SEC Info - Herbalife Nutrition Ltd. - ‘8-K’ for 3/19/20

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM i 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): i March 19, 2020

i Herbalife Nutrition Ltd.

(Exact Name of Registrant as Specified in Charter)

i Cayman Islands

i 1-32381

i 98-0377871

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

i P.O. Box 309GT, i Ugland House,

i South Church Street, i Grand Cayman

i Cayman Islands

i KY1-1106

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: i c/o (213) i 745-0500

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

i ☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

i ☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

i ☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

i ☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

i Common Shares, par value $0.0005 per share

i HLF

i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company i ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01.

Entry into a Material Definitive Agreement.

On March 19, 2020, Herbalife Nutrition Ltd., a Cayman Islands exempted limited liability company (“Herbalife Nutrition”), HLF Financing SaRL, LLC, an indirect wholly-owned subsidiary of Herbalife Nutrition (“HLF Financing”), Herbalife International, Inc., an indirect wholly-owned subsidiary of Herbalife Nutrition (“HII”), and Herbalife International Luxembourg S.à R.L., an indirect wholly-owned subsidiary of Herbalife Nutrition (“HIL” and, collectively with Herbalife Nutrition, HLF Financing and HII, the “Borrowers”), certain subsidiaries of the Borrowers party thereto as guarantors, the lenders party thereto, and Coöperatieve Rabobank U.A., New York Branch as administrative agent for the Lenders under the term loan A facility and revolving credit facility (“Rabobank”), entered into a second amendment (the “Second Amendment”) to the Credit Agreement dated as of August 16, 2018 among the Borrowers, the lenders party thereto, Jefferies Finance LLC, administrative agent for the Lenders under the term loan B facility and as collateral agent, and Rabobank (the “Credit Agreement”). The Second Amendment increased the borrowing capacity under the revolving facility from $250 million to $282.5 million and the term loan A facility from approximately $234.3 million to approximately $264.8 million, in each case with a final maturity in March 2025. Loans made under the revolving facility and the term loan A facility will bear interest at a rate based on the London Interbank Offered Rate (LIBOR) plus a margin of 2.50%. The commitment fee applicable to the undrawn portion of the revolving facility is 0.35%, a reduction of 0.15%. No changes were made to the existing financial covenants as a result of the Second Amendment.

The foregoing summary of the Second Amendment is not complete and is qualified in its entirety by reference to the complete text of the Second Amendment a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.



	10.1			Second Amendment to Credit Agreement, dated as of March 19, 2020, by and among HLF Financing SaRL, LLC, Herbalife Nutrition Ltd., Herbalife International Luxembourg S.à R.L., Herbalife International, Inc., the several banks and other financial institutions or entities from time to time party thereto as lenders and Coöperatieve Rabobank U.A., New York Branch as administrative agent for the Term Loan A Lenders and Revolving Credit Lenders.

	104			Cover Page Interactive Data File – The cover page from the Company’s Current Report on Form 8-K filed on March 19, 2020 is formatted in Inline XBRL (included as Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	Herbalife Nutrition Ltd.

March 19, 2020	By:	/s/ *Bosco Chiu*
		Name:	Bosco Chiu
		Title:	Executive Vice President, Chief Financial Officer

This ‘8-K’ Filing	Date	Other Filings

Filed on / For Period end:	3/19/20
	8/16/18	8-K
		List all Filings

Herbalife Nutrition Ltd. – ‘8-K’ for 3/19/20

On: Thursday, 3/19/20, at 4:45pm ET · For: 3/19/20 · Accession #: 1193125-20-79209 · File #: 1-32381

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Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34
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