Herbalife Ltd. (NYSE: HLF) (“Herbalife” or “Company”) announced
today several strategies designed to enhance shareholder value.
As part of this plan, the Company has updated its capital
allocation strategy and is preparing to pursue a “modified Dutch
auction” tender offer seeking to purchase between $450 million and
up to $650 million of shares of the Company’s outstanding common
stock. The Company is also seeking to refinance a portion of the
Company’s $1.15 billion outstanding Convertible Notes due on
August 15, 2019 as the Company believes new terms will allow
the Company greater flexibility in the use of its capital. The
Company expects these transactions will be completed in the second
quarter of 2018.
The anticipated tender offer is consistent with the Company’s
long-term asset allocation strategy, a strategy that has resulted
in the Company repurchasing approximately $3.9 billion of the
Company’s outstanding common stock, representing approximately 91
million shares, since 2007.
The Company also intends to effect a two-for-one stock split of
the Company’s common stock. “Herbalife’s strong financial
performance is a testament to the demand for our great-tasting,
quality nutrition products, the Company’s unique, effective and
personalized distribution channel and the Company’s global
geographic reach. This would be the first split in seven years and
is part of our comprehensive program to increase shareholder
value,” said Herbalife CEO, Rich Goudis.
Lastly, Herbalife announced its intention to change the
Company’s name to Herbalife Nutrition Ltd., reflecting the
Company’s growing leadership and expertise in the field of
nutrition.
“We believe changing our company name to Herbalife Nutrition is
more representative of our purpose to make the world healthier and
happier and reflective of our strategies and investments to be the
global leader in the nutrition industry,” Goudis said.
The proposals seeking to change the Company’s name and effect a
stock split require shareholder approval and will be submitted to a
vote at the Company’s Annual General Meeting of Shareholders on
April 24, 2018. If the shareholders approve the stock split, it is
anticipated that the record date will be May 7, 2018.
To receive the latest company updates from Herbalife, follow
@HerbalifeNews.
About Herbalife
Herbalife is a global nutrition company that has been changing
people's lives with great products since 1980.
Our weight-management, targeted nutrition, energy and sports and
fitness and outer nutrition care products are available exclusively
to and through dedicated Herbalife independent members in more than
90 countries. We are committed to fighting the worldwide problems
of poor nutrition and obesity by offering high-quality
products, one-on-one coaching with an Herbalife member and a
community that inspires customers to live a healthy, active
life.
We support the Herbalife Family Foundation (HFF) and its Casa
Herbalife programs to help bring good nutrition to children in
need. We also sponsor more than 190 world-class athletes, teams and
events around the globe, including Cristiano Ronaldo, the LA Galaxy
and champions in many other sports.
The Company has over 8,000 employees worldwide, and its shares
are traded on the New York Stock Exchange (NYSE: HLF) with net
sales of approximately $4.4 billion in 2017. To learn more, visit
Herbalife.com or IAmHerbalife.com.
The Herbalife Investor Relations website at
http://ir.herbalife.com contains a significant amount of financial
and other information about the Company. The Company encourages
investors to visit its website from time to time, as information is
updated and new information is posted.
This press release is for informational purposes only and does
not constitute an offer to purchase, a solicitation of an offer to
purchase or sell any securities, including but not limited to the
statements herein regarding the Company’s expectations for a debt
refinancing and share repurchase.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains “forward-looking statements.” All
statements other than statements of historical fact are
“forward-looking statements” for purposes of federal and state
securities laws. Forward-looking statements include, but are not
limited to, statements regarding the Company’s initiative to
enhance shareholder value as described herein, including the
anticipated debt refinancing, share repurchase, stock split and
corporate name change, and our expectations, hopes or intentions
regarding such future plans. Forward-looking statements may include
the words “may,” “will,” “estimate,” “intend,” “continue,”
“believe,” “expect” or “anticipate” and any other similar words.
Although we believe that the expectations reflected in any of our
forward-looking statements are reasonable, actual results 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, such
as those disclosed or incorporated by reference in our filings with
the SEC. Given these uncertainties, you should not place undue
reliance on these forward-looking statements. Forward-looking
statements represent our estimates and assumptions only as of the
date of this press release. No assurances can be given that any
debt refinancing or share repurchases will be successfully
completed, if at all, or the terms upon which any such transactions
may occur. In addition, no assurances can be given that the
anticipated stock split or name change proposals will be approved
by shareholders, of if they are approved, that the proposals will
be implemented. We expressly disclaim any duty to provide updates
to forward-looking statements, and the estimates and assumptions
associated with them, after the date of this press release, in
order to reflect changes in circumstances or expectations or the
occurrence of unanticipated events, except to the extent required
by applicable securities laws. All forward-looking statements are
qualified in their entirety by reference to the factors discussed
above and under “Risk Factors” set forth in Part I, Item 1A and
elsewhere of the Company’s Annual Report on
Form 10-K, filed with the SEC on February 22, 2018,
as well as the risks and uncertainties discussed in the Company’s
other filings with the SEC. We qualify all of our forward-looking
statements by these cautionary statements. We caution you that
these risks are not exhaustive.
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version on businesswire.com: http://www.businesswire.com/news/home/20180228005526/en/
HerbalifeGary Kishner, 213.745.0456Director, Media
RelationsGaryki@herbalife.comorInvestor Contact:Eric Monroe,
213.745.0449Director, Investor Relationsericm@herbalife.com
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