Creating Shareholder Value. Herbalife Nutrition Investor Day October 31, 2018

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August Heath
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1 Creating Shareholder Value Herbalife Nutrition Investor Day October 31,

2 Disclaimer Forward-Looking & Cautionary Statements and Non-GAAP Financials This presentatin contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and to inherent risks and uncertainties, such as those disclosed or incorporated by reference in our filings with the Securities and Exchange Commission. Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in our forward-looking statements include, among others, the following: our relationship with, and our ability to influence the actions of, our Members; improper action by our employees or Members in violation of applicable law; adverse publicity associated with our products or network marketing organization, including our ability to comfort the marketplace and regulators regarding our compliance with applicable laws; changing consumer preferences and demands; the competitive nature of our business; regulatory matters governing our products, including potential governmental or regulatory actions concerning the safety or efficacy of our products and network marketing program, including the direct selling markets in which we operate; legal challenges to our network marketing program; the consent order entered into with the FTC, the effects thereof and any failure to comply therewith; risks associated with operating internationally and the effect of economic factors, including foreign exchange, inflation, disruptions or conflicts with our third-party importers, pricing and currency devaluation risks, especially in countries such as Venezuela; uncertainties relating to interpretation and enforcement of legislation in China governing direct selling and anti-pyramiding; our inability to obtain the necessary licenses to expand our direct selling business in China; adverse changes in the Chinese economy; our dependence on increased penetration of existing markets; any material disruption to our business caused by natural disasters, other catastrophic events, acts of war or terrorism, or cyber-security incidents; contractual limitations on our ability to expand our business; our reliance on our information technology infrastructure and outside manufacturers; the sufficiency of our trademarks and other intellectual property rights; product concentration; our reliance upon, or the loss or departure of any member of, our senior management team which could negatively impact our Member relations and operating results; U.S. and foreign laws and regulations applicable to our international operations; uncertainties relating to the United Kingdom s vote to exit from the European Union; restrictions imposed by covenants in our credit facility; risks related to the convertible notes; uncertainties relating to the application of transfer pricing, duties, value added taxes, and other tax regulations, and changes thereto; changes in tax laws, treaties or regulations, or their interpretation; taxation relating to our Members; product liability claims; our incorporation under the laws of the Cayman Islands; whether we will purchase any of our shares in the open markets or otherwise; and share price volatility related to, among other things, speculative trading and certain traders shorting our common shares. We do not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law. 2

3 Leading Global Nutrition Company 3

4 Key Takeaways 1. Growth Company 2. Management Strength 3. Strong Cash Flow & Capital Allocation Policy 4

5 Agenda Net Sales 1. Global Trends 2. Attractive Category 3. Demographic Alignment 4. Right Model 5. Financial Strength 6. Key Growth Strategies 7. Regional Highlights Opportunity

6 Global Trends -Tailwind for long-term growth Obesity & Overweight Aging Population Skyrocketing Healthcare Costs Rise of Entrepreneurs Global Trends 6

7 Global / Emerging Trends - Tailwind for long-term growth Obesity & Overweight Aging Population Skyrocketing Healthcare Costs Rise of Entrepreneurs Social Selling Fit & Active Global Trends 7

8 Overweight & Obese Population in the U.S. - Large addressable audience 75% Global Trends Sources: WHO -1980, Euromonitor % of U.S. population 8

9 Overweight & Obese Population - Large addressable audience Global obesity rates have doubled since 1980 Type 2 Diabetes: US:10.8%, Mexico: 13.1%,India: 10.4%, China: 9.7%, Russia 6.2% Sources: World Health Organization Sources: IDF Diabetes Atlas 2017; Numbers represent age-adjusted comparative prevalence percentage for comparability across countries Our Top 5 Markets In Millions %of population Sources: Euromonitor China India USA Russia Mexico 35% 20% 71% 62% 65% Obese #-Age 18+ Overweight #-Age 18+ Global Trends 9

