Herbalife Completes $1.6 Billion Senior Secured Refinancing, Includes $1.2 Billion Senior Secured Debt and $400 Million Revolver

Herbalife Ltd. (NYSE: HLF) (the “Company”), a premier health and wellness company, community and platform, today announced the closing of the previously announced private offering by HLF Financing SaRL, LLC and Herbalife International, Inc., each a wholly owned subsidiary of the Company, of $800 million aggregate principal amount of 12.25% senior secured notes due in April 2029 (“2029 Secured Notes”). In addition, the Company entered into a $400 million senior secured Term Loan B facility maturing in April 2029 (“Amended Term Loan B”) and a $400 million senior secured revolving credit facility due in April 2028 (“Amended Revolving Credit Facility”) to amend and refinance its 2018 senior secured credit facility.

“The completion of the refinancing transactions moves us further along on our path to strengthen our balance sheet and reduce our Total Leverage Ratio to 3.0x by the end of 2025,” said John DeSimone, Chief Financial Officer.

The Company will use the proceeds from these transactions to repay all amounts outstanding under its 2018 Term Loan A, 2018 Term Loan B and 2018 Revolving Credit Facility, to redeem $300 million of the $600 million aggregate principal amount of its 7.875% Senior Notes due 2025 at a price of 101.969% and pay related fees and expenses. Any remaining proceeds will be used for general corporate purposes.

The 2029 Secured Notes were issued at a price to the public of 97.298% of par and are non-callable for two years. The 2029 Secured Notes have a fixed annual interest rate of 12.25%, which will be paid semi-annually on April 15 and October 15 of each year, commencing in October 2024.

The Amended Term Loan B bears interest at a per annum rate equal to the Secured Overnight Financing Rate (“SOFR”) plus 6.75% and was issued at a price of 93% of the face amount. The Amended Term Loan B requires quarterly payments equal to 5.0% per annum, commencing in September 2024. The Amended Revolving Credit Facility will initially bear interest at a per annum rate equal to SOFR plus 6.25% and will fluctuate depending on the Company’s Total Leverage Ratio at a spread ranging from SOFR plus 5.5% to SOFR plus 6.5%. Total Leverage Ratio is defined as consolidated total debt to consolidated EBITDA as calculated under the amended credit facility.