Current Report Filing (8-k)
2018年10月31日 - 05:39AM
Edgar (US Regulatory)
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): October 30, 2018
Herbalife Nutrition Ltd.
(Exact
Name of Registrant as Specified in Charter)
Cayman Islands
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1-32381
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98-0377871
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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P.O. Box 309GT, Ugland House,
South Church Street, Grand Cayman
Cayman Islands
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KY1-1106
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: c/o (213) 745-0500
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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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))
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 2.02. Results of Operations and Financial Condition.
The following information is furnished pursuant to Item 2.02, Results of
Operations and Financial Condition.
On October 30, 2018, Herbalife Nutrition Ltd. (the “Company”) issued a
press release announcing its financial results for its fiscal quarter
ended September 30, 2018. A copy of the press release is attached hereto
as Exhibit 99.1 and incorporated herein by reference.
The information contained in this Item 2.02 shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or incorporated by reference in any filing
under the Securities Act of 1933, as amended (the “Securities Act”), or
the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
Item 7.01. Regulation FD Disclosure.
The Company will be hosting an investor day event on Wednesday, October
31, 2018 beginning at 8:30 a.m. ET. The investor day event will be
simultaneously webcast in the investor relations section of the
Company’s website at http://ir.Herbalife.com. A copy of the presentation
to be used during the event will also be available in the investor
relations section of the Company's website at http://ir.Herbalife.com.
The information contained in this Item 7.01 shall not be deemed “filed”
for purposes of Section 18 of the Exchange Act or incorporated by
reference in any filing under the Securities Act or the Exchange Act,
except as shall be expressly set forth by specific reference in such a
filing.
Item 8.01. Other Events.
On October 30, 2018, the Company also announced that its Board of
Directors had approved a new five-year $1.5 billion share repurchase
program.
A copy of the press release is attached hereto as Exhibit 99.1 and the
portions thereof with respect to the share repurchase program described
above are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
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.
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Herbalife Nutrition Ltd.
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October 30, 2018
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By:
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/s/ HENRY WANG
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Name:
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Henry Wang
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Title:
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EVP, General Counsel
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Herbalife (NYSE:HLF)
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