10 Overweight & Obese Population - Large addressable audience Global obesity rates have doubled since 1980 Type 2 Diabetes: US:10.8%, Mexico: 13.1%,India: 10.4%, China: 9.7%, Russia 6.2% Sources: World Health Organization Sources: IDF Diabetes Atlas 2017; Numbers represent age-adjusted comparative prevalence percentage for comparability across countries Our Top 5 Markets In Millions %of population Sources: Euromonitor China India USA Russia Mexico 35% 20% 71% 62% 65% Obese #-Age 18+ Overweight #-Age Remaining Countries 1, Remaining 89 Countries Global Trends 10

11 Aging Population - Increasing desire for healthy aging In the U.S., there has been, perhaps, no more pervasive lifestyle shift than the desire among Baby Boomers to lead active, healthy lives. 25% 20% 15% 10% 5% Proportion of the world population aged 60 years or more 10% 8% % 2050 Global Trends Source: Forbes citing Hartman Group Study Source: UN report World Population Ageing

12 Healthy Aging - U.S. - Increasing desire for healthy aging All generations are looking for products that have healthy aging qualities. Global Trends Percentage of Each Generation Seeking Healthy Aging Products Source: Natural Marketing Institute 12

13 Skyrocketing Healthcare Costs - Prevention is part of the solution U.S. Healthcare Spend (% of GDP) Over 60 percent of healthcare spending is on ailments that are created by humans. Dr. Richard Carmona, 17 th Surgeon General of the U.S. and Herbalife Nutrition board member Global Trends Source: Centers for Medicare & Medicaid Services 13

14 Skyrocketing Healthcare Costs - Prevention is part of the solution Total Health Care Spending Top 5 Markets Global spending on healthcare is expected to increase to $18.28 trillion by Global Trends Source: Lancet 2016 Source: Viz Hub Health Data from Institute for Health Metrics and Evaluation. Dollars represent 2017 Purchasing Power Parity dollars. 14

Skyrocketing Healthcare Costs - Prevention is part of the solution Healthy China 2030 Healthy lifestyles Physical fitness Healthy cities Prevention

15 Skyrocketing Healthcare Costs - Prevention is part of the solution Healthy China 2030 Healthy lifestyles Physical fitness Healthy cities Prevention rather than treatment Rich Goudis, CEO, Herbalife Nutrition Tom Donohue, U.S. Chamber of Commerce Wang Qishan, Vice President, China Global Trends 15

16 Rise in Entrepreneurship - Independent business opportunity U.S. Market Majority of U.S. Workforce will be Freelancers in 2028 Source: Freelancing in America 2017 Global Trends 16

17 Rise in Entrepreneurship Globally - Independent business opportunity Almost 70% of the global adult population believe entrepreneurs are well regarded and enjoy high status within their societies. Developed countries 20-30% of the workforce in developed markets is engaged in independent work. Source: entrepreneur.com citing Mckinsey & Company India The Indian freelance / gig market size is expected to grow to $20-30 billion by China Since 2015, the Chinese government has introduced a host of incentives to push entrepreneurship. Global Trends Source: entrepreneur.com Source: china.org.cn Source: Global Entrepreneurship Monitor (GEM) Global Report 2017 /

Social Selling - Consumers seek trusting relationships Social selling is taking part in the community in which your customers participate to listen, understand, share and engage.

18 Social Selling - Consumers seek trusting relationships Social selling is taking part in the community in which your customers participate to listen, understand, share and engage. Buyers' trust in traditional advertising has dropped, while trust between buyer to buyer and peer to peer is higher than any other. Global Trends Source: Forbes - Death of a salesmen 2017: The Rise of Social Selling 2017 Source: Nielsen Global Trust in Advertising 2015 Report 18

Social Influence Supports Social Selling 70% a strong support system is critical to achieving diet goals Source: Mintel Diet Trends September 2016 agree 14% say healthcare professionals were the #1

19 Social Influence Supports Social Selling 70% a strong support system is critical to achieving diet goals Source: Mintel Diet Trends September 2016 agree 14% say healthcare professionals were the #1 factor In selecting an eating pattern / diet 33% say influence from friends or family was the #1 factor in selecting an eating pattern / diet Source: 2017 Food & Health Survery Report 57% of Millennials look to family and friends in determining the value of their food Source: The Halo Group Global Trends 19

