Herbalife Reports Q1 Net Sales at Midpoint of Guidance Range, Net Sales Growth Excluding FX Headwinds 1 ; Q1 Adjusted EBITDA 2 Exceeds Guidance; Updates Full-Year Guidance

Herbalife Reports Q1 Net Sales at Midpoint of

Net Sales Growth Excluding FX Headwinds1;

Q1 Adjusted EBITDA2 Exceeds Guidance; Updates Full-Year Guidance

LOS ANGELES, April 30, 2025 - Herbalife

Ltd. (NYSE: HLF) today reported financial results for the first quarter ended March 31, 2025:

Management Commentary

Herbalife reported first quarter 2025 net sales

of $1.2 billion, down 3.4% year-over-year, including 480 basis points of foreign currency headwinds. On a constant currency basis1,

net sales increased 1.4% year-over-year, marking the second consecutive quarter of year-over-year net sales growth excluding FX headwinds.

First quarter gross profit margin improved to

78.3% compared to 77.5% in the first quarter of 2024. On a year-over-year basis, gross profit margin primarily benefited from approximately

80 basis points of pricing and approximately 50 basis points of favorable input costs, mainly related to lower raw material costs, partially

offset by approximately 50 basis points of unfavorable impact related to higher inventory write-downs.

Net income was $50.4 million, with net income

margin of 4.1% and adjusted net income2 of $59.9 million. Adjusted EBITDA2 of $164.9 million includes approximately

$17 million of foreign currency headwinds year-over-year, with adjusted EBITDA2 margin of 13.5%, up 260 basis points versus

the first quarter of 2024. Diluted EPS was $0.49, with adjusted diluted EPS2 of $0.59, which includes a $0.13 year-over-year

foreign currency headwind.

For the first quarter, net cash provided by operating

activities was better than expected at $0.2 million. As the Company previously communicated, the first quarter tends to be the lowest

cash flow quarter of the year due to payments of the annual Mark Hughes distributor bonuses and employee performance bonuses during the

quarter. For the first quarter, capital expenditures and capitalized SaaS implementation costs were $18.3 million and approximately $5

million, respectively. The Company expects to incur total capitalized SaaS implementation costs of approximately $25 million to $30 million

for the full year of 2025, which are not included in capital expenditures.

As previously disclosed, in February 2025 the

Company redeemed $65.0 million aggregate principal amount of the 7.875% Senior Notes due 2025 ("2025 Notes") for an aggregate

purchase price of $67.3 million, which included $2.3 million of accrued and unpaid interest. As of March 31, the outstanding principal

balance of the 2025 Notes was $197.3 million and is due in September 2025. In addition, the Company's revolving credit facility

was undrawn as of March 31.

"2025 is off to a strong start," said

John DeSimone, Chief Financial Officer. "We delivered net sales growth on a constant currency basis1 for the second consecutive

quarter, adjusted EBITDA2 exceeded guidance, and we reduced our total leverage ratio to 3.0x, a target achieved ahead of plan."

The first quarter of 2025 marked the Company's

fourth consecutive quarter of year-over-year growth in the number of new distributors joining Herbalife worldwide, up 16% year-over-year,

reflecting continued strength in distributor trends and engagement globally.

Positive momentum continued to build throughout

the quarter as approximately 2,600 distributors convened in Los Angeles, California for Herbalife Honors, the Company's annual global

leadership development and recognition event. Strategic and transformative business initiatives were unveiled, including the planned asset

acquisitions of Pro2col Health LLC ("Pro2col LLC"), Pruvit Ventures, Inc. ("Pruvit") and Link BioSciences Inc.

("Link BioSciences") as described below.

Also at Honors, the Company, in collaboration

with network marketing industry leader and coach, Eric Worre, introduced the all-new Herbalife Flex45 Challenge, which is a distributor

engagement program centered on health, product use, personal development and business fundamentals. It builds upon the leadership development

and engagement initiatives introduced in 2024, which included the Diamond Development Mastermind Program, an ongoing training and accountability

program led by President and incoming CEO Stephan Gratziani and supported by Eric Worre. In April, the program expanded to the China market

with approximately 1,300 service providers committing to the program. Since the launch of the program in the U.S. in August 2024, followed

by rollouts to the Asia Pacific region, Mexico and China in 2025, approximately 7,100 distributors and service providers have committed

to the program, with continued expansion into additional markets planned for the remainder of 2025.

