Please wait
false 0001180262 0001180262 2026-04-15 2026-04-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 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): April 15, 2026

 

 

 

Herbalife Ltd.

(Exact Name of Registrant as Specified in Charter) 

 

 

 

Cayman Islands   1-32381   98-0377871
(State or Other Jurisdiction   (Commission File Number)   (IRS Employer
of Incorporation)     Identification No.)

 

P.O. Box 309, Ugland House    
Grand Cayman    
Cayman Islands   KY1-1104
(Address of Principal Executive Offices)   (Zip Code)

 

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

 

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

 

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

 

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

 

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
Common Shares, par value $0.0005 per share     HLF     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

 

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 8.01 Other Events.

 

On April 15, 2026, Herbalife Ltd. (the “Company”) issued a press release announcing the pricing of an offering by HLF Financing SaRL, LLC and Herbalife International, Inc., each a wholly owned subsidiary of the Company, of $800 million aggregate principal amount of 7.750% senior secured notes due 2033 in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act.

 

A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1Press Release issued by Herbalife Ltd. on April 15, 2026 announcing the pricing of an offering of $800 million aggregate principal amount of senior secured notes.
104Cover Page Interactive Data File - The cover page from the Company’s Current Report on Form 8-K filed on April 15, 2026 is formatted in Inline XBRL (included as Exhibit 101).

 

1

 

 

SIGNATURES

 

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

 

  Herbalife Ltd.
   
April 15, 2026 By: /s/ John DeSimone
  Name: John DeSimone
  Title: Chief Financial Officer

 

2