended June 30, 2022, respectively.
The decrease in sales was due primarily to stock outs of certain products as a
result of supply chain challenges, and a reduction in the average order size
attributed to customer sensitivity due to inflationary pressures, among other
factors.

Further information related to our Asia, Europe, North America, and Latin America and Other business segments is set forth in Note 7 to the Unaudited Condensed Consolidated Financial Statements in Part 1, Item 1 of this report.


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Cost of Sales

Cost of sales as a percent of net sales was 28.3 percent and 29.8 percent for
the three and six months ended June 30, 2022, compared to 26.1 percent and 26.2
percent for the same periods in 2021. The increase in cost of sales percentage
is primarily due to changes in inventory valuation reserves as a result of the
conflict between Russia and Ukraine, as well as reserves for other markets,
changes in market mix, persistent inflation, and increases in raw materials,
production and transportation costs. For the six months ended June 30, 2022, we
had incremental valuation charges of $5.0 million related to inventory. Of that
amount $2.7 million related to the conflict between Russia and Ukraine, and $2.3
million related to changes in forecast demand and production issues, among other
factors.

Volume Incentives

Volume incentives expense as a percent of net sales was 30.8 percent and 30.8
percent for the three and six months ended June 30, 2022, respectively, compared
to 32.5 percent and 33.0 percent for the same periods in 2021. These payments
are designed to provide incentives for reaching certain sales levels. Volume
incentives vary slightly, on a percentage basis, by product due to pricing
policies and commission plans in place in our various operations. We do not pay
volume incentives in China, instead we pay independent service fees which are
included in selling, general and administrative expenses. Volume incentives as a
percentage of net sales can fluctuate based on promotional activity and mix of
sales by market. The decrease in volume incentives as a percent of net sales for
the three and six months ended June 30, 2022 is primarily due to change in
market mix, reflecting growth in markets where volume incentives as a percentage
of net sales are lower than the consolidated average, and the growth in NSP
China. The decrease also reflects cost savings from the September 2020 launch of
our new consultant sales and compensation plan in North America and LATAM.

Selling, General and Administrative



Selling, general and administrative expenses represent operating expenses,
components of which include labor and benefits, sales events, professional fees,
travel and entertainment, marketing, occupancy costs, communications costs, bank
fees, depreciation and amortization, independent services fees paid in China,
and other miscellaneous operating expenses.

Selling, general and administrative expenses increased by $1.3 million and $8.4
million, respectively, to $36.9 million and $77.5 million for the three and six
months ended June 30, 2022, respectively, compared to the same periods in 2021.
Selling, general and administrative expenses were 35.4 percent and 36.1 percent
of net sales for the three and six months ended June 30, 2022, compared to 32.7
percent and 32.7 percent for the same periods in 2021. The dollar increase in
selling, general and administrative expenses was primarily related to higher
service fees that resulted from growth in China's net sales, increased selling
costs and direct marketing spend intended to drive growth, increase in expected
level of convention and distributor events, as well as growth in markets with
higher variable costs.

Other Income (Loss), Net

Other income (loss), net, for the three and six months ended June 30, 2022, were
losses of $0.4 million and $0.8 million, respectively, compared to gains of $0.5
million and losses of $1.4 million during the same periods in 2021,
respectively. Other income (loss), for the three and six months ended June 30,
2022 primarily consisted of foreign exchange gains and losses as a result of net
changes in foreign currencies primarily in Asia, Europe and Latin America.

Income Taxes



For the three months ended June 30, 2022 and 2021, our provision for income
taxes, as a percentage of income before income taxes was 82.1 percent and 32.2
percent, respectively, compared with a U.S. federal statutory rate of 21.0
percent. For the six months ended June 30, 2022 and 2021, our provision for
income taxes, as a percentage of income before income taxes was 127.5 percent
and 30.4 percent, respectively, compared with a U.S. federal statutory rate of
21.0 percent.

The difference between the effective tax rate and the U.S. federal statutory tax
rate for the three and six months ended June 30, 2022, was primarily attributed
to recording a valuation allowance against deferred tax assets which are
expected to expire before utilization.

The difference between the effective tax rate and the U.S. federal statutory tax
rate for the three and six months ended June 30, 2021, was primarily attributed
to an increase in tax liability associated with transfer pricing adjustments,
nondeductible
executive compensation, and net unfavorable foreign tax related items, partially
offset by favorable deductions for stock compensation.
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The difference between the effective tax rate for the three and six months ended
June 30, 2022 compared to June 30, 2021 is primarily caused by recording a
valuation allowance in the current period against deferred tax assets which are
expected to expire before utilization.

Our U.S. federal income tax returns for 2018 through 2020 are open to examination for federal tax purposes. We have several foreign tax jurisdictions that have open tax years from 2016 through 2021.

As of June 30, 2022 and December 31, 2021, we do not have any amounts accrued for unrecognized tax positions.

