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Herbalife company was founded by Mark Hughes in 1980 and it employs an estimated 8,900 people

Herbalife Nutrition is a global multi-level marketing corporation that develops and sells dietary supplements. The company was founded by Mark Hughes in 1980, and it employs an estimated 8,900 people worldwide.[3] The business is incorporated in the Cayman Islands,[4] with its corporate headquarters located in Los Angeles, California.[5] The company operates in 94 countries through a network of approximately 4.5 million independent distributors and members.[3]

Herbalife Nutrition

Type

Public

Traded as NYSE: HLF

Russell 1000 Component

ISIN KYG4412G1010

Industry Multi-level marketing

Founded February 1980; 40 years ago

Los Angeles, California, U.S.

Founder Mark R. Hughes

Headquarters L.A. Live

Los Angeles, California, U.S.

Key people

John O. Agwunobi (Chairman & CEO)

Products Weight management, dietary supplements, personal care, sports nutrition.

Revenue US$ 4.89 billion (2018)[1]

Operating income

US$ 683 million (2018)[1]

Net income

US$ 296 million (2018)[1]

Total assets US$ 2.79 billion (2018)[1]

Total equity US$ 341 million (2018)[1]

Number of employees

8,900+ (2018)[2]

Website

herbalife.com

The company has been criticized by, among others, hedge fund manager Bill Ackman of Pershing Square Capital, who claimed that Herbalife operates a "sophisticated pyramid scheme"[6][7] after taking a $1 billion short position in Herbalife stock.[8][9][10] Herbalife agreed to "fundamentally restructure" its business and pay a $200 million fine as part of a 2016 settlement with the U.S. Federal Trade Commission (FTC) following accusations of it being a pyramid scheme.[11] In November 2017, Ackman's hedge fund closed out its short position in Herbalife.[12]

History

In February 1980, Mark Hughes began selling the original Herbalife weight management product from the trunk of his car. Hughes often stated that the genesis of his product and program stemmed from the weight loss concerns of his mother Joanne, whose premature death he attributed to an eating disorder and an unhealthy approach to weight loss.[13] According to one Herbalife website, the company's goal was to change the nutritional habits of the world.[14] His first product was a protein shake designed to help people manage their weight. He structured his company using a direct-selling, multi-level marketing model.[citation needed] In 1982, Herbalife received complaints from the Food and Drug Administration for claims made about certain products and the inclusion of mandrake, poke root, and 'food grade' linseed oil in another. As a result of the complaints, the company modified its product claims and reformulated the product.[15]

The Department of Justice of Canada filed criminal charges against the company in November 1984 for misleading medical claims in advertisements.[16][17]

By 1985, the company was considered the fastest-growing private company in America by Inc. after its sales increased from $386 thousand to $423 million over the previous five years.[18] That same year, the California Attorney General sued the company for making inflated claims about the efficacy of its products. The company suffered as a result of the lawsuit and was forced to lay off nearly 800 employees by May 1985.[19] The company settled the suit for $850,000 without admitting wrongdoing, but discontinued the sale of two products.[20] In 1986, Herbalife became a publicly-traded company on the NASDAQ, and rebranded itself as Herbalife International. However, as a result of the negative publicity from the FDA lawsuit, the company posted a $3 million loss that year.[21][22]

By 1988, the company had expanded its reach to Japan, Spain, New Zealand, Israel and Mexico and increased its worldwide sales to $191 million in 1991. In 1993, the company underwent a secondary offering of five million shares.[23] The company launched a line of personal care products in 1995 which included fragrances and facial cleansing products. In 1996, the company had expanded its reach to 32 countries, with international sales accounting for more than half of total sales. The company was sued in civil court by two former distributors in 1997 for withholding earned income.[24]

In 1999, Hughes attempted to take the company private after asserting that Wall Street was undervaluing the company. While the board approved the buyout offer, shareholders of the company filed a suit against the firm because they believed the share price they were offered was unfair. Hughes eventually abandoned his attempt to buy the company and settled the suit with shareholders.[15] On May 20, 2000, Mark Hughes died at age 44.[25] The Los Angeles County Coroner autopsy results ruled that the entrepreneur had died of an accidental overdose of alcohol and doxepin, an anti-depressant.[26] Following his death, the company was led by Christopher Pair until October 2001.[27]

In 2002, the company was acquired for US$685 million by J.H. Whitney & Company and Golden Gate Capital, which took the company private again.[28] Concurrently, plant sources of ephedrine were removed from Herbalife products in 2002 after several U.S. states banned supplements containing such herbs.[29]:15[30] In April 2003, Michael O. Johnson joined Herbalife as CEO following a 17-year career with The Walt Disney Company.[20] On December 16, 2004, the company had an initial public offering on the NYSE of 14.5 million common shares at $14 per share,[31] netting the owners $1.3 billion.[32] In the mid 2000s, Herbalife upgraded its manufacturing facilities, moving manufacturing to around 60% in-house, and changed how the company sold its products to distributors.[33]

