Herbalife Nutrition Reports Record-Breaking Full Year 2019 Volume Point Results Incoming CEO John Agwunobi to Become Chairman of the Board LOS ANGELES--(BUSINESS WIRE)

Incoming CEO John Agwunobi to Become Chairman of the Board

LOS ANGELES--(BUSINESS WIRE)--February 18, 2020--Herbalife Nutrition Ltd. (NYSE: HLF) today reported financial results for the fourth quarter and full year ended December 31, 2019.

"As I close out my tenure as Chairman and CEO and prepare to hand off both of these positions to John Agwunobi, I want to express my sincere gratitude to our distributors and employees who have worked so hard to advance our mission to

change lives and communities around the world. It has been an honor to serve and see the growth of this great company over the last 17 years. This growth and momentum continued in 2019 resulting in record volume points for the full year;

and in the fourth quarter, nine of our top ten countries achieved net sales growth," said Michael Johnson, Chairman and CEO of Herbalife Nutrition.

QUARTER AND FULL YEAR HIGHLIGHTS

Full year 2019 volume points of 6.1 billion increased 3.0% compared to full year 2018, representing the largest annual volume point result in Company history. Excluding China, volume points increased 6.7% compared to the prior year.

Fourth quarter volume points increased 3.8% compared to the fourth quarter 2018.

Reported net sales of $4.9 billion for the full year 2019 were relatively flat compared to full year 2018. Fourth quarter reported net sales of $1.2 billion increased 2.8% compared to the prior year period.

Full year 2019 reported diluted EPS of $2.20 and adjusted2 earnings of $2.82 per adjusted3 diluted share, compared to $1.98 and $2.88 respectively, for the full year 2018, which were negatively impacted in 2019 by

expenses of approximately $19.4 million, or $0.10 per diluted share, and in 2018 of $14.1 million, or $0.07 per diluted share, related to the China Growth and Impact Investment Program.

Fourth quarter reported diluted EPS of $0.40 and adjusted2 earnings of $0.74 per diluted share, both of which were negatively impacted by expenses of approximately $9.0 million, or $0.05 per diluted share, related to the

China Growth and Impact Investment Program.

The extent and duration of business disruption and related financial impact from the Coronavirus cannot be reasonably estimated at this time but could materially impact our consolidated results for the first quarter and full year 2020.

The Company will update its guidance for full year 2020 when we can reasonably estimate the impact.

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1 Excluding adjustments to volume point values in 2018, the year-over-year change would have been an increase of 2.8% and an increase of 6.5% excluding China. See Regional Volume Point Metrics below.

2 Adjusted diluted EPS is a non-GAAP measure and excludes the impact of: non-cash interest expense associated with the Company's convertible notes, expenses related to regulatory inquiries and legal accrual, China grant income,

contingent value rights revaluation, income related to finalization of insurance recoveries, loss on extinguishment of convertible debt, loss on extinguishment of 2017 senior secured credit facility, Mexico VAT assessment, Venezuela

devaluation, debt issuance costs related to the senior secured credit facility amendment, and U.S. tax reform impact. See Schedule A - "Reconciliation of Non-GAAP Financial Measures" for a detailed reconciliation of adjusted net income to

net income calculated in accordance with GAAP and a reconciliation of adjusted diluted EPS to diluted EPS calculated in accordance with GAAP and a discussion of why we believe these non-GAAP measures are useful.

3 See Schedule A - "Reconciliation of Non-GAAP Financial Measures" for a reconciliation of adjusted diluted share count to reported diluted share count and a discussion of why the share count has been adjusted for purposes of

calculating adjusted diluted EPS for the fourth quarter of 2018, and full year 2018 and 2019.

Fourth Quarter and Full Year 2019 Key Metrics4

Regional Volume Point Metrics

(a) During 2018, the Company adjusted volume point values for certain products in North America and South & Central America. Excluding these adjustments, the worldwide total year-over-year change in volume points for the

full year would have been an increase of 2.8% and an increase of 6.5% for the full year excluding China. These adjustments did not have a material impact on the fourth quarter comparison. Adjustments to Volume Points during 2019 were not

Regional Net Sales and Foreign Exchange ("FX") Impact

(a) Venezuela was impacted by significant price increases and erosion in foreign currency exchange rates. Venezuela represents less than 1% of the Company's consolidated net sales. See Schedule A - "Reconciliation of Non-GAAP

Financial Measures" for a discussion of why we believe adjusting for Venezuela is useful.

* Figure not meaningful due to significant foreign currency fluctuations in Venezuela and the price increases implemented as a result thereof that, when considered in isolation, have a disproportionately large impact on the Company's

South and Central American region and consolidated results. Amounts were 100.1%, 12.3% and 18.8% for South & Central America, Worldwide Total and Worldwide Total excluding China, respectively.

