Herbalife Ltd. Announces Record First Quarter Revenue and Raises FY'10 EPS Guidance

    --  First quarter adjusted EPS increased 44.1 percent to $0.98 compared to
        the prior year period.1
    --  Raises FY'10 EPS guidance range to a range of $3.80 to $3.90 on higher
        volume point and net sales growth.
    --  Company announces expansion of the current share repurchase
        authorization to $1 billion through 2014.

LOS ANGELES--(BUSINESS WIRE)-- Herbalife Ltd. (NYSE:HLF) today reported first quarter net sales increased 18.6 percent to $618.6 million and local currency net sales increased 13.3 percent compared to the same period in 2009. The record revenue reflects volume point growth of 6.2 percent and an increase in Average Active Sales Leaders of 7.4 percent, both compared to the first quarter of 2009. First quarter adjusted net income was $61.5 million, or $0.98 in adjusted diluted earnings per share, reflecting an increase of 46.7 percent and 44.1 percent, respectively, compared to the same period in 2009. The 2010 first quarter adjusted results exclude a $9.7 million negative impact to net income, or $0.15 net charge to EPS due to the implementation of highly-inflationary accounting in Venezuela.

For the quarter ended March 31, 2010, the company reported net income of $51.9 million, or $0.83 per diluted share compared to $41.5 million or $0.67 per diluted share in the first quarter of 2009, primarily reflecting the contribution margin from higher volume combined with currency benefits and a lower effective tax rate partially offset by the impact of the implementation of highly-inflationary accounting in Venezuela noted above.

For the three months ended March 31, 2010, the company generated cash flow from operations of $87.4 million, paid dividends of $12.1 million, invested $11.6 million in capital expenditures and repurchased $28.0 million in common stock. The company's net debt balance at the end of the first quarter was $82.1 million, reflecting an improvement of $17.4 million from December 31, 2009.

The first quarter operating margin of 10.3 percent was negatively impacted by 390 basis points from one-time items associated with the implementation of highly-inflationary accounting in Venezuela. Excluding this impact, adjusted operating income margin was 14.2 percent, a 210bps improvement from the prior year's adjusted operating margin.

"Our Distributors ongoing success using daily consumption business models is fueling the company's momentum and driving continued growth," said Chairman and Chief Executive Officer Michael O. Johnson. "They are in the early innings of the global expansion of these business models, which have the potential to reach dramatically deeper into the marketplace and attract more consumers."

++

Business Highlights2

For the quarter, volume points from emerging markets2 represented 50% of total company Volume Points. In terms of local currency net sales, emerging market countries increased 13.9 percent compared to the prior year period. This growth was driven by increases in India, China, Mexico, Brazil and Venezuela which were partially offset by a decline in Taiwan resulting from the one-time benefit in the first quarter of 2009 driven by the government stimulus coupon program.

Established markets experienced 12.8 percent local currency net sales growth in the quarter compared to the prior year period. The growth in established markets was driven by continued strength in Korea and the U.S.

During the first quarter the company hosted its South American Extravaganza in Quito, Ecuador and celebrated its 30th anniversary at its Leadership Summit in Orlando, Florida where we collectively hosted approximately 16,000 distributors.

First Quarter 2010 Regional Key Metrics3


                        1Q'10                            1Q'10

                        Volume           1Q'10           Average Active

Region                  Points  % Chg    Average Active  Sales Leaders

                        (Mil)   (Y/Y)    Sales Leaders   % Chg (Y/Y)

North America           220.1   18.0 %   45,831          13.8 %

Asia Pacific            152.2   5.0  %   31,903          18.9 %

EMEA                    119.5   (3.7 %)  32,044          (0.2 %)

Mexico                  124.2   3.2  %   34,481          3.9  %

South & Central America 101.1   (1.5 %)  27,217          2.0  %

China                   25.6    22.8 %   5,318           5.7  %

Worldwide               742.7   6.2  %   169,715         7.4  %



The North America region reported volume points of 220.1 million in the first quarter of 2010, reflecting an increase of 18.0 percent versus the same period of 2009. Volume point growth in the U.S., the largest country in the region, increased 18.7 percent compared to 2009, reflecting an increase in both the Latin market and General market of 21.3 percent and 14.3 percent respectively compared to the first quarter of 2009. For the quarter, Average Active Sales Leaders in the region increased 13.8 percent compared to the prior year period.

