Company: HERBALIFE LTD.
Form Type: SCHEDULE 13G
Filing Date: 2025-05-15
Type: New
Accession Number: 000110465925049504
Filing Summary: On May 15, 2025, Herbalife Ltd. filed a Schedule 13G detailing ownership information. Nantahala Capital Management, LLC, along with its managing members Wilmot B. Harkey and Daniel Mack, reported beneficial ownership of 5,900,000 common shares, which represents 5.82% of the total shares outstanding as of March 31, 2025. The document emphasizes that the shares were acquired and are held in the ordinary course of business, and not for the purpose of influencing control over the issuer. All three Reporting Persons may be deemed beneficial owners, each having control over the reported shares held under Nantahala's management. The filing aligns with Rule 13d-1(b), categorizing the report as a new filing without any related corporate actions.
Additional details:
Beneficial Owner: Nantahala Capital Management, LLC
Beneficial Owner Percentage: 5.82%
Shares Owned: 5900000
Reporting Persons: 1. Nantahala Capital Management, LLC 2. Wilmot B. Harkey 3. Daniel Mack
Form Type: SCHEDULE 13G/A
Filing Date: 2025-05-15
Type: Update
Accession Number: 000134467625000024
Filing Summary: This Schedule 13G/A filing is submitted by Long Focus Capital Management, LLC and John Helmers. It reflects their ownership status with respect to common shares of Herbalife Ltd. as of March 31, 2025. Both parties report that they do not directly own any common shares but have investment management agreements allowing them to maintain dispositive and voting power over securities held in client accounts. The document confirms that no client owns more than 5 percent of any class of such securities, affirming their holdings are for ordinary business purposes and not for influence over the issuer's control.
Additional details:
Investment Management Firm: Long Focus Capital Management, LLC
Reporting Person: John Helmers
Total Owned Shares: 0
Total Dispositive Power Shares: 4943000
Holding Period End Date: 2025-03-31
Form Type: 10-Q
Filing Date: 2025-04-30
Type: New
Accession Number: 000095017025061076
Filing Summary: Herbalife Ltd. filed its quarterly report for the period ending March 31, 2025. The filing includes key financial information such as income from operations, net income for the quarter, and comprehensive income statements. The report shows continued commitment to compliance with SEC filing requirements and updates regarding the company's ability to remain a going concern. The company is assessed as a large accelerated filer and has consistently submitted its required reports and data in compliance with regulation. Recent developments in its financial obligations, including updates on its various credit facilities and the status of significant debt instruments, are highlighted, suggesting ongoing management of its financial commitments and liabilities.
Additional details:
Cik: 0001180262
Address Of Principal Executive Offices: P.O. Box 309 Ugland House Grand Cayman Cayman Islands KY1-1104
Telephone Number: (213) 745-0500
Common Shares Trading Symbol: HLF
Common Shares Par Value: $0.0005
Listing Exchange: New York Stock Exchange
Form Type: 8-K
Filing Date: 2025-04-30
Type: New
Accession Number: 000121390025037675
Filing Summary: On April 30, 2025, Herbalife Ltd. announced its financial results for the first fiscal quarter ending March 31, 2025, through a press release. The report includes financial performance metrics but is marked as not being 'filed' for liability purposes under the Securities Act or Exchange Act. In addition, the company plans to discuss these results during its earnings conference call, with investor slides available on its website. The filing includes necessary regulatory disclosures, confirming that the registrant is not an emerging growth company. Exhibit 99.1 contains the press release regarding the earnings announcement, and the cover page data is formatted in Inline XBRL, included as Exhibit 101. The signing representative from Herbalife is Henry C. Wang, Chief Legal Officer and Corporate Secretary.
Additional details:
Item: results_of_operations_and_financial_condition
Item: earnings_call_investor_slides
Press Release Date: 2025-04-30
Presentation Access Link: http://ir.herbalife.com
Form Type: SCHEDULE 13G/A
Filing Date: 2025-04-30
Type: Update
Accession Number: 000093247125000562
Filing Summary: Herbalife Ltd's Schedule 13G/A filing, dated April 30, 2025, details the ownership of the company's common stock held by The Vanguard Group. The document indicates that Vanguard's clients have the power to direct the receipt of dividends from the 10 common stock shares. The filing specifies that no single person's interest in the reported securities exceeds 5%. Furthermore, an assertion is made that the securities were acquired in the ordinary course of business without the intent of influencing control over Herbalife Ltd, other than through regular investment activities. The signature of Ashley Grim, Head of Global Fund Administration at The Vanguard Group, is included, confirming the accuracy of the information provided.
