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Herbalife Nutrition Announces Pricing of $400 Million Aggregate Principal Amount of Senior Note Offering
The Notes have a fixed annual interest rate of 7.250%, which will be
paid semi-annually on
The Company expects to use the net proceeds from this offering, together with borrowings under the Company’s new senior secured credit facilities, to refinance all amounts outstanding under its existing senior secured credit facilities and to pay related fees and expenses. Any remaining net proceeds will be used for general corporate purposes.
The transactions are expected to close on
This 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 “Securities Act”), and outside
About
FORWARD-LOOKING STATEMENTS
This release contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. 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 Members;
- improper action by our employees or Members in violation of applicable law;
- adverse publicity associated with our products or network marketing organization, including our ability to comfort the marketplace and regulators regarding our compliance with applicable laws;
- changing consumer preferences and demands;
- 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 markets in which we operate;
- legal challenges to our network marketing program;
- the consent order entered into with the FTC, the effects thereof and any failure to comply therewith;
- risks associated with operating internationally and the effect of economic factors, including foreign exchange, inflation, disruptions or conflicts with our third party importers, pricing and currency devaluation risks, especially in countries such as Venezuela;
- uncertainties relating to interpretation and enforcement of legislation in China governing direct selling and anti-pyramiding;
- our inability to obtain the necessary licenses to expand our direct selling business in China;
- adverse changes in the Chinese economy;
- our dependence on increased penetration of existing markets;
- any material disruption to our business caused by natural disasters, other catastrophic events, acts of war or terrorism, or cyber-security incidents;
- contractual limitations on our ability to expand our business;
- our reliance on our information technology infrastructure and outside manufacturers;
- the sufficiency of our trademarks and other intellectual property rights;
- product concentration;
- our reliance upon, or the loss or departure of any member of, our senior management team which could negatively impact our Member relations and operating results;
- U.S. and foreign laws and regulations applicable to our international operations;
-
uncertainties relating to the
United Kingdom's vote to exit from the European Union; - restrictions imposed by covenants in our credit facility;
- risks related to the notes;
- 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 Members;
- product liability claims;
- our incorporation under the laws of the Cayman Islands;
- whether we will purchase any of our shares in the open markets or otherwise; and
- share price volatility related to, among other things, speculative trading and certain traders shorting our common shares.
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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180809005791/en/
Source:
Herbalife Nutrition Ltd.
Media Contact:
Jennifer Butler
VP,
Media Relations
213.745.0420
or
Investor Contact:
Eric
Monroe
Director, Investor Relations
213.745.0449