\nHerbalife Ltd. (NYSE: HLF) (the \u201cCompany\u201d), a global health and wellness company, today announced that HLF Financing SaRL, LLC and Herbalife International, Inc. (together, the \u201cIssuers\u201d), each a wholly owned subsidiary of the Company, intend, subject to market and other conditions, to offer $800 million aggregate principal amount of senior secured notes due 2033 (the \u201cNotes\u201d).<\/p>\n
\nThe Company expects to use the net proceeds from the offering, together with proceeds from the refinancing of the Company\u2019s existing senior secured credit facility, including borrowings under its revolving credit facility, and available cash, to repay indebtedness, including borrowings outstanding under the Company\u2019s senior secured credit facility and the Issuers’ 12.250% Senior Secured Notes due 2029, and to pay related fees and expenses.<\/p>\n
\nThis press release is neither an offer to sell nor a solicitation of an offer to buy the Notes, nor shall there be any sale of the Notes in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. Any offer, if at all, will be made only pursuant to Rule 144A under the Securities Act of 1933, as amended (the \u201cSecurities Act\u201d), and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. The Notes have not been and are not expected to be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release does not constitute a notice of redemption with respect to the Issuers’ 12.250% Senior Secured Notes due 2029.<\/p>\n
About Herbalife Ltd.<\/b><\/p>\n
\nHerbalife (NYSE: HLF) is a premier health and wellness company, community and platform that has been changing people’s lives with great nutrition products and a business opportunity for its independent distributors since 1980. The Company offers science-backed products to consumers in more than 90 markets through entrepreneurial distributors who provide one-on-one coaching and a supportive community that inspires their customers to embrace a healthier, more active lifestyle to live their best life.<\/p>\n
Forward-Looking Statements<\/b><\/p>\n
\nThis release contains \u201cforward-looking statements\u201d within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are \u201cforward-looking statements\u201d for purposes of federal and state securities laws, including any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objectives of management, including for future operations, capital expenditures, or share repurchases; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; any statements of belief or expectation; and any statements of assumptions underlying any of the foregoing or other future events. Forward-looking statements may include, among others, the words \u201cmay,\u201d \u201cwill,\u201d \u201cestimate,\u201d \u201cintend,\u201d \u201ccontinue,\u201d \u201cbelieve,\u201d \u201cexpect,\u201d \u201canticipate\u201d or any other similar words.<\/p>\n
\nAlthough we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results or outcomes could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and to inherent risks and uncertainties, many of which are beyond our control. Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in or implied by our forward-looking statements include the following:<\/p>\n
- \n
- \nthe potential impacts of current global economic conditions, including inflation, unfavorable foreign exchange rate fluctuations, and tariffs or retaliatory tariffs, on us; our Members, customers, and supply chain; and the world economy;<\/p>\n<\/li>\n
- \nour ability to attract and retain Members;<\/p>\n<\/li>\n
- \nour relationship with, and our ability to influence the actions of, our Members;<\/p>\n<\/li>\n
- \nour noncompliance with, or improper action by our employees or Members in violation of, applicable U.S. and foreign laws, rules, and regulations;<\/p>\n<\/li>\n
- \nadverse publicity associated with our Company or the direct-selling industry, including our ability to comfort the marketplace and regulators regarding our compliance with applicable laws;<\/p>\n<\/li>\n
- \nchanging consumer preferences and demands and evolving industry standards, including with respect to climate change, sustainability, and other environmental, social, and governance matters;<\/p>\n<\/li>\n
- \nthe competitive nature of our business and industry;<\/p>\n<\/li>\n
- \nlegal and regulatory matters, including regulatory actions concerning, or legal challenges to, our products or network marketing program and product liability claims;<\/p>\n<\/li>\n
- \nthe Consent Order entered into with the Federal Trade Commission, or FTC, the effects thereof and any failure to comply therewith;<\/p>\n<\/li>\n
- \nrisks associated with operating internationally and in China;<\/p>\n<\/li>\n
- \nour ability to execute our growth and other strategic initiatives (such as restructuring efforts, increased market penetration in existing markets, and personalized product and related technology initiatives);<\/p>\n<\/li>\n
- \nthe effectiveness and acceptance of new technology-driven initiatives;<\/p>\n<\/li>\n
- \nany material disruption to our business caused by natural disasters, other catastrophic events, acts of war or terrorism, including the wars in Ukraine and the Middle East, cybersecurity incidents, pandemics, and\/or other acts by third parties;<\/p>\n<\/li>\n
- \nour ability to adequately source ingredients, packaging materials, and other raw materials and manufacture and distribute our products;<\/p>\n<\/li>\n
- \nour reliance on our information technology infrastructure, and our ability to successfully develop, deploy, and integrate artificial intelligence into our business;<\/p>\n<\/li>\n
- \nnoncompliance by us or our Members with any privacy, artificial intelligence and data protection laws, rules, or regulations or any security breach involving the misappropriation, loss, or other unauthorized use or disclosure of confidential information;<\/p>\n<\/li>\n
- \ncontractual limitations on our ability to expand or change our direct-selling business model;<\/p>\n<\/li>\n
- \nthe sufficiency of our trademarks and other intellectual property;<\/p>\n<\/li>\n
- \nproduct concentration;<\/p>\n<\/li>\n
- \nour reliance upon, or the loss or departure of any member of, our senior management team;<\/p>\n<\/li>\n
- \nour ability to integrate and capitalize on acquisition transactions;<\/p>\n<\/li>\n
- \nrestrictions imposed by covenants in the agreements governing our indebtedness;<\/p>\n<\/li>\n
- \nrisks related to our convertible notes;<\/p>\n<\/li>\n
- \nchanges in, and uncertainties relating to, the application of transfer pricing, income tax, customs duties, value added taxes, and other tax laws, treaties, and regulations, or their interpretation;<\/p>\n<\/li>\n
- \nour incorporation under the laws of the Cayman Islands; and<\/p>\n<\/li>\n
- \nshare price volatility related to, among other things, speculative trading and certain traders shorting our common shares.<\/p>\n<\/li>\n<\/ul>\n
\nAdditional factors and uncertainties that could cause actual results or outcomes to differ materially from our forward-looking statements are set forth in the Company’s filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission on February 18, 2026, including under the headings \u201cRisk Factors\u201d and \u201cManagement\u2019s Discussion and Analysis of Financial Condition and Results of Operations\u201d and in our Consolidated Financial Statements and the related Notes included therein. In addition, historical, current, and forward-looking sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future.<\/p>\n
\nForward-looking statements made in this release speak only as of the date hereof. We do not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law.<\/p>\n
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View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20260413469902\/en\/<\/a><\/span><\/p>\n
Media Contact:
\n<\/b>
Miguel Lopez-Najera
\n
Director, Global Corporate Communications
\n
miguellope@herbalife.com<\/a><\/p>\nInvestor Contact:
\n<\/b>
Erin Banyas
\n
Vice President, Head of Investor Relations
\n
erinba@herbalife.com<\/a><\/p>\nKEYWORDS:<\/b> California United States North America<\/p>\n
INDUSTRY KEYWORDS:<\/b> Vitamins\/Supplements Health Retail Fitness & Nutrition Specialty<\/p>\n
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