20 Fit & Active - Large & growing addressable audience Health Club Industry Revenue (Billions) $87.2B Global Category $16.80 $28.80 $30.00 Asia Pacific Europe U.S. Health Club Members (Millions) Weight Management 22.5 Sports Nutrition 174M Global Category Asia Pacifc Europe U.S. Global Trends Sources: 2018 IHRSA Global Report 2017 info 20

21 Fit & Active - Large & growing addressable audience The Bureau of Labor Statistics predicts that the number of fitness workers will grow by 10% between now and 2026 in the U.S. : Source: Bureau of Labor Statistics Steady Rise in Global Spending on Fit and Active Lifestyles $30B $20B $10B Weight Management Sports Nutrition Source: Euromonitor 2017 Weight Management includes: Meal Replacement, Slimming Teas, Supplemental Nutrition Drinks, and Weight Loss Supplements Sports Nutrition includes: Sports Nutrition Year FWD CAGR $26B $22B (+11.0%) (+5.3%) Global Trends 21

22 Attractive Category - Growing 2-3x food industry 5-Yr Fwd CAGR: 5.3% 5-Yr Fwd CAGR: 5.8% 5-Yr Fwd CAGR: 11.0% $16.1B Weight Management Health & Wellness Sports Nutrition Source: Euromonitor Weight Management includes: Meal Replacement, Slimming Teas, Supplemental Nutrition Drinks, and Weight Loss Supplements 2. Health and Wellness includes: Vitamins and Dietary Supplements 3. Sports Nutrition includes: Sports Nutrition 4. CAGR Projections $98.7B $14.0B Attractive Category 22

Demographic Alignment - Rise of Millennials in the workplace

8B, accounting for about 25% of the world s population.

Source: Harvard Business Review citing Bureau of Labor

23 Demographic Alignment - Rise of Millennials in the workplace Millennial global population is 1.8B, accounting for about 25% of the world s population. Sources: Financial Times % 20% 23 40% 60% Source: Harvard Business Review citing Bureau of Labor Statistics Employment Projections Gen Z Millennials Gen X Baby Boomers Traditionalist Demographic Alignment

24 Demographic Alignment Distributors & Preferred Members New Distributors & Preferred Members Volume Points Source: Herbalife Nutrition Internal Data Demographic Alignment 24

25 Right Model - Strength of social support University of Pennsylvania study results 95% of participants who started a weight loss program with friends completed the program. Completed Program 95% 76% Started with friends Started solo 25

who started a weight loss program with a group after

Completed Program 95% 76% Maintained Results (after

26 Right Model - Strength of social support University of Pennsylvania study results 3X Success Participants who started a weight loss program with a group after 10 months. Completed Program 95% 76% Maintained Results (after 10 months) 66% 24% Right Model Started with friends Started solo Started with friends Started solo 26

27 27

28 Financial Update 1. Historical Performance 2. Attractive Cash Flow 3. Strong Record of Returning Cash to Shareholders 4. New $1.5B Buyback Program 5. Top Market Penetration Rates Financial Strength 28

29 Source: Herbalife Nutrition Internal Sales Data Historical Performance Volume Points (in Billions) Net Sales (in Billions) CAGR: 5.9% * Est. *Midpoint of guidance $3.5 CAGR: 9.0% CAGR: 5.1% ~ $6.3 ~ $1.4 $4.9* Est. Constant Currency** Financial Strength 29 ** 2018 Net Sales restated at 2011 average currency rates 1 During 2018, the Company adjusted volume points values for certain products in Mexico, North America an

30 Supported by Improved Underlying Key Metrics Source: Herbalife Nutrition Data Note: Data for Worldwide excludes China 337K 360K Average 218K Active Sales Leaders 85K Q3 69% 72% Sales 53% 37% Leaders Activity Rate Q3 52% 64% Sales Leaders Retention 27% NA Q3 Financial Strength 30