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4 Supplemental tables that include Average Active Sales Leader and additional business metrics can be found at http://ir.Herbalife.com.

(a) Venezuela was impacted by significant price increases and erosion in foreign currency exchange rates. Venezuela represents less than 1% of the Company's consolidated net sales. See Schedule A - "Reconciliation of Non-GAAP

Financial Measures" for a discussion of why we believe adjusting for Venezuela is useful.

* Figure not meaningful due to significant foreign currency fluctuations in Venezuela and the price increases implemented as a result thereof that, when considered in isolation, have a disproportionately large impact on the Company's

South and Central American region and consolidated results. Amounts were 3,240.6%, 293.2% and 375.0% for South & Central America, Worldwide Total and Worldwide Total excluding China, respectively.

The extent and duration of business disruption and related financial impact from the Coronavirus cannot be reasonably estimated at this time but could materially impact our consolidated results for the first quarter and full year 2020.

The Company will update its guidance for full year 2020 when we can reasonably estimate the impact.

Leadership Transition

Herbalife Nutrition also announced today that John Agwunobi, who as previously announced will become CEO effective March 30, 2020, will also assume the role of Chairman of the Board, effective upon his election to the Board at the

upcoming Annual Meeting of Shareholders. Michael Johnson will retire as Chairman and CEO after 17 years at the company.

James Nelson, Lead Independent Director of the Board, commented, "Michael Johnson has been a tremendous leader of Herbalife Nutrition for the last 17 years, setting the course and overseeing a period of extraordinary growth marked by

global expansion, significant product innovation and deep connections to distributors and customers around the world. On behalf of the entire Board, I thank Michael for being the architect of the Company's success to date and for laying a

strong foundation for continued growth under John Agwunobi's leadership. We have complete confidence that John will continue where Michael leaves off as Chairman and CEO and are eager for him to bring his vision and unique skills to leading

Johnson added, "I couldn't be more proud of the incredible strides our employees and distributors have made to advance our mission to change lives and communities around the world. John has been a critical contributor to these efforts

over the last several years and as we've worked together to prepare to transition the leadership of our Company, it's become clear he is ready to assume both the CEO and Chairman roles now. With John at the helm of the Company and the

Board, I know that our mission will endure, and expect that Herbalife Nutrition will continue to grow."

Agwunobi added, "Michael's tenure with Herbalife Nutrition has been nothing short of extraordinary, leading overall net sales growth from $1.2 billion in 2003 to $4.9 billion in 2019. We are all grateful for his dedication to the Company,

our people and our mission, and we know that he will always be part of the Herbalife Nutrition family. Looking to the future, I am energized by knowing that each day we are meeting a growing need for millions of people around the globe who

want to improve their nutrition and wellness. We plan on expanding our reach by working with our distributors and providing them with further opportunities to grow their business and serve even more customers."

Earnings Conference Call

Herbalife Nutrition senior management will host an investor conference call to discuss its recent financial results and provide an update on current business trends on Tuesday, February 18, 2020, at 2:30 p.m. PT (5:30 p.m. ET).

The dial-in number for this conference call for domestic callers is (877) 317-1296, and (262) 320-2006 for international callers (conference ID: 5283569). Live audio of the conference call will be simultaneously webcast in the investor

relations section of the Company's website at http://ir.Herbalife.com.

An audio replay will be available following the completion of the conference call in MP3 format or by dialing (855) 859-2056 for domestic callers or (404) 537-3406 for international callers (conference ID: 5283569). The webcast of the

teleconference will be archived and available on Herbalife Nutrition's website.

About Herbalife Nutrition Ltd.

Herbalife Nutrition is a global company that has been changing people's lives with great nutrition products and a proven business opportunity for its independent distributors since 1980. The Company offers high-quality, science-backed

products, sold in over 90 countries by entrepreneurial distributors who provide one-on-one coaching and a supportive community that inspires their customers to embrace a healthier, more active lifestyle. Through the Company's global

campaign to eradicate hunger, Herbalife Nutrition is also committed to bringing nutrition and education to communities around the world.

For more information, please visit IAmHerbalifeNutrition.com.

Herbalife Nutrition also encourages investors to visit its investor relations website at ir.herbalife.com as financial and other information is updated and new information is posted.

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

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 or maintain the necessary licenses for our direct selling business in China and elsewhere;

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, viral outbreaks and other similar epidemics or cybersecurity incidents;

noncompliance by us or our Members with any privacy laws or any security breach by us or a third party involving the misappropriation, loss, or other unauthorized use or disclosure of confidential information;

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 operations;

uncertainties relating to the United Kingdom's vote to exit from the European Union;

restrictions imposed by covenants in our existing indebtedness;

risks related to the convertible 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;