In March 2014, Herbalife came under investigation by the U.S. Federal Trade Commission and the state of Illinois.[34] On May 7, 2014, the company announced that it entered into a deal with Bank of America Merrill Lynch to repurchase $266 million of its stock.[35]

In July 2016, Herbalife agreed to change its business model and pay $200 million to its distributors in a settlement with the FTC.[6] The company announced in November 2016 that Chief Operating Officer Richard Goudis would take over the position of CEO in June 2017 and Johnson would transition to executive chairman.[36] In August 2017, the company announced that it would repurchase up to $600 million of its stock.[37] On April 25, 2018, Herbalife announced that it had changed its name from Herbalife Ltd. to Herbalife Nutrition Ltd. The company also announced that its shareholders had approved a two-for-one stock split.[38][39] In January 2019, Herbalife announced that it was replacing Goudis after learning of comments he had made before taking over as CEO that was “contrary to the company’s expense-related policies and business practices” and inconsistent with the company's standards and culture.” Former CEO Johnson subsequently took over the role on an interim basis.[40]

Products


Herbalife Nutrition products

Herbalife Nutrition's products include weight-loss and protein shakes,[41] as well as protein bars, teas, aloes, vitamins, and sports hydration, energy, and personal care products.[42] The company's original product is the Formula 1 protein shake, a soy-based meal-replacement shake. The product debuted in 1980 and, as of 2015, was the company's best selling product accounting for nearly 30% of total sales.[43]

Herbalife's products are produced at the company's five manufacturing facilities in the U.S. and China as well as third-party manufacturing partners.[44][45]:16 The company's production process is based on a 'seed to feed' strategy which the company initiated in the 2010s and allows it trace where the ingredients in its nutritional products originated.[46] Since 2013, the company has operated a botanical extraction facility in Changsha, Hunan Province.[47][48] The facility produces botanical extracts, including teas, guarana, chamomile, broccoli, and bilberry, for use in many of the company's products.[49] Before extracts are processed they undergo a botanical identification program and are tested several times throughout the production process.[50] The processed raw materials from the extraction facility are used at all of the company's branded manufacturing facilities as well as its partners. As of 2015, 58 percent of the company's nutrition products were manufactured at Herbalife owned facilities.[43]

In China, the company's manufacturing sites are located in Suzhou, Nanjing.[50] In the U.S., the company has manufacturing facilities in Lake Forest, California[51] and Winston-Salem, North Carolina.[52][53]

Herbalife's claims of health benefits from its products have met scrutiny from the medical community, consumers, and government agencies.[54]

In 2008, Herbalife was sued after laboratory tests indicated that levels of lead in several Herbalife products were in excess of California state law[55] and could lead to liver problems over an extended period of time.[56] The company commissioned its own lab testing and found that those products did not contain high enough amounts of lead to require special labeling.[57]

Business model

Herbalife Nutrition is a multi-level marketing company. According to a 2010 article in the Los Angeles Business Journal, it was claimed that Herbalife Nutrition was one of the most profitable companies in Los Angeles County and directly benefitted from its business model.[58]

As a result of the 2016 FTC settlement, the company is required to prove that at least 80 percent of its sales are made to individuals outside of its distributor network. Distributors are responsible for providing receipts for sales and proving they have legitimate customers.[59] The settlement also required that distributors are only able to earn two-thirds of their rewards based on retail sales of Herbalife Nutrition products.[60] In the U.S., the company now differentiates between individuals who join as a member to buy discounted products and those who join as a distributor seeking a business opportunity.[61] Discount buyers are unable to earn rewards or sell products.[60] Herbalife Nutrition is also required to have its practices monitored by an outside party for seven years to ensure compliance.[59]

In the past, company management considered the number and retention of distributors a key parameter and tracked it closely in financial reports. By January of each year, sales leaders are required to requalify. In February of each year, individuals who did not satisfy the sales leader qualification requirements during the preceding 12 months are removed from that rank. For the latest 12-month requalification period ending January 2019, approximately 67.9 percent of the eligible sales leaders requalified.[3]

In a California class action suit (Minton v. Herbalife International, et al.) filed on February 17, 2005, the plaintiff challenged "the marketing practices of certain Herbalife International independent distributors under various state laws".[62] In a West Virginia class action suit (Mey v. Herbalife International, Inc., et al.) filed on July 16, 2003, the plaintiffs allege that some of Herbalife International's distributors used pre-recorded telephone messages and autodialers to contact prospective customers in violation of the Telephone Consumer Protection Act. The case was resolved with Herbalife and its distributors paying $7 million into a fund for class members part of the suit.[63]:42

