15. Subsequent Events

In April 2025, the Company entered into an asset purchase agreement and acquired certain assets of Pruvit Ventures, Inc. (Pruvit), which primarily consisted of intangible assets. Pruvit is a direct-seller of patented ketone supplements. In connection with this acquisition, Herbalife also obtained the right to distribute and sell ketone supplements. The total consideration to acquire the assets of Pruvit consisted of a base cash purchase price of approximately $19.0 million, which was paid to Pruvit in April 2025, and a potential milestone payment ranging from $5 million to $25 million in total, payable in cash during the second quarter of 2027 contingent upon achievement of certain Pruvit sales performance targets achieved during the last six months of the two year period subsequent to the April 2025 acquisition date. If the minimum targets for the milestone are not reached, no additional payment will be required.

Concurrently, in April 2025, the Company also entered into an asset purchase agreement and acquired certain assets of Pro2col Health LLC (Pro2col LLC), primarily consisting of software and intangible assets. Pro2col LLC is a health and wellness digital application company. The Pro2col technology platform acquired is designed to deliver tailored health and longevity protocols by using individual biometrics to provide personalized nutrition recommendations in support of a healthy and active lifestyle. The acquisition also consists of multiple contingent payments that are payable to Pro2col LLC if certain milestones are achieved. First, there are contingent payments, up to approximately $5.0 million in total, that are payable in cash during the third quarter and fourth quarter of 2025, upon the successful launch of Herbalife's Pro2col technology platform. Secondly, there are multiple milestone contingent payments ranging from $5 million to $15 million and the aggregate amount of these contingent payments are not to exceed $46 million in total, contingent upon achieving certain number of active subscribers through 2035. These contingent payments will be made if and when these Pro2col active subscriber milestones are achieved during this 10-year period. If the minimum targets for the milestone are not reached, then no additional payments will be required.

Additionally, in April 2025, the Company formed and obtained a 51% ownership interest in HBL Link Bioscience LLC. Concurrently, HBL Link Bioscience LLC entered into an asset purchase agreement for $6.5 million and acquired the assets of Link BioSciences Inc. (Link BioSciences), an established, Texas-based, manufacturing company that uses proprietary technology to analyze biometrics, biomarkers, lifestyle, and genetic input data, and has the ability to formulate personalized nutritional supplements for its customers. The Company paid $6.5 million cash to Link BioSciences during April 2025 relating to this acquisition. There are no contingent payments related to this acquisition.

The Company is currently evaluating the accounting and fair value of the assets acquired relating to all of these transactions and expects to complete the preliminary purchase price allocation of the purchase consideration to the assets acquired by the end of the second quarter of 2025.