The Asia Pacific region reported volume points of 152.2 million in the first quarter of 2010, reflecting an increase of 5.0 percent over the same period of 2009 despite the negative impact of Taiwan, where volume points declined 28.2 percent as that country anniversaried the one-time favorable benefit of the government stimulus coupon program in the first quarter of 2009. Top countries in the region include Korea, with volume point growth of 70.1 percent and India where volume point growth was 51.9 percent, both compared to the same period in 2009. Average Active Sales Leaders in the quarter improved 18.9 percent compared to the same period in 2009.

The Europe, Middle East and Africa (EMEA) region reported volume points of 119.5 million in the first quarter of 2010, reflecting a decrease of 3.7 percent versus the same period in 2009. The top market in this region was Italy where volume points declined 2.7 percent compared to the same period in 2009. Average Active Sales Leaders in EMEA were essentially flat, declining 0.2 percent for the quarter compared to the prior year period.

The Mexico region reported volume points of 124.2 million in the first quarter of 2010, reflecting an increase of 3.2 percent versus the same period of 2009. Average Active Sales Leaders in Mexico increased 3.9 percent for the quarter. During the quarter the company expanded its fixed distribution locations by more than 300 through its ongoing distribution agreement with a Mexican store chain which we believe will improve distributor access to our products.

The South and Central America region reported volume points of 101.1 million in the first quarter of 2010, reflecting a decrease of 1.5 percent versus the same period of 2009. During the first quarter, the top markets in this region were Brazil, with volume point growth of 1.3 percent and Venezuela, with a volume point increase of 2.0 percent, both compared to the same period in 2009. Average Active Sales Leaders improved 2.0 percent for the quarter compared to 2009.

The China region reported volume points of 25.6 million in the first quarter of 2010, reflecting an increase of 22.8 percent over the same period of 2009. The company currently operates through 75 retail store locations in 30 provinces and is licensed for direct sales in 11 provinces. Average Active Sales Leaders increased 5.7 percent for the quarter compared to the same period in 2009.

Share Repurchase Program Update

The company's Board of Directors today authorized a $700 million expansion to the existing $300 million share repurchase authorization program bringing the total amount of Herbalife stock which the company may repurchase up to $1 billion over a five year period expiring on December 31, 2014. The company has utilized approximately $100 million already, bringing the total remaining under the combined authorization to approximately $900 million.

John DeSimone, the company's Chief Financial Officer, said, "We have a unique business model which continues to generate significant and consistent free cash flow. This additional authorization speaks to our Board's belief that Herbalife shares remain under-appreciated and under-valued in the marketplace and the company's commitment to utilize a meaningful portion of our excess free cash flow to return value to investors." Since 2007, the company has returned $600 million to shareholders through the repurchase of 16 million shares.

Herbalife's share repurchases, if any, may take place from time to time at management's discretion based on market conditions, and shares may be purchased in open-market, privately negotiated or other transactions.

Updated 2010 Guidance

Based on current business trends, the company's second quarter 2010 and fiscal 2010 guidance is provided below.

Effective January 1, 2010, Venezuela was designated as a highly inflationary economy. Our 2010 guidance excludes the impact of one-time items related to implementation of highly inflationary accounting for Venezuela which were recorded in the first quarter.

Second Quarter - The company's second quarter 2010 diluted earnings per share guidance range is $0.89 to $0.92 on volume point growth of 8.0 percent to 9.0 percent and net sales growth of 12.0 percent to 13.0 percent compared to the same period in 2009, respectively, and an effective tax rate range of 30.5 percent to 31.5 percent. The company's second quarter 2010 capital expenditures are expected to be in the range of $20 million to $25 million.

Fiscal 2010 - The company's new full-year diluted earnings per share guidance is $3.80 to $3.904 on volume point growth of 6.5 percent to 7.5 percent and a net sales increase of 11.0 percent to 12.0 percent compared to 2009, respectively, along with an effective tax rate range of 30.0 to 31.0 percent4. Full-year 2010 capital expenditures are expected to be in the range of $65 million to $75 million.

First Quarter Earnings Conference Call

Herbalife's senior-management team will host an investor conference call to discuss the company's first quarter 2010 financial results and provide an update on current business trends on Tuesday, May 4 at 8 a.m. PST (11 a.m. EST).

The dial-in number for this conference call for domestic callers is (877) 758-1051 and (706) 634-5671 for international callers (conference ID 51796805). Live audio of the conference call will be simultaneously webcast in the investor relations section of the company's Web site at http://ir.herbalife.com.