Product Categories



Our line of over 700 products includes several different product
classifications, such as immune, cardiovascular, digestive, personal care,
weight management and other general health products. We purchase herbs and other
raw materials in bulk and, after quality control testing, we formulate,
encapsulate, tablet or concentrate them, label and package them for shipment.
Most of our products are manufactured at our facility in Spanish Fork, Utah.
Contract manufacturers produce some of our products in accordance with our
specifications and standards. We have implemented quality control procedures to
verify that our contract manufacturers have complied with our specifications and
standards.

See Note 7, Segment Information, for a summary of the U.S. dollar amounts from
the sale of general health, immune, cardiovascular, digestive, personal care and
weight management products for the three and six months ended June 30, 2022 and
2021, by business segment.

Distribution and Marketing

We market our products primarily through our network of independent consultants,
who market our products to customers through direct selling techniques and
sponsor other independent consultants who also market our products to customers.
We seek to motivate and provide incentives to our independent consultants by
offering high quality products and providing independent consultants with
product support, training seminars, sales conventions, travel programs and
financial incentives.

Our products sold in the United States are shipped directly from our
manufacturing and warehouse facilities located in Spanish Fork, Utah, as well as
from our regional warehouses located in Georgia, Ohio and Texas. Many of our
international operations maintain warehouse facilities and inventory to supply
their independent consultants. However, in foreign markets where we do not
maintain warehouse facilities, we have contracted with third-parties to
distribute our products and provide support services to our force of independent
consultants.

In the United States, we generally sell our products on a cash or credit card
basis. From time to time, our U.S. operations extend short-term credit
associated with product promotions. For certain of our international operations,
we use independent distribution centers and offer credit terms that are
generally consistent with industry standards within each respective country.

We pay sales commissions, or "volume incentives" to our independent consultants
based upon their own product sales and the product sales of their sales
organization. As an exception, in NSP China, we do not pay volume incentives;
rather, we pay independent service fees, which are included in selling, general
and administrative expenses. These volume incentives are recorded as an expense
in the year earned. The amounts of volume incentives that we expensed during the
quarters ended June 30, 2022 and 2021, are set forth in the Condensed
Consolidated Financial Statements in Item 1 of this report. In addition to the
opportunity to receive volume incentives, independent Managers who attain
certain levels of monthly product sales are eligible for additional incentive
programs including automobile allowances, sales convention privileges and travel
awards.

LIQUIDITY AND CAPITAL RESOURCES



Our principal use of cash is to pay for operating expenses, including volume
incentives, inventory and raw material purchases, capital assets and funding of
international expansion. As of June 30, 2022, working capital was $78.0 million,
compared to $88.0 million as of December 31, 2021. At June 30, 2022, we had
$56.3 million in cash, of which $4.9 million was held in the U.S. and $51.4
million was held in foreign markets and may be subject to various withholding
taxes and other restrictions related to repatriation before becoming available
to be used along with the normal cash flows from operations to fund any
unanticipated shortfalls in future cash flows.

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Our net consolidated cash inflows (outflows) are as follows (in thousands):
                             Six Months Ended June 30,
                                 2022                 2021
Operating activities   $      (9,343)              $ 10,712
Investing activities          (3,757)                (2,898)
Financing activities         (14,018)               (23,630)



Operating Activities

For the six months ended June 30, 2022, operating activities used cash of $9.3
million, compared to providing cash of $10.7 million in the same period in 2021.
Operating cash flows decreased primarily due to increased inventory purchases
before any changes in reserves and timing of payments on accounts payable,
deferred revenue, and income taxes payable partially offset by the timing of
accrued volume incentives and service fees, and accrued liabilities.

Investing Activities



For the six months ended June 30, 2022, investing activities used $3.8 million,
compared to $2.9 million for the same period in 2021, which consisted of capital
expenditures related to the purchase of equipment, computer systems and
software.

Financing Activities

For the six months ended June 30, 2022, financing activities used $14.0 million, compared to $23.6 million in cash for the same period in 2021.



During the six months ended June 30, 2022, we used cash to repurchase 741,000
shares of our common stock under the share repurchase program for $12.0 million.
At June 30, 2022, the remaining balance available for repurchases under the
program was $25.6 million.

We maintain a revolving credit agreement with Bank of America, N.A (the "Credit
Agreement"), as well as a credit agreement with Banc of America Leasing and
Capital, LLC (the "Capital Credit Agreement"). At June 30, 2022, there was no
outstanding balance under the Credit Agreement. During the six months ended
June 30, 2022 we made monthly payments of $0.1 million pursuant to the Capital
Credit Agreement. As of June 30, 2022, there was $1.8 million outstanding
balance under the Capital Credit Agreement, $1.3 million of which was classified
as current. Our debt obligations are discussed in greater detail in Note 4,
"Revolving Credit Facility and Other Obligations," to our Condensed Consolidated
Financial Statements in Item 1, Part 1 of this report.