Additional details:
Cik: 0000102909
Issuer Name: Herbalife Ltd
Issuer Address: South Church Street Ugland House, PO Box 309GT, Grand Cayman, E9, 1104
Investor Name: The Vanguard Group
Investor Address: 100 Vanguard Blvd., Malvern, PA 19355
Investment Type: Common Stock
Date Of Acquisition: 2025-03-31
Client Power: Dividends and Sale Proceeds
Form Type: 8-K
Filing Date: 2025-04-25
Type: Update
Accession Number: 000121390025035657
Filing Summary: On April 23, 2025, Herbalife Ltd. held its 2025 annual general meeting of shareholders where three proposals were voted on. All eleven nominated board members were elected to serve until the 2026 annual meeting. Key voting results include: Michael O. Johnson received 67,149,431 votes in favor, and the lowest garnered was 61,261,820 votes for Richard H. Carmona. Proposal 2, regarding the advisory approval of executive compensation, passed with 35,330,716 votes for and 33,240,395 against. Proposal 3, to ratify PricewaterhouseCoopers LLP as the independent accounting firm for 2025, passed overwhelmingly with 80,402,933 votes for. The report was signed by Henry C. Wang, Chief Legal Officer, on April 25, 2025.
Additional details:
Item Date: 2025-04-23
Proposal 1 Name: Election of Directors
Proposal 1 Votes For: 67,149,431
Proposal 1 Votes Against: 1,487,558
Proposal 1 Votes Abstain: 257,797
Proposal 1 Broker Non Votes: 14,220,650
Proposal 2 Name: Advisory approval of executive compensation
Proposal 2 Votes For: 35,330,716
Proposal 2 Votes Against: 33,240,395
Proposal 2 Votes Abstain: 323,675
Proposal 2 Broker Non Votes: 14,220,650
Proposal 3 Name: Ratification of PricewaterhouseCoopers LLP
Proposal 3 Votes For: 80,402,933
Proposal 3 Votes Against: 2,445,109
Proposal 3 Votes Abstain: 267,394
Form Type: ARS
Filing Date: 2025-03-11
Type: New
Accession Number: 000121390025022834
Filing Summary: On March 11, 2025, Herbalife Ltd. filed a Form 8-K to report recent developments regarding its business operations and corporate governance. The filing includes updates on financial performance, strategic initiatives, and management changes. Additionally, it highlights ongoing compliance with regulatory requirements and outlines future plans to enhance shareholder value. No specific corporate actions such as mergers, acquisitions, or offerings were announced in this filing. The document reinforces the company's commitment to transparency and sustained growth in a competitive market.
Form Type: DEF 14A
Filing Date: 2025-03-11
Type: New
Accession Number: 000121390025022830
Filing Summary: Herbalife Ltd. announced the details of its 2025 Annual General Meeting of Shareholders scheduled for April 23, 2025. Shareholders are invited to participate either in person or through various voting options, including online and by telephone. The record date for share eligibility is February 25, 2025, with a total of 101,341,321 common shares outstanding. The agenda at the meeting includes the election of 11 director nominees to the Board, advisory votes on executive compensation, and ratification of the independent registered public accounting firm for fiscal year 2025. Additionally, the document emphasizes the importance of shareholder votes and outlines proxy solicitation and voting procedures. A summary of corporate governance practices and key changes in executive compensation was also provided, highlighting the link between performance and compensation. The materials are available online for review by shareholders.
Additional details:
Record Date: 2025-02-25
Voting Options: Telephone, Internet, Proxy Card
Number Of Director Nominees: 11
Total Common Shares Outstanding: 101341321
Form Type: DEFA14A
Filing Date: 2025-03-11
Type: New
Accession Number: 000121390025022832
Filing Summary: Herbalife Ltd. is filing this Definitive Additional Materials Proxy Statement as part of its solicitation of proxies for its 2025 Annual Meeting of Shareholders, set for April 23, 2025. The filing includes a notice for shareholders to vote on various proposals such as the election of directors, advisory compensation of named executive officers, and the appointment of an independent registered public accounting firm for fiscal year 2025. Shareholders are encouraged to vote by April 22, 2025. The document details the nominees for director positions and outlines the voting process along with the requirement for a legal proxy if voting in person. The registration encourages making informed decisions by viewing related materials online or requesting copies before a specified deadline.
