Herbalife Announces Pricing of Upsized $800 Million Aggregate Principal Amount of Senior Secured Notes Offering

Herbalife Announces Pricing of Upsized $800 Million Aggregate Principal Amount of Senior Secured Notes

LOS ANGELES, April 5, 2024 Herbalife Ltd. (NYSE: HLF) (the Company ), a global health and wellness

company, today announced the upsizing and pricing of the previously announced 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

senior secured notes due 2029 (the Notes ) at a price to the public of 97.298% of par. The aggregate principal amount of the Notes to be issued in the offering was increased to $800 million from the previously announced amount of $700

The 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 on

October 15, 2024. The Notes will be guaranteed on a senior secured basis by each of the Company and the Company s existing and future subsidiaries that is a guarantor of the obligations of any domestic borrower under the Company s senior

secured credit facility.

The Company expects to use the net proceeds from the offering to repay indebtedness, including borrowings outstanding under the

Company s senior secured credit facility and a portion of the Company s 7.875% Senior Notes due 2025, to pay related fees and expenses and the remainder for general corporate purposes.

The offering is expected to close on April 12, 2024, subject to customary closing conditions.

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 the United States in reliance on Regulation S under the Securities Act. The Notes have not been and are not expected to be registered under the Securities Act 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 Ltd.

Herbalife (NYSE: HLF) is a premier

health and wellness company, community and platform that has been changing people s lives with great nutrition products and a business opportunity for its independent distributors since 1980. The Company offers science-backed products to

consumers in more than 90 markets through entrepreneurial distributors who provide one-on-one coaching and a supportive community that inspires their customers to

embrace a healthier, more active lifestyle to live their best life.

Forward-Looking Statements

This release 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, including for future operations, capital expenditures, or share repurchases; any statements concerning proposed new products, services,

or developments; any statements regarding future economic conditions or performance; any statements of belief or expectation; and any statements of assumptions underlying any of the foregoing or other future events. Forward-looking statements may

include, among others, the words may, will, estimate, intend, continue, believe, expect, anticipate or any other similar words.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable,

actual results or outcomes 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, many of which are beyond our control. Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in

or implied by our forward-looking statements include the following:

Additional factors and uncertainties that could cause actual results or outcomes to differ materially from our

forward-looking statements are set forth in the Company s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on

February 14, 2024, including under the headings Risk Factors and Management s Discussion and Analysis of Financial Condition and Results of Operations and in our Consolidated Financial Statements and the related

Notes included therein. In addition, historical, current, and forward-looking sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and

assumptions that are subject to change in the future.

Forward-looking statements made in this release speak only as of the date hereof. 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.

Vice President, Global Corporate Communications

Vice President, Head of Investor Relations