An audio replay will be available following the completion of the conference call in MP3 format or by dialing (800) 642-1687 for domestic callers or (706) 645-9291 for international callers (conference ID 51796805). The webcast of the teleconference will be archived and available on Herbalife's Web site.

About Herbalife Ltd.

Herbalife Ltd. (NYSE:HLF) is a global network marketing company that sells weight-management, nutrition, and personal care products intended to support a healthy lifestyle. Herbalife products are sold in 73 countries through a network of approximately 2.1 million independent distributors. The company supports the Herbalife Family Foundation and its Casa Herbalife program to help bring good nutrition to children. Herbalife's Web site contains a significant amount of information about Herbalife, including financial and other information for investors at http://ir.Herbalife.com. The company encourages investors to visit its Web site from time to time, as information is updated and new information is posted.

Disclosure Regarding Forward-Looking Statements

FORWARD-LOOKING STATEMENTS

This document contains "forward-looking statements" 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 "forward-looking statements" 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 for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. 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 Securities and Exchange Commission. Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in our forward-looking statements include, among others, the following:

-- our relationship with, and our ability to influence the actions of, our distributors;

-- adverse publicity associated with our products or network marketing organization;

-- uncertainties relating to interpretation and enforcement of recently enacted legislation in China governing direct selling;

-- our inability to obtain the necessary licenses to expand our direct selling business in China;

-- adverse changes in the Chinese economy, Chinese legal system or Chinese governmental policies;

-- improper action by our employees or international distributors in violation of applicable law;

-- changing consumer preferences and demands;

-- loss or departure of any member of our senior management team which could negatively impact our distributor relations and operating results;

-- the competitive nature of our business;

-- regulatory matters governing our products, including potential governmental or regulatory actions concerning the safety or efficacy of our products, and network marketing program including the direct selling market in which we operate;

-- third party legal challenges to our network marketing program;

-- risks associated with operating internationally and the effect of economic factors, including foreign exchange, inflation, pricing and currency devaluation risks, especially in countries such as Venezuela;

-- our dependence on increased penetration of existing markets;

-- contractual limitations on our ability to expand our business;

-- our reliance on our information technology infrastructure and outside manufacturers;

-- the sufficiency of trademarks and other intellectual property rights;

-- product concentration;

-- our reliance on our management team;

-- uncertainties relating to the application of transfer pricing, duties, value added taxes, and other tax regulations, and changes thereto;

-- changes in tax laws, treaties or regulations, or their interpretation;

-- taxation relating to our distributors;

-- product liability claims;

-- any collateral impact resulting from the ongoing worldwide financial "crisis," including the availability of liquidity to us, our customers and our suppliers or the willingness of our customers to purchase products in a recessionary economic environment; and

-- whether we will purchase any of our shares in the open markets or otherwise.

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.

1 See Schedule B - "Reconciliation of Non-GAAP Financial Measures" for more detail.

2 Emerging markets are being defined as those countries which the World Bank categorizes as having "low" or "medium" GDP per capita.

3 Supplemental tables which may include additional business metrics can be found at http://www.ir.Herbalife.com.

4 FY'10 EPS guidance excludes the impact from the implementation of highly inflationary accounting in Venezuela.

RESULTS OF OPERATIONS:


Herbalife Ltd.

Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

                             Quarter Ended

                               3/31/2010         3/31/2009

North America                $ 151,259         $ 123,076

Mexico                         71,849            59,239

South and Central America      91,330            75,264

EMEA                           130,824           123,312

Asia Pacific                   141,013           113,944

China                          32,358            26,848

Worldwide net sales            618,633           521,683

Cost of Sales                  140,472   (1)     102,400

Gross Profit                   478,161           419,283

Royalty Overrides              207,319           175,532

SGA                            206,883   (1)     181,458

Operating Income               63,959            62,293

Interest Expense - net         1,953             1,712

Income before income taxes     62,006            60,581

Income Taxes                   10,135    (1)     19,039

Net Income                     51,871            41,542

Basic Shares                   60,160            61,510

Diluted Shares                 62,672            61,614

Basic EPS                    $ 0.86            $ 0.68

Diluted EPS                  $ 0.83            $ 0.67

Dividends declared per share $ 0.20            $ 0.20



1 Includes impact of items related to adoption of highly inflationary accounting in Venezuela that are further discussed in Schedule B - "Reconciliation of Non-GAAP Financial Measures".


Herbalife Ltd.

