HERBALIFE LTD. quarterly report, Q3 FY2021

Herbalife Nutrition Ltd. — Q3 2021 Form 10-Q

Reporting period: Quarter and nine months ended September 30, 2021. Unaudited results; amounts in U.S. dollars unless otherwise noted. Herbalife sells nutrition and personal-care products primarily through independent Members in 95 markets, with China operating under a modified model.

Financial performance and liquidity

MetricQ3 2021Q3 2020Nine months 2021Nine months 2020
Net sales$1,430.9m$1,521.8m$4,484.8m$4,131.1m
Operating income$189.4m$206.9m$649.8m$492.2m
Net income$117.4m$138.1m$409.0m$298.8m
Diluted EPS$1.09$1.04$3.73$2.17
  • Gross margin was 78.7% in Q3 (78.8% prior year) and 79.0% for the nine months (79.6% prior year). Operating margin was 13.2% and 14.5%, respectively, versus 13.6% and 11.9% in the comparable periods.
  • Q3 sales fell 6.0% in reported dollars and 7.3% in local currency; nine-month sales rose 8.6% reported and 6.2% in local currency. Volume Points declined 8.3% for Q3 but increased 5.2% year to date.
  • Q3 net income declined 15.0%, principally on lower contribution margin, partly offset by lower SG&A. Nine-month net income increased 36.9%, aided by higher contribution margin and lower SG&A, including comparison with 2020 FCPA-related expenses.
  • Cash from operations was $374.9m for the nine months, down from $516.1m; investing cash use was $108.9m, including $104.5m of property and equipment purchases. Financing cash use was $620.0m, including share repurchases. Cash and equivalents were $678.2m at quarter-end, versus $1,045.4m at year-end 2020.
  • Working capital was $488.4m, down from $648.5m. Total debt carrying value was $2,762.7m ($29.6m current); shareholders’ deficit was $1,333.4m. The company reported compliance with its credit-facility covenants.

Changes and notable items

  • China sales fell 30.0% in Q3 and 19.4% year to date; China Volume Points were down 36.2% and 27.6%. Asia Pacific sales grew 10.6% and 22.6%, respectively. For the nine months, EMEA sales rose 16.8%, while North America rose 6.0%.
  • Q3 sales declines also reflected lower volume in North America, South and Central America, and EMEA; price increases and currency movements partly offset declines. Energy, Sports, and Fitness was the only major product category with Q3 sales growth, up 16.2%.
  • In May 2021, Herbalife issued $600m of 4.875% notes due 2029 and redeemed all $400m of 7.25% notes due 2026. The refinancing resulted in a $24.6m extinguishment loss in the first nine months. Nine-month net interest expense increased to $112.0m from $89.0m.
  • The company repurchased approximately 18.2m shares for $881.1m during the nine months, including a $600m purchase from Carl Icahn and affiliates. A new $1.5bn repurchase authorization was approved; approximately $1.2bn remained at quarter-end. No cash dividends have been paid since 2014.
  • China government grants contributed $16.4m of other operating income for the nine months; no grant income was recognized in Q3 2021. Grant income is not assured in future periods.

Outlook, risks and contingencies

  • No specific revenue or earnings guidance is provided in the filing. Management expects 2021 capital expenditures of approximately $145m–$175m. Management believes cash, operating cash flow, and available credit are sufficient for foreseeable needs over the next 12 months.
  • Management expects COVID-19 impacts and related comparability effects to continue, but cannot predict their duration or magnitude. Disclosed constraints include freight, labor and raw-material cost increases, intermittent access-point or event restrictions, and supply-chain disruption.
  • Management cited China sales weakness amid revised qualifications for independent service providers, reduced in-person meetings, pandemic effects, and residual effects of the government’s 2019 industry review. The company says the changes are intended to improve business consistency and sustainability.
  • Other key risks include Member recruitment and retention, direct-selling and product regulation, compliance with the FTC Consent Order, international tax and foreign-exchange exposure, and leverage. The DOJ deferred prosecution agreement and related SEC/DOJ compliance obligations run for three years from 2020; noncompliance could have a material adverse effect.
  • Contingencies include $25.5m of Mexican VAT-related assets subject to possible refund delays; contested tax assessments in Brazil and India; and paid Korean customs assessments being litigated. The company generally has not accrued losses where it does not consider a loss probable. The Mexican 2007 tax assessment was paid in Q2 2021 and is closed.
  • A U.S. putative class action remains unresolved; the company says it cannot reasonably estimate a potential loss. Product-liability claims are also possible; insurance has a $12.5m annual deductible.
  • Management reported disclosure controls were effective as of September 30, 2021, with no material quarterly change in internal control over financial reporting.

Investor verification priorities

  • Assess whether Q3 volume weakness, especially in China and North America, continued after the reporting date and how price increases and currency movements affect underlying demand.
  • Review cash conversion and working-capital movements, particularly inventory growth, prepaid assets, and other current-liability changes, alongside planned capital expenditures.
  • Verify debt maturities, variable-rate exposure, refinancing capacity, covenant headroom, and the effect of the 2024 convertible notes and LIBOR transition.
  • Evaluate the scale and sustainability of share repurchases relative to cash generation, debt, and the shareholders’ deficit.
  • Track FTC Consent Order and FCPA agreement compliance, outstanding tax disputes and VAT recoverability, and any developments in the class action or product-liability matters.