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).
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