31 Powerful Cash Flow Generation $510.5 $567.8 Adjusted 1 Operating Cash Flow $813.0 ( Levered ) $ LTM 9/18 1. Non-GAAP Financial Measure. See the appendix of this presentation for a definition thereof and a reconciliation thereof to the most comparable GAAP measure. 2. Capital Expenditures from YTD $650.2 Cash Interest*** $479.7 $ $ } $320m Constant Currency** Adjusted 1 Operating Cash Flow ( YTD): $4,647.6M Reported $4,458.8 Total Capital Expenditures ( YTD): $906.1M ** 2018 Net Income adjusted at 2011 average currency rates (estimate) *** Calculated by reported GAAP interest less non-cash interest 31 Financial Strength

32 Capital Allocation Policy - Disciplined Approach Debt Service Internal Investments External Investments Return Cash to Shareholders Financial Strength 32

33 Long Track Record of Returning Capital to Shareholders Q Q Net Income (Reported) Change in Net Debt 1 Total Available Cash $3.7 $1.3 $5.0 (Billions) Buybacks Dividends Total Cash Returned Since % TOTAL CASH RETURNED TO SHAREHOLDERS $4.5 $0.6 $5.1 (Billions) Financial Strength 1. Non-GAAP Financial Measure. Calculated by total debt less cash. 33

34 Buyback Program Reduced Share Count by ~50% Since 2007 Shares Outstanding (mm) Since 2007, we have repurchased 194 million shares for $4.5B at an average price of $23.24 (split adjusted) YE 2006 Shares Issued Shares Repurchased Q Financial Strength 34

35 Buyback Program Reduced Share Count by ~50% Since 2007 New $1.5 Billion, 5-Year Share Repurchase Program Financial Strength 35

36 Efficient Capital Structure Cash: $1,110.5M Debt: $2,446.6M Net Debt 2 : $1,336.1M Leverage Profile LTM EBITDA (Rep.): $726.3M LTM Bank Adj. 1 EBITDA: $884.3M Net Debt / Bank Adj. 1 EBITDA: 1.5x Gross Debt / Bank Adj. 1 EBITDA: 2.8x Note: As of Q Non-GAAP Financial Measure. See the appendix of this presentation for a definition thereof and a reconciliation thereof to the most comparable GAAP measure Non-GAAP Financial Measure. Calculated by total debt less cash. Financial Strength

37 Efficient Capital Structure Leverage Profile Cash: $1,110.5M Debt: $2,446.6M Net Debt 1 : $1,336.1M LTM EBITDA (Rep.): $726.3M LTM Bank Adj. 2 EBITDA: $884.3M Net Debt / Bank Adj. 2 EBITDA: 1.5x Gross Debt / Bank Adj. 2 EBITDA: 2.8x Note: As of Q Non-GAAP Financial Measure. Calculated by total debt less cash. 2. Non-GAAP Financial Measure. See the appendix of this presentation for a definition thereof and a reconciliation thereof to the most comparable GAAP measure. Debt Profile Provides Flexibility In Capital Allocation Strategy Sufficient Cash On Balance Sheet To Addess 2019 Converts $695 $ converts $22 $26 $28 Long Dated Maturities Est. $189 $558 $703 $400 Financial Strength 37

38 Significant Opportunity To Penetrate Existing Markets Volume Points Per Addressable Cap Mexico USA Russia Brazil Indonesia China India Source: Addressable Population calculated as (1 Poverty Rate) * Total Population. Total Population from Euromonitor. Poverty Rates from World Bank, tiered for each country based on income classification: India (60%), Indonesia (27%) [Lower Middle Income Countries: $3.20 PPP], Brazil (19%), China (27%), Mexico (35%), Russia (3%) [Upper Middle Income Countries: $5.50 PPP], USA (13%) [High Income Countries $21.70 PPP]. Volume Points based on Herbalife Nutrition Data Regional Performance 38