Also in April, the Company kicked off its first

Extravaganza training events of 2025. Approximately 12,200 attendees convened in Shanghai for China's event, while India hosted

its first of two multi-city Extravaganza events planned for 2025, with events in both Bengaluru and Delhi collectively drawing approximately

34,800 attendees. Distributors' response to the Company's new business initiatives has been overwhelmingly positive and strong

demand is expected to continue for these training and business development opportunities.

In April, and in connection with the binding memorandum

of understanding announced on March 12, 2025, the Company acquired certain assets of Pro2col LLC and Pruvit, which primarily consist of

software and intangible assets. Additionally, the Company formed and obtained a 51% ownership interest in HBL Link Bioscience LLC. Concurrently,

HBL Link Bioscience LLC acquired the assets of Link BioSciences.

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, active lifestyle. Combined with ongoing

support and guidance from Herbalife distributors, artificial intelligence ("AI") health assistants and on-line and in-person

community connections, the Pro2col platform will provide distributors with new tools and resources, the Company believes will better serve

existing customers, appeal to potential new customers and bring in new distributors.

A beta version of the platform is expected to

be launched at the Herbalife North America Extravaganza at the end of July 2025 and be available to select Herbalife independent distributors

in the U.S. The commercial release of the Pro2col technology platform in the U.S. is planned for the fourth quarter of 2025, with additional

markets to follow beginning in 2026.

Link BioSciences is an established, Texas-based,

manufacturing company that uses proprietary technology to analyze biometrics, biomarkers, lifestyle, and genetic input data. The acquired

assets will enable Herbalife to leverage the Pro2col technology platform to formulate personalized nutritional supplements for its customers.

Pruvit is a direct-seller of patented ketone

supplements. The acquired assets expand Herbalife's health and wellness offerings with an attractive, channel-exclusive, new product

category. Pruvit will continue to operate independently under its current ownership for up to two years. During the transition period,

Herbalife can launch ketone products as the companies come together.

Total cash consideration for these asset acquisitions

paid in April was $25.5 million, with additional cash contingent payments possible based on future performance. In addition, as part of

these acquisitions, three key, strategic employees joined Herbalife to support the continued development of the Pro2col technology platform.

As a material inducement for these individuals agreeing to become employed by the Company, they will be granted stock appreciation rights

("SARs") on May 2, 2025 ("Grant Date"). Blake Mallen and Jacob Nelan will be granted 500,000 and 200,000 time-based

SARs, respectively, which will vest in three equal installments on the first, second and third anniversaries of the Grant Date. Additionally,

Aldo Moreno will be granted 50,000 performance-based SARs on the Grant Date, which will vest upon achievement of the performance criteria.

All of the foregoing SARs awards will be granted at a base share price as of market close on the Grant Date. The awards, which were granted

outside of the Company's Amended and Restated 2023 Stock Incentive Plan, were approved by the Compensation Committee of the Company's

Board of Directors and will be made pursuant to the terms of a SARs award agreement entered into with each individual, respectively. The

grants will be awarded without shareholder approval as an "employment inducement award" under Section 303A.08 of the New York

Stock Exchange Listed Company Manual.

These acquisitions expand the Company's

health and wellness offerings and are also expected to provide unique opportunities for distributors to expand their customer base through

a personalized health, wellness and nutrition platform. To lead these efforts, Blake Mallen, whom is the co-founder of Pro2col LLC and

previously served as President of Pruvit, was appointed as Herbalife's Chief Strategy Officer and President of Pro2col. Mr. Mallen

will report directly to Stephan Gratziani. Mr. Mallen is a recognized entrepreneur, brand builder, and direct selling executive. With

more than two decades of experience building mission-driven businesses and consumer-focused brands, Mr. Mallen brings a wealth of experience

in innovation, execution, and category creation.

"As I transition into the role of CEO, I am committed to honoring Herbalife's 45-year legacy of empowering our communities

through health, wellness and a strong entrepreneurial opportunity," said Stephan Gratziani. "Our recent acquisitions are a

bold step to provide innovation and growth as we move toward our vision of becoming the world's premier health and wellness company,

community and platform."

Regional Net Sales and Foreign Exchange ("FX")