Sports sponsorships

Herbalife Nutrition has sponsored France national volleyball team and Major League Soccer club LA Galaxy since 2007 and has sponsored Cristiano Ronaldo since 2013.[64] They sponsored FC Barcelona and Lionel Messi between 2010 and 2013.[65] Herbalife has also sponsored the basketball club Herbalife Gran Canaria since 2012.[66]

Liver disease inquiries

Hospitals in Israel, Spain, Switzerland, Iceland, Argentina, and the United States have reported liver damage in a number of patients who used Herbalife products.​[67]​[68]​[69]​[70]​[71]​[72]​[73]​[74]​[75]​[76]​[77]

In 2004, Israel's Health Minister began an investigation into Herbalife's products after four persons using Herbalife's products were found to have liver problems.[67] The company was accused of selling products containing toxic ingredients such as quaqua, comfrey, and kraska. The products were sent to Bio-Medical Research Design LTD (B.R.D), to a private U.S. laboratory, and to Israel's Forensic research laboratory. A study of the cases funded by the Israeli Ministry of Health concluded that there was a causative relationship.[78] Herbalife's SEC 10-Q filings stated that the Israeli Ministry of Health did not establish a causal relationship between the product and liver ailments.[79] In 2009, an Israeli woman sued Herbalife International and Herbalife Israel, claiming that her liver damage resulted from the use of Herbalife products.[80]

Scientific studies in 2007 by doctors at the University Hospital of Bern in Switzerland and the Liver Unit of the Hadassah-Hebrew University Medical Center in Israel found an association between consumption of Herbalife products and hepatitis.[67][68] In response, the Spanish Ministry of Health issued an alert asking for caution in consuming Herbalife products.[81] Herbalife stated they were cooperating fully with Spanish authorities,[82] and after investigation, the agency determined no action was required and removed the alert.

In January 2009, the Scientific Committee of the Spanish Agency for Food Safety and Nutrition (AESAN) reached the same conclusion. After reviewing cases implicating Herbalife products in Spain, Switzerland, Israel, Finland, France, Italy, Iceland and Portugal, the 12-member scientific panel issued a report concluding: "The analyses of these cases and information regarding their circumstances have not allowed us to establish a causal relationship" between liver anomalies and Herbalife's dietary supplements. The panel attributed the cases to metabolic changes from overzealous and unsupervised dieting.[83] However, neither a 2005 American Association for the Study of the Liver position paper[84] on the management of acute liver failure nor a 2013 review in the New England Journal of Medicine[85] lists "overzealous dieting" among the recognized causes of acute liver failure.

A July 2013 peer-reviewed study published in the World Journal of Hepatology reexamined known cases of hepatoxicity that had previously been linked to consumption of Herbalife products and concluded that using "the liver specific Council for International Organizations of Medical Sciences scale, causality was probable in 1 case, unlikely and excluded in the other cases. Thus, causality levels were much lower than hitherto proposed."[86] In a separate review published less than a year earlier, the same author described the relationship between Herbalife products and reported hepatoxicity cases as "highly probable".[87]

Pyramid scheme allegations

Critics of the company's structure have contended that it has operated as a pyramid scheme.[88][89] The same critics have also argued that the company does not make enough effort to curb abuses by individual distributors, though Herbalife Nutrition has consistently denied the allegations.[90]

A 2004 settlement resolved a class action suit on behalf of 8,700 former and current distributors who accused the company and distributors of "essentially running a pyramid scheme." A total of $6 million was to be paid out, with defendants not admitting guilt.

In November 2011, the Commercial Court in Brussels, Belgium ruled that Herbalife was an illegal pyramid scheme.[91] The company filed an appeal on March 8, 2012.[92] On December 3, 2013, a Belgian appeals court found for Herbalife, reversing the lower court's finding.[93]

On May 1, 2012, a well-known short seller David Einhorn asked pointed questions about the company's business and sales models during the Q1 earnings call, setting off suspicions that Einhorn had a short position.[94][95] These suspicions were proved correct in January 2013 when at an investor meeting Einhorn revealed that he had profited through a short position against the company. Einhorn said the short had been closed before the end of 2012.[96]

Bill Ackman

On December 20, 2012, Bill Ackman (of Pershing Square Capital) presented a series of arguments outlining why his firm believed that Herbalife operated a "sophisticated pyramid scheme" and contended that its stock would hit zero.[97][8] Ackman alleged after a year-long investigation that the majority of distributors lose money, that the chance of making the testimonial-implied headline income is approximately one in five thousand, and that the company materially overstates its distributors' retail sales and understates their recruiting rewards.[98][99]