39 Key Growth Strategies 1. Products 2. Technology 3. Distributor Difference 39

40 Products 40

41 2017 Market Size & Opportunity 5-Yr Fwd CAGR: 5.3% $16.1B Weight Management Source: Euromonitor Weight Management includes: Meal Replacement, Slimming Teas, Supplemental Nutrition Drinks, and Weight Loss Supplements 2. Health and Wellness includes: Vitamins and Dietary Supplements 3. Sports Nutrition includes: Sports Nutrition 4. CAGR Projections 5-Yr Fwd CAGR: 5.8% $98.7B Health & Wellness 5-Yr Fwd CAGR: 11.0% $14.0B Sports Nutrition Growth Opportunity 41

42 2017 Market Size & Opportunity 5-Yr Fwd CAGR: 5.3% 5-Yr Fwd CAGR: 5.8% 5-Yr Fwd CAGR: 11.0% $16.1B 19.7% Weight Management Source: Euromonitor Weight Management includes: Meal Replacement, Slimming Teas, Supplemental Nutrition Drinks, and Weight Loss Supplements 2. Health and Wellness includes: Vitamins and Dietary Supplements 3. Sports Nutrition includes: Sports Nutrition 4. CAGR Projections $98.7B 1.5% Health & Wellness Herbalife Nutrition Market Share $14.0B 0.5% Sports Nutrition Growth Opportunity 42

43 Consumer Profile - We have permission to service more consumers 1. Industry Users 28% 51% 21% Source: Internal Study Conducted In Conducted in China, Korea, Taiwan, India, Indonesia, Italy, Mexico, Brazil, Colombia and Russia Herbalife Nutrition Internal Sales Data Weight Management 2. Herbalife Nutrition Users 21% 60% 19% Health & Wellness Sports Nutrition & Fitness 3. Herbalife Nutrition Sales (2017) Misc 4% 6% 25% 65% Growth Strategies 43

Expand Dayparts Attract New Customers 5.

44 Product Strategy Increase Value of Existing Customers 1. Fill Gaps 2. Add Flavors 3. Increase Convenience 4. Expand Dayparts Attract New Customers 5. Enter New Categories 6. Offer More Choices 7. Expand Sports Line 44

45 Product Strategy Increase Value of Existing Customers 1. Fill Gaps 45

46 Product Strategy Increase Value of Existing Customers 2. Add Flavors 46

47 Product Strategy Increase Value of Existing ing Customers 3. Increase Convenience 47

48 Product Strategy Increase Value of Existing Customers 4. Expand Dayparts 48

49 Product Strategy Attract New Customers 5. Enter New Categories 49

50 Product Strategy Attract New Customers 6. Offer More Choices 50

51 Product Strategy Attract New Customers 7. Current Sports Line 51

52 Herbalife24 Rebuild Strength Best Whey Protein Industry Recognition Herbalife24 Rebuild Strength Best Muscle Builder Herbalife24 Formula 1 Sport Best Pre Workout Herbalife24 Hydrate Best Health Product Liftoff Best Energy Drink 52

53 53

54 54

55 7. Expand Sports Line 55

56 Technology 56

57 Robust Technology Infrastructure Global Data Warehouse Argus Safety Suite Process Manufacturing Product Portfolio Management HRIS Call Center Suite EBR EBR Knowledge Management R12 ERP Transportation Management *Oracle is a registered trademark of Oracle Corporation and/or its affiliates. Growth Strategies 57

Robust Technology Infrastructure Capacity to

Single Instance ERP Deliver Quality Products

58 Robust Technology Infrastructure Capacity to Support Growth Upgraded to Oracle R12 ERP 5 Data Centers (2 Mirror Mirror) Cyber Security/PCI Compliant Capability to Support Global Business Single Instance ERP Deliver Quality Products Faster Financial Oversight & Visibility Growth Strategies 58

59 Enhance Distributor Productivity Through Technology GOHerbalife Distributor to Customer ecommerce % Coverage 38% myherbalife Mobile Ordering 66% 52% 54% Source: Internal Herbalife Nutrition Data As of YE2017 As of Q3 YE2018 As of YE2017 As of Q3 YE2018 Distributor Scalability Increase Distributor-to- Customer Connectivity Organizational Analytics Distributor-to-Customer ecommerce CRM & Digital Marketing Automation Enhance Customer Experience New Nutrition Club Apps Point of Sale Growth Strategies 59

