HERBALIFE LTD. (HLF): debt financing — Herbalife closes $1.6B senior secured refinancing; issues $800M 12.25% notes due 2029

HERBALIFE LTD.

Issued $800M aggregate principal of 12.250% Senior Secured Notes due 2029 at 97.298% of par.
Entered into $400M Term Loan B at SOFR+6.75% (93% of face) and $400M revolver due 2028.
Proceeds to repay 2018 credit facilities and redeem $300M of 7.875% 2025 notes at 101.969%.
CFO targets Total Leverage Ratio of 3.0x by end of 2025; covenant max starts at 4.50x.
Term Loan B requires 5% quarterly amortization; notes non-callable for two years.

item 1.01 item 2.03 item 2.04 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

HERBALIFE LTD. incurred revolving credit of $400 million with Coöperatieve Rabobank U.A., New York Branch, as administrative agent at Adjusted Term SOFR plus a margin of between 5.50% and 6.50%, or base rate plus a maturing April 12, 2028.

Instrument: revolving credit
Principal: $400 million
Counterparty: Coöperatieve Rabobank U.A., New York Branch, as administrative agent
Rate: Adjusted Term SOFR plus a margin of between 5.50% and 6.50%, or base rate plus a
Maturity: April 12, 2028
Event: incurrence

Exact text from the filing

the Revolving Credit Facility, with an aggregate principal amount of $400 million

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

HERBALIFE LTD. incurred senior notes of $800 million aggregate principal amount with Citibank, N.A., as trustee and notes collateral agent at 12.250% maturing April 15, 2029.

Instrument: senior notes
Principal: $800 million aggregate principal amount
Counterparty: Citibank, N.A., as trustee and notes collateral agent
Rate: 12.250%
Maturity: April 15, 2029
Event: incurrence

Exact text from the filing

issued $800 million aggregate principal amount of 12.250% Senior Secured Notes due 2029 (the "Notes") to certain initial purchasers

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

HERBALIFE LTD. incurred term loan of $400 million with Jefferies Finance LLC, as administrative agent at Adjusted Term SOFR plus a margin of 6.75%, or base rate plus a margin of 5.75% maturing April 12, 2029.

Instrument: term loan
Principal: $400 million
Counterparty: Jefferies Finance LLC, as administrative agent
Rate: Adjusted Term SOFR plus a margin of 6.75%, or base rate plus a margin of 5.75%
Maturity: April 12, 2029
Event: incurrence

Exact text from the filing

ecured Credit Facility On April 12, 2024, the Company, HLF Financing, HII, Herbalife International Luxembourg S.à R.L., HBL IHB Operations S.à r.l., certain subsidiaries of the Company party thereto as guarantors, the lenders party thereto, each issuing bank, Jefferies Finance LLC, as administrative agent for the lenders under the term loan B facility (the “Term B Facility”) and as collateral agent, and Coöperatieve Rabobank U.A., New York Branch (“Rabobank”), as administrative agent for the lenders under the revolving credit facility (the “Revolving Credit Facility”, and together with the Term B Facility, the “Credit Facilities”), entered into an eighth amendment (the “Amendment”) to the Credit Agreement dated as of August 16, 2018 (as so amended, the “Credit Agreement”).

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

HERBALIFE LTD. faced acceleration on senior notes of $300 million aggregate principal amount at 7.875%.

Instrument: senior notes
Principal: $300 million aggregate principal amount
Rate: 7.875%
Event: acceleration

Exact text from the filing

Obligation or an Obligation under an Off-Balance Sheet Arrangement. On April 4, 2024, the Company and HLF Financing, Inc. issued a conditional notice of redemption to redeem $300 million aggregate principal amount of its outstanding 7.875% Senior Notes due 2025 (the “2025 Notes”), subject to satisfaction or waiver by the Company of the condition that certain

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

HERBALIFE LTD. entered into Indenture with Citibank, N.A. valued at $800 million aggregate principal amount of 12.250% Senior Secured Notes due 2029 (effective 2024-04-12).

Action: entry
Agreement: notes offering
Counterparty: Citibank, N.A.
Value: $800 million aggregate principal amount of 12.250% Senior Secured Notes due 2029
Effective: 2024-04-12

Exact text from the filing

On April 12, 2024, HLF Financing SaRL, LLC (“HLF Financing”) and Herbalife International, Inc. (“HII” and together with HLF Financing, the “Issuers”), each a wholly owned subsidiary of Herbalife Ltd., a Cayman Islands exempted company incorporated with limited liability (the “Company”), issued $800 million aggregate principal amount of 12.250% Senior Secured Notes due 2029 (the “Notes”) to certain initial purchasers (the “Offering”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

HERBALIFE LTD. amended Amendment with Jefferies Finance LLC and Coöperatieve Rabobank U.A., New York Branch valued at $400 million Term B Facility and $400 million Revolving Credit Facility (effective 2024-04-12).

Action: amendment
Agreement: credit facility
Counterparty: Jefferies Finance LLC and Coöperatieve Rabobank U.A., New York Branch
Value: $400 million Term B Facility and $400 million Revolving Credit Facility
Effective: 2024-04-12

Exact text from the filing

On April 12, 2024, the Company, HLF Financing, HII, Herbalife International Luxembourg S.à R.L., HBL IHB Operations S.à r.l., certain subsidiaries of the Company party thereto as guarantors, the lenders party thereto, each issuing bank, Jefferies Finance LLC, as administrative agent for the lenders under the term loan B facility (the “Term B Facility”) and as collateral agent, and Coöperatieve Rabobank U.A., New York Branch (“Rabobank”), as administrative agent for the lenders under the revolving credit facility (the “Revolving Credit Facility”, and together with the Term B Facility, the “Credit Facilities”), entered into an eighth amendment (the “Amendment”) to the Credit Agreement dated as of August 16, 2018 (as so amended, the “Credit Agreement”).

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HERBALIFE LTD. filing history →

Source: SEC EDGAR

accession 0001193125-24-100782

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