We believe that cash generated from operations, along with available cash and cash equivalents, will be sufficient to fund our normal operating needs, including capital expenditures, on both a short- and long-term basis.



In addition, other things such as a prolonged economic downturn, a decrease in
demand for our products, an unfavorable settlement of our unrecognized tax
positions or non-income tax contingencies could adversely affect our long-term
liquidity.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES



Our consolidated financial statements have been prepared in accordance with U.S.
GAAP and form the basis for the following discussion and analysis on critical
accounting policies and estimates. The preparation of these financial statements
requires us to make estimates and assumptions that affect the reported amounts
of assets, liabilities, revenues and expenses, and related disclosure of
contingent assets and liabilities. On a regular basis, we evaluate our estimates
and assumptions. We base our estimates on historical experience and on various
other assumptions that are believed to be reasonable under the circumstances,
the results of which form the basis for making judgments about the carrying
values of assets and liabilities that are not readily apparent from other
sources. Actual results could differ from these estimates and those differences
could have a material effect on our financial position and results of
operations. We have discussed the development, selection and disclosure of these
estimates with the Board of Directors and our Audit Committee.

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A summary of our significant accounting policies is provided in Note 1 of the
Notes to Consolidated Financial Statements in Item 8 of the Annual Report on
Form 10-K for the year ended December 31, 2021. We believe the critical
accounting policies and estimates described below reflect our more significant
estimates and assumptions used in the preparation of the consolidated financial
statements. The impact and any associated risks on our business that are related
to these policies are also discussed throughout this "Management's Discussion
and Analysis of Financial Condition and Results of Operations" where such
policies affect reported and expected financial results.

Revenue Recognition

Our revenue recognition practices are discussed in Note 12, "Revenue Recognition," to our Condensed Consolidated Financial Statements in Item 1, Part 1 of this report.



Inventories

Inventories are adjusted to lower of cost and net realizable value, using the
first-in, first-out method. The components of inventory cost include raw
materials, labor and overhead. To estimate any necessary adjustments, various
assumptions are made in regard to excess or slow-moving inventories,
non-conforming inventories, expiration dates, current and future product demand,
production planning and market conditions. If future demand and market
conditions are less favorable than our assumptions, additional inventory
adjustments could be required.

Incentive Trip Accrual



We accrue for expenses associated with our direct sales program, which rewards
independent consultants with paid attendance for incentive trips, including our
conventions and meetings. Expenses associated with incentive trips are accrued
over qualification periods as they are earned. We specifically analyze incentive
trip accruals based on historical and current sales trends as well as
contractual obligations when evaluating the adequacy of the incentive trip
accrual. Actual results could generate liabilities more or less than the amounts
recorded.

Contingencies

We are involved in certain legal proceedings and disputes. When a loss is
considered probable in connection with litigation or non-income tax
contingencies and when such loss can be reasonably estimated with a range, we
record our best estimate within the range related to the contingency. If there
is no best estimate, we record the minimum of the range. As additional
information becomes available, we assess the potential liability related to the
contingency and revise the estimates. Revision in estimates of the potential
liabilities could materially affect our results of operations in the period of
adjustment. Our contingencies are discussed in further detail in Note 10,
"Commitments and Contingencies", to the Notes of our Condensed Consolidated
Financial Statements, of Item 1, Part 1 of this report.

Income Taxes



Our provision for income taxes, deferred tax assets and liabilities and
contingent reserves reflect management's best assessment of estimated future
taxes to be paid. We are subject to income taxes in both the United States and
numerous foreign jurisdictions. Significant judgments and estimates are required
in determining our consolidated provision for income taxes.

Deferred income taxes arise from temporary differences between the tax and
financial statement recognition of revenue and expense. In evaluating our
ability to recover our deferred tax assets, management considers all available
positive and negative evidence, including scheduled reversals of deferred tax
liabilities, projected future taxable income, tax planning strategies and recent
financial operations. In projecting future taxable income, we develop
assumptions including the amount of future state, federal and foreign pretax
operating income, the reversal of temporary differences, and the implementation
of feasible and prudent tax planning strategies. These assumptions require
significant judgment about the forecasts of future taxable income, and are
consistent with the plans and estimates that we are using to manage the
underlying businesses. Valuation allowances are recorded as reserves against net
deferred tax assets by us when it is determined that net deferred tax assets are
not likely to be realized in the foreseeable future.

Changes in tax laws and rates could also affect recorded deferred tax assets and liabilities in the future. Management is not aware of any such changes that would have a material effect on our results of operations, cash flows or financial position.


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The calculation of our tax liabilities involves dealing with uncertainties in
the application of complex tax laws and regulations in a multitude of
jurisdictions across our global operations. Income tax positions must meet a
more-likely-than-not recognition threshold to be recognized.

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