Herbalife Nutrition Announces Closing of $1.25 Billion Credit Facility & $400 Million Aggregate Principal Amount of Senior No...
16 August 2018 - 10:40PM
Business Wire
Herbalife Nutrition Ltd. (NYSE: HLF) (the “Company”), a global
nutrition company, today announced that it has closed a new $1.25
billion senior secured credit facility, which consists of a $250
million revolving credit facility maturing August 2023, a $250
million term loan A maturing August 2023 and a $750 million term
loan B maturing August 2025. The Company also announced today the
closing of the previously announced offering by HLF Financing SaRL,
LLC and Herbalife International, Inc. (the “Issuers”), each a
wholly owned subsidiary of the Company, of $400 million aggregate
principal amount of Senior Notes due 2026 (the “Notes”).
The Company used the net proceeds from the offering, together
with borrowings under the Company’s new senior secured credit
facilities, to refinance all amounts outstanding under its prior
senior secured credit facilities and to pay related fees and
expenses. Any remaining net proceeds will be used for general
corporate purposes. The prior senior secured credit facility was
due to mature in February 2022 with respect to the revolver and
February 2023 with respect to the term loan.
“The refinancing provides a substantive improvement in interest
rates and terms as compared to our prior credit facility, and it
was significantly oversubscribed,” said Bosco Chiu, the Company’s
chief financial officer. “We thank our banking partners for their
confidence and commitment to Herbalife Nutrition.”
Loans under the revolving credit facility and term loan A
facility bear interest at a per annum rate equal to LIBOR plus
3.00% while loans under the term loan B facility bear interest at a
per annum rate equal to LIBOR plus 3.25%. Jefferies acted as
administrative agent for the new term loan B facility and
collateral agent for the credit facility, and Rabobank acted as
administrative agent for the revolving credit facility and the term
loan A facility. Jefferies and Rabobank acted as joint book runners
and joint lead arrangers for the term loan B facility, and Rabobank
acted as sole lead book runner and sole lead arranger for the term
loan A facility and revolving credit facility.
The Notes have a fixed annual interest rate of 7.250%, which
will be paid semi-annually on February 15 and August 15 of each
year, commencing on February 15, 2019. The Notes are guaranteed by
the Company, the parent company of the Issuers, and on a senior
unsecured basis by each of the Company’s existing subsidiaries that
guarantee the obligations of the U.S. domestic borrowers under the
Company’s new senior secured credit facilities discussed above and
any future subsidiaries of the Company that will similarly
guarantee such obligations of such borrowers.
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. The Notes have not been and are not expected
to be registered under the Securities Act of 1933, as amended, or
the securities laws of any other jurisdiction, and may not be
offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
About Herbalife Nutrition Ltd.
Herbalife Nutrition is a global nutrition company that sells
weight-management, targeted nutrition, energy and sports and
fitness and outer nutrition care products exclusively to and
through dedicated Herbalife Nutrition Independent Members in more
than 90 countries. 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. The Company supports the Herbalife
Nutrition Foundation (HNF) and its Casa
Herbalife programs to help bring good nutrition to children in
need.
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.
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version on businesswire.com: https://www.businesswire.com/news/home/20180816005628/en/
Herbalife Nutrition Ltd.Media Contact:Jennifer ButlerVP, Media
Relations213.745.0420orInvestor Contact:Eric MonroeDirector,
Investor Relations213.745.0449
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