According to a number of financial commentators, Ackman bet roughly $1 billion against the company;[100] soon after remarks to the press, the price of the stock decreased such that Ackman would have made $300 million if he had closed his short position then.[101][99][102] In March 2015, federal prosecutors and the FBI revealed that they were investigating whether or not individuals paid by Ackman and otherwise had made false statements about Herbalife's business model to regulators and others in order to lower the company's stock price and influence authorities to conduct an investigation.[103][104]

In November 2017, Ackman closed out his short position after Herbalife shares increased by 51 percent over the year, and replaced it with a less aggressive put option.[105][12] In March 2018, The Wall Street Journal reported that Ackman had "largely exited" his bet against the company,[106] while others reported that the bet against Herbalife had cost his company hundreds of millions of dollars and damaged the confidence of investors in his hedge fund.[107][108]

FTC investigation

Based on information from a Freedom of Information Act (FOIA) request, the New York Post reported on February 4, 2013, that Herbalife was subject to a pending probe from the Federal Trade Commission (FTC). The FTC released 729 pages containing 192 complaints received over a 7-year period in regards to the New York Post's FOIA request.[109] The FTC stated that the wording it used in its response to the FOIA request was incorrect; the FTC could not confirm or deny an investigation into Herbalife.[110]

In March 2014, the FTC opened an investigation into Herbalife in response to calls from consumer groups and members in both houses of Congress. Herbalife responded to the probe by saying it "welcomes the inquiry given the tremendous amount of misinformation in the marketplace, and will cooperate fully with the FTC. We are confident that Herbalife is in compliance with all applicable laws and regulations."​[34]​[111]​[112]​[113]

In July 2016, Herbalife agreed to change its business model and pay $200 million in a settlement with the FTC.[6][114][115][116] Partial refund checks were mailed to roughly 350,000 Herbalife distributors in January 2017. The FTC said in a press release about the settlement "it's virtually impossible to make money selling Herbalife products."[117][118]

The lawsuit alleged that Herbalife deceived consumers into believing they could earn substantial income from the business opportunity or big money from the retail sale of the company's products. In addition, the complaint charged that one of the fundamental principles of Herbalife's business model—incentivizing distributors to buy products and to recruit others to join and buy products so they could advance in the company's marketing program, rather than in response to actual consumer demand—is an unfair practice in violation of the FTC Act.[119]

The company remains under investigation as of early 2019 both by the United States Department of Justice and the U.S. Securities and Exchange Commission (SEC) for corruption in China.[120]

On September 27, 2019, the SEC announced that Herbalife has agreed to pay $20 million to settle charges of making false and misleading statements about its business model and operations in China between 2012 and 2018. The company did not admit or deny the charges but agreed to the settlement terms.[121][122][123]

U.S. Justice Department investigation of bribery in China

In 2019, the U.S. Justice Department charged two of Herbalife's employees with consipriacy in violation of the Foreign Corrupt Practices Act (FCPA). They were accused of bribing Chinese officials in order to procure sales permits an to influence an investigation into Herbalife. They were also accused of offering bribes to China Economic Net in order to influence their media coverage.[124] In response, Herbalife committed $40 million to resolve the issues, and began negotiations with both the US Justice Department and SEC.[125]

Media

In April 2016, a documentary directed by Ted Braun premiered at the Tribeca Film Festival titled Betting on Zero. It explored the allegation from Bill Ackman that Herbalife was a pyramid scheme and personal stories of its distributors who lost their life savings.[126] Hilary Rosen, a Democratic lobbyist and an adviser to Herbalife, questioned Tribeca's credibility after claiming that the film was "bought and paid" for by Ackman "to make good on his stock bet".[127][128]

In 2016, a Last Week Tonight with John Oliver segment on multi-level marketing focuses on Herbalife, strongly condemning the company for its structure resembling a pyramid scheme and cited the FTC report which implied the company has been operating illegitimately. Oliver criticises Herbalife for its exploitation of Latino communities,[129] and overstatement of their product's health benefits.[130] One reviewer writes that it appears to be largely based on Betting on Zero, and caused no immediate change in Herbalife's stock prices.[131]

The 2018 book When The Wolves Bite: Two Billionaires, One Company, and an Epic Wall Street Battle by Scott Wapner discusses Ackman's short of the company and his battle with Icahn.[132] In the book, Wapner characterizes Ackman's decision to bet against Herbalife as dangerous.

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Herbalife Herbalife Nutrition John O. Agwunobi Los Angeles NYSE

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