60 Distributor Difference 60

61 Distributor Difference Education & Training Supportive Community Healthy Active Lifestyle Nutrition Products Personal Coach Growth Strategies 61

62 62

63 Volume Points by Region Q Volume Points Region 3Q 18(mil) Yr/Yr % Chg Asia Pacific % North America % EMEA % Mexico % China % South & Central America (7.9%) Worldwide Total * % As of Sept 2018 Source: Internal Herbalife Nutrition Data *During 2018, the Company adjusted volume point values for certain products in Mexico, North America & South & Central America. Excluding these adjustments, the worldwide total year over year change in volume points would have been an increase of 14.3%. Regional Performance 63

64 Regional Highlights Sales Leader Retention Q3 Asia Pacific 21% 40% 59% N/A North America 29% 51% 66% N/A EMEA 34% 63% 69% N/A Mexico 33% 59% 66% N/A China N/A 20% 54% N/A South & Central America 25% 56% 59% N/A Sales Leader Activity Rate Q3 Asia Pacific 25% 39% 58% 65% North America 45% 56% 76% 79% EMEA 38% 62% 76% 76% Mexico 45% 65% 78% 79% China N/A 22% 56% 44% South & Central America 32% 52% 62% 62% Avg. Active Sales Leaders Q3 Asia Pacific 21K 48K 80K 92K North America 27K 52K 49K 54K EMEA 24K 38K 89K 99K Mexico 6K 46K 67K 67K China N/A 9K 34K 48K South & Central America 4K 34K 52K 48K Regional Performance Source: Herbalife Nutrition Data Note: Data for Worldwide excludes China 64

65 Over Edi Hienrich SVP & Managing Director EMEA and India 29 years YEARS Tom Harms SVP - Managing Director China and APAC 18 years of Herbalife Nutrition Experience Rob Levy EVP, Americas & WW Distributor Affairs 24 years Ibi Montesino SVP, North America 21 years John DeSimone Co-President and Chief Strategic Officer 11 years 65

66 66

67 Q&A 67

68 68

69 Key Takeaways 1. Growth Company 2. Management Strength 3. Strong Cash Flow demonstrated discipline to return excess cash to shareholders 69

70 70

71 Appendix Herbalife Nutrition Ltd. Credit Agreement Reconciliation of Presentation Amounts to Reported Amount per US GAAP (Dollars in Millions) Q Q Q Q TTM September 2018 EBITDA Net Income $ (63.4) $ 82.1 $ 94.4 $ 71.2 $ Interest expense, net Taxes Depreciation & Amortization EBITDA $ $ $ $ $ Interest income EBITDA, including interest income $ $ $ $ $ Expenses related to regulatory inquiries Expenses incurred responding to attacks on the Company's business model FTC Consent Order implementation Contingent value rights revaluation (0.4) (4.6) 11.0 Loss on extinguishment of convertible debt Loss on extinguishment of 2017 senior secured credit facility Venezuela devaluation Inventory write-down Share-based compensation Other expenses Credit Agreement Adjusted EBITDA $ $ $ $ $ EBITDA represents net income plus net interest expense, income taxes and depreciation and amortization. Credit Agreement Adjusted EBITDA represents EBITDA plus certain items permitted under our Senior Credit Facility. 1 Other expenses include certain severance, non-cash bad debt expense, unrealized foreign currency gains and losses, and other non-cash items 71

73 Appendix U.S. Statement of Average Gross Compensation

74 Appendix U.S. Statement of Average Gross Compensation

LOS ANGELES--(BUSINESS WIRE)-- Herbalife Ltd. (NYSE: HLF) reports results for the fourth quarter and full year ended December 31, 2016.

LOS ANGELES--(BUSINESS WIRE)-- Herbalife Ltd. (NYSE: HLF) reports results for the fourth quarter and full year ended December 31, 2016. February 23, 2017 Herbalife Reports Record Full Year 2016 Worldwide Volume; Number of Preferred Members in the U.S. Approximately 300,000; Record Worldwide Sales Leader Retention; Announces a New Share