Consolidated Balance Sheets

(In thousands)

(Unaudited)

                                                  Mar 31,        Dec 31,

                                                    2010           2009

ASSETS

Current Assets:

Cash & cash equivalents                           $ 165,271      $ 150,801

Receivables, net                                    87,484         76,958

Inventories                                         146,440        145,962

Prepaid expenses and other current assets           107,810        101,181

Deferred income taxes                               52,715         38,600

Total Current Assets                                559,720        513,502

Property and equipment, net                         172,702        178,009

Deferred compensation plan assets                   17,489         17,410

Deferred financing cost, net                        1,375          1,498

Marketing related intangibles and other and other   311,189        311,782
intangible assets, net

Goodwill                                            102,549        102,543

Other assets                                        21,725         21,306

Total Assets                                      $ 1,186,749    $ 1,146,050

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:

Accounts payable                                  $ 55,717       $ 37,330

Royalty Overrides                                   136,902        144,689

Accrued compensation                                51,031         65,043

Accrued expenses                                    106,805        107,943

Current portion of long term debt                   3,372          12,402

Advance sales deposits                              48,429         22,261

Income taxes payable                                42,407         40,298

Total Current Liabilities                           444,663        429,966

Non-current liabilities

Long-term debt, net of current portion              244,008        237,931

Deferred compensation                               17,673         16,629

Deferred income taxes                               78,376         77,613

Other non-current liabilities                       24,216         24,600

Total Liabilities                                   808,936        786,739

Contingencies

Shareholders' equity:

Common shares                                       120            120

Additional paid in capital                          227,604        222,882

Accumulated other comprehensive loss                (26,508   )    (23,396   )

Retained earnings                                   176,597        159,705

Total Shareholders' Equity                          377,813        359,311

Total Liabilities and Shareholders' Equity        $ 1,186,749    $ 1,146,050




Herbalife Ltd.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

                                                  Quarter Ended

                                                    3/31/2010      3/31/2009

CASH FLOWS FROM OPERATING ACTIVITIES

Net income                                        $ 51,871       $ 41,542

Adjustments to reconcile net income to net cash
provided by operating activities:

Depreciation and amortization                       17,262         14,821

(Excess) Deficiency in tax benefits from            (2,606    )    963
share-based payment arrangements

Share-based compensation expenses                   5,295          4,880

Amortization of discount and deferred financing     124            121
costs

Deferred income taxes                               (13,671   )    586

Unrealized foreign exchange transaction (gain)      (2,608    )    6,537
loss

Foreign exchange loss from Venezuela's adoption     15,131         --
of highly inflationary accounting rules

Other                                               1,078          919

Changes in operating assets and liabilities:

Receivables                                         (12,048   )    (4,047    )

Inventories                                         474            12,235

Prepaid expenses and other current assets           (4,357    )    979

Other assets                                        (71       )    750

Accounts payable                                    19,311         (9,566    )

Royalty overrides                                   (7,081    )    (1,035    )

Accrued expenses and accrued compensation           (14,022   )    (6,703    )

Advance sales deposits                              26,741         16,666

Income taxes payable                                5,566          6,574

Deferred compensation plan liability                1,044          (206      )

NET CASH PROVIDED BY OPERATING ACTIVITIES           87,433         86,016

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of property                               (11,623   )    (14,073   )

Proceeds from sale of property                      3              --

Deferred compensation plan assets                   (79       )    612

NET CASH USED IN INVESTING ACTIVITIES               (11,699   )    (13,461   )

CASH FLOWS FROM FINANCING ACTIVITIES

Dividends paid                                      (12,065   )    (12,300   )

Borrowings from long-term debt                      102,000        19,000

Principal payments on long-term debt                (104,951  )    (25,487   )

Share repurchases                                   (28,010   )    --

Excess (Deficiency in) tax benefits from            2,606          (963      )
share-based payment arrangements

Proceeds from exercise of stock options and sale    1,888          365
of stock under employee stock purchase plan

NET CASH USED IN FINANCING ACTIVITIES               (38,532   )    (19,385   )

EFFECT OF EXCHANGE RATE CHANGES ON CASH             (22,732   )    (9,284    )

NET CHANGE IN CASH AND CASH EQUIVALENTS             14,470         43,886

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD      150,801        150,847

CASH AND CASH EQUIVALENTS, END OF PERIOD            165,271        194,733

CASH PAID DURING THE PERIOD

Interest paid                                       2,691          3,429

Income taxes paid, net                            $ 13,430       $ 13,374

NON CASH ACTIVITIES

Assets acquired under capital leases and other    $ --           $ 280
long-term debt




Herbalife Ltd

Volume Points by Region

(Unaudited, In thousands)