Additional details:
Control Number: Control #
Voting Deadline: April 22, 2025 11:59 PM ET
Meeting Date: April 23, 2025
Meeting Time: 8:30 AM PDT
Meeting Address: 800 W. Olympic Blvd. Suite 406 Los Angeles, CA
Form Type: 10-K
Filing Date: 2025-02-19
Type: New
Accession Number: 000095017025023207
Filing Summary: The document is an annual report for Herbalife Ltd. detailing various aspects of the company’s financial performance for the fiscal year ending December 31, 2024. Key highlights include a comprehensive overview of operating revenue, segmented results, and liabilities, which showed growth in targeted nutrition products. It elaborates on operational leases, long-term debts, and elements affecting selling, general, and administrative expenses, indicating a focus on financial health and operational adjustments made throughout the year. The report also reflects on geographic distribution, product categories, and outlines future strategic initiatives and capital expenditure plans. The company emphasizes its commitment to compliance and robust financial reporting standards. Significant risks related to market fluctuations and operational challenges are discussed, pointing to the dynamic landscape the business operates within.
Additional details:
Fiscal Year End: 2024-12-31
Total Revenue: $X,XXX,XXX
Net Income: $X,XXX,XXX
Total Assets: $X,XXX,XXX
Total Liabilities: $X,XXX,XXX
Cash Flow Operating Activities: $X,XXX,XXX
Form Type: 8-K
Filing Date: 2025-02-19
Type: New
Accession Number: 000121390025015314
Filing Summary: On February 19, 2025, Herbalife Ltd. announced its financial results for the fourth fiscal quarter and the fiscal year ended December 31, 2024. The results were provided in a press release attached as Exhibit 99.1. Furthermore, on February 13, 2025, the company appointed Stephan Paulo Gratziani as the Chief Executive Officer, effective May 1, 2025, succeeding Michael O. Johnson, who will become the Executive Chairman. As part of this succession planning, compensation details for the new positions were disclosed, including annual salaries and incentive awards for Mr. Johnson, Mr. Gratziani, and Rob Levy, highlighting the structured equity awards and performance metrics tied to their roles. Additionally, the company revealed plans to discuss its financial results in an earnings conference call and referenced investor slides that would be available on their website.
Additional details:
Title Of Each Class: Common Shares, par value $0.0005 per share
Trading Symbol: HLF
Name Of Each Exchange On Which Registered: New York Stock Exchange
Ceo Effective Date: 2025-05-01
Johnson Annual Salary: 740741
Gratziani Annual Salary: 1100000
Levy Annual Salary: 640000
Form Type: SCHEDULE 13G/A
Filing Date: 2025-02-14
Type: Update
Accession Number: 000121465925002817
Filing Summary: This document is an updated Schedule 13G/A filing for Herbalife Nutrition Ltd. by The WindAcre Partnership LLC, The WindAcre Partnership Master Fund, LP, and Snehal Rajnikant Amin. The filing indicates that Mr. Amin is the principal beneficial owner holding more than 5% of the issuer's common shares. The entities involved, WindAcre and the Master Fund, have been identified as potentially beneficially owning the common shares held by the Master Fund due to their organizational structure. The document confirms that the securities were not acquired for the purpose of changing control of the issuer and were acquired in the ordinary course of business. Mr. Amin is a U.S. citizen and serves as the managing member of WindAcre, which acts as an investment manager for the Master Fund.
Additional details:
Reporting Person: The WindAcre Partnership LLC
Reporting Person: The WindAcre Partnership Master Fund LP
Reporting Person: Snehal Rajnikant Amin
Business Address Windacre: 2200 Post Oak Blvd., Suite 1580, Houston, Texas 77056
Business Address Master Fund: Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman KY1-9009, Cayman Islands
Citizenship: United States of America
Form Type: SCHEDULE 13G/A
Filing Date: 2025-02-13
Type: Update
Accession Number: 000093583625000136
Filing Summary: This is an amendment to Schedule 13G filed by Route One Investment Company, L.P., ROIC, LLC, Route One Investment Company, LLC, Route One Offshore Master Fund, L.P., William F. Duhamel, Jr., and Jason E. Moment. The reporting persons collectively hold 4,120,884 Commons Shares of Herbalife Ltd., representing approximately 4.1% of the total shares outstanding as of October 23, 2024. Additionally, Route One Offshore Master Fund, L.P. holds 2,845,650 Commons Shares, accounting for approximately 2.8%. The report clarifies that the securities were acquired in the ordinary course of business and not for the purpose of influencing control over Herbalife Ltd. Each of the reporting persons disclaims beneficial ownership of the Common Shares except to the extent of their pecuniary interest. The document includes principal business addresses and signatures from the managing members of the General Partner responsible for the filing.
Additional details:
Cik Number: 0000935836
Corporate Office: P.O. BOX 309GT UGLAND HOUSE, SOUTH CHURCH STREET GEORGE TOWN E9 00000
Shareholder: Route One Investment Company, L.P.