                               Three Months Ended March 31,

                               2010     2009     % Change

North America                  220,147  186,497  18.0     %

Asia Pacific (excluding China) 152,200  144,998  5.0      %

EMEA                           119,534  124,096  (3.7     %)

Mexico                         124,231  120,390  3.2      %

South & Central America        101,052  102,574  (1.5     %)

China                          25,586   20,832   22.8     %

Worldwide                      742,750  699,387  6.2      %



SUPPLEMENTAL INFORMATION
SCHEDULE A: FINANCIAL GUIDANCE

2010 Guidance

For the Three Months Ending June 30, 2010 and Twelve Months Ending December 31, 2010


                            Three Months Ending  Twelve Months Ending

                            June 30, 2010        December 31, 2010

                            Low       High       Low       High

Volume point growth vs 2009   8.0  %    9.0  %     6.5  %    7.5  %

Net sales growth vs 2009      12.0 %    13.0 %     11.0 %    12.0 %

EPS 1                       $ 0.89    $ 0.92     $ 3.80    $ 3.90

Cap Ex ($ millions)         $ 20.0    $ 25.0     $ 65.0    $ 75.0

Effective Tax Rate            30.5 %    31.5 %     30.0 %    31.0 %



1 FY'10 EPS guidance excludes the impact from the implementation of highly inflationary accounting in Venezuela.

SCHEDULE B: RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(Unaudited), (Dollars in Thousands, Except Per Share Data)

In addition to its reported results, the Company has included in the tables below adjusted results that the Securities and Exchange Commission defines as "non-GAAP financial measures." Management believes that such non-GAAP financial measures, when read in conjunction with the Company's reported results, can provide useful supplemental information for investors analyzing period to period comparisons of the Company's results.

The following is a reconciliation of net income and diluted earnings per share, presented and reported in accordance with U.S. generally accepted accounting principles, to net income adjusted for certain items:


Herbalife Ltd.

Supplemental Schedule

Non-GAAP Financial Measures

(In thousands, except per share data)

(Unaudited)

                           Quarter Ended 3/31/2010

                           Reported   Venezuela        Adjusted

                           (GAAP)     Items            (Non-GAAP)

Net Sales                    618,633                     618,633

Cost of Sales                140,472    (12,715 ) (1)    127,757

Gross Profit                 478,161    12,715           490,876

Royalty Overrides            207,319                     207,319

SGA                          206,883    (11,390 ) (2)    195,493

Operating Income             63,959     24,105           88,064

Interest Expense - net       1,953                       1,953

Income before income taxes   62,006     24,105           86,111

Income Taxes                 10,135     14,452    (3)    24,587

Net Income                   51,871     9,653            61,524

Diluted EPS                $ 0.83     $ 0.15           $ 0.98



1 Incremental U.S. dollar costs of 2009 imports which were recorded at the unfavorable parallel market exchange rate and were not devalued based on 2010 exchange rates but rather recorded at their historical dollar costs as products were sold

2 Includes $15,131 foreign exchange loss related to remeasurement of Venezuela's monetary assets and liabilities resulting from adoption of highly inflationary accounting and $3,741 foreign exchange gain resulting from receipt of U.S. dollar approved by CADIVI at the official exchange rate relating to 2009 product importations which were previously registered with CADIVI

3 Favorable income taxes related to Venezuela becoming highly inflationary economy


Herbalife Ltd.

Supplemental Schedule

Non-GAAP Financial Measures

(In thousands, except per share data)

(Unaudited)

                           Quarter Ended 3/31/2009

                           Reported   Restructuring  Adjusted

                           (GAAP)     Charge         (Non-GAAP)

Net Sales                    521,683                   521,683

Cost of Sales                102,400                   102,400

Gross Profit                 419,283                   419,283

Royalty Overrides            175,532                   175,532

SGA                          181,458    (590 )         180,868

Operating Income             62,293     590            62,883

Interest Expense - net       1,712                     1,712

Income before income taxes   60,581     590            61,171

Income Taxes                 19,039     185            19,224

Net Income                   41,542     405            41,947

Diluted EPS                $ 0.67     $ 0.01         $ 0.68



The following is a reconciliation of total long-term debt to net debt:


                                                       3/31/2010    12/31/2009

Total long-term debt (current and long-term portion) $ 247,380    $ 250,333

Less: Cash and cash equivalents                        165,271      150,801

Net debt                                             $ 82,109     $ 99,532




    Source: Herbalife Ltd.