Shareholder: ROIC, LLC
Shareholder: Route One Investment Company, LLC
Shareholder: Route One Offshore Master Fund, L.P.
Shareholder: William F. Duhamel, Jr.
Shareholder: Jason E. Moment
Common Shares: 4,120,884
Percentage Held: 4.1
Common Shares Master Fund: 2,845,650
Percentage Master Fund: 2.8
Principal Business Office: One Letterman Drive, Building D, Suite DM 200, San Francisco, CA 94129
Master Fund Address: c/o Citco Fund Services (Cayman Islands) Limited, 89 Nexus Way, Camana Bay, P.O. Box 31106SMB, Grand Cayman, Cayman Islands
Form Type: SCHEDULE 13G/A
Filing Date: 2025-02-13
Type: Update
Accession Number: 000103738925000013
Filing Summary: This Schedule 13G/A is filed by Renaissance Technologies LLC and Renaissance Technologies Holdings Corporation, indicating a continued ownership stake in HERBALIFE LTD. The document specifies that Renaissance Technologies LLC has a holding of common shares of HERBALIFE LTD., with each share par value of $0.0005. The corporations are based in Delaware and manage funds that have the right to receive dividends and proceeds from sales of the securities mentioned. It is certified that the securities were acquired in the ordinary course of business and are not held with the intent of influencing control over the issuer. Relevant details include ownership percentages and confirmation that the holdings are not connected with any transactions aimed at controlling the issuer.
Additional details:
Common Shares: 6
Par Value: $0.0005
Record Date: 2024-12-31
Owner Name 1: Renaissance Technologies LLC
Owner Name 2: Renaissance Technologies Holdings Corporation
Address 1: P.O. BOX 309 UGLAND HOUSE, Grand Cayman, Cayman Islands, E9 KY1-1104
Address 2: 800 Third Avenue New York, New York 10022
Certification Signer 1: Brian Felczak
Certification Signer 2: Brian Felczak
Certification Title 1: Chief Financial Officer
Certification Title 2: Vice President
Form Type: 8-K
Filing Date: 2025-02-12
Type: New
Accession Number: 000121390025012882
Filing Summary: On February 6, 2025, Herbalife Ltd. entered into a new employment agreement with Michael O. Johnson, continuing his role as Chief Executive Officer through December 31, 2025. The agreement includes an annual base salary of $1,280,000, with a potential annual bonus targeted at $1,920,000, and an equity incentive award valued at $8,000,000. The equity will vest in two installments: 50% after one year and the remaining 50% based on certain conditions regarding job continuity and company performance metrics. The agreement has specific clauses detailing the conditions under which the equity awards could accelerate or be forfeited. This report is intended to provide updates concerning the appointment and terms of the CEO's employment.
Additional details:
Annual Base Salary: 1280000
Annual Bonus Target: 1920000
Equity Award Value: 8000000
Equity Award Vesting Conditions: 50% after one year and 50% on or before January 1, 2027
Form Type: SCHEDULE 13G
Filing Date: 2025-02-05
Type: New
Accession Number: 000101905625000061
Filing Summary: The document reports the beneficial ownership of common shares of Herbalife Ltd. by Long Focus Capital Management, LLC and its affiliated entities as of January 29, 2025. Long Focus Capital Management, LLC maintains investment and voting power over the shares held by Long Focus Capital Master, Ltd. John Helmers and Glenn Helmers are identified as controlling members of their respective entities without directly owning any shares personally. The filing indicates that the securities were acquired in the ordinary course of business, not for the purpose of influencing control over the issuer.
Additional details:
Reporting Person: long_focus_capital_management_llc
Reporting Person: long_focus_capital_master_ltd
Reporting Person: condagua_llc
Reporting Person: john_helmers
Reporting Person: glenn_helmers
Form Type: 8-K
Filing Date: 2025-01-30
Type: New
Accession Number: 000121390025008428
Filing Summary: On January 24, 2025, Herbalife Ltd. and its wholly owned subsidiary, HLF Financing, Inc., issued a notice of redemption regarding their 7.875% Senior Notes due 2025. The company plans to redeem $65.0 million of these notes, with the redemption occurring on February 11, 2025. Holders of the notes will receive a redemption price of $1,000 per $1,000 principal amount, along with accrued and unpaid interest up to the redemption date.
Additional details:
Date Of Earliest Event Reported: 2025-01-24
Amount Redeemed: 65.0 million
Redemption Date: 2025-02-11
Redemption Price: $1,000 per $1,000
Interest Accrued: yes
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