Herbalife Ltd. Announces Third Quarter 2009 Results and Provides Initial 2010 Guidance

For the nine months ended September 30, 2009, the company produced cash flow from operations of $227.3 million, paid dividends of $36.7 million, invested $42.1 million in capital expenditures, repurchased $32.5 million in common stock and paid approximately $10.0 million for certain acquired manufacturing assets. The company's net debt balance (1) at the end of the third quarter was $94.4 million, reflecting an improvement of $106.3 million from December 2008.

"We were very pleased with our local currency sales growth of 7.5 percent that was driven by volume point growth of five percent this quarter and was well ahead of our expectations. We believe that the increase in volume continues to validate that our distributors are gaining traction and momentum through the use of the daily consumption sales model around the globe. The ongoing transformation of our business is enabling distributors to offer Herbalife products to a broader customer base which is allowing for deeper market penetration than in the past", said Chairman and Chief Executive Officer Michael O. Johnson. "As we head into 2010, many of our key markets, led by engaged distributors, are demonstrating the successful transition to a business model more focused on daily consumption including the U.S., Taiwan, Korea, Brazil and India."

During the third quarter 2009 the company added 48,040 new Sales Leaders (2), which is 8.7 percent lower than the same period in 2008. Additionally, total Sales Leaders (2) decreased 5.4 percent to 437,125 in the third quarter of 2009 compared to the same period in 2008. During the third quarter 2009, the company's President's Team membership increased 8.4 percent to 1,262 members versus the third quarter of 2008 and the company's prestigious Chairman's Club and China Brand Ambassador membership increased 8.3 percent to 39 members, versus the third quarter of 2008.

(1) See Schedule D -- "Reconciliation of Non-GAAP Financial Measures" for more detail (2) See Schedule titled "New Sales Leaders by Region" and "Total Sales Leaders by Region" for more detail

Business Highlights

During the third quarter the company hosted three Extravaganzas in Europe: in Prague, Turin, and St. Petersburg along with an Extravaganza in Mexico, which collectively were attended by over 32,400 distributors. Additionally, Taiwan hosted an Herbalife University event, attended by over 11,000, which focused on providing detailed training to qualifying supervisors. Product launches during the quarter included Mango Herbal Aloe Concentrate in the U.S., Formula 1 Meal Replacement Bar in 11 countries within EMEA, all three flavors of the Protein Bars in Russia and Herbal Aloe Powder in China.

In early July 2009, China's Ministry of Commerce granted five additional licenses for the company to conduct direct-selling business in the provinces of Fujian, Shan'Xi, Sichuan, Hubei, and Shanghai. Licenses for these new provinces became effective immediately, except Shanghai which will be activated upon government review of our service outlets for which the timing remains uncertain. Additionally, the company's license for Beijing, which was granted in July 2008 with the same exception as noted above for Shanghai, is now active. The company now has direct-selling licenses in 11 provinces representing an addressable population of approximately 599 million. Additionally, the company applied for five new provincial licenses in August 2009.

Third Quarter 2009 Regional Key Metrics
                                Volume  Increase/    New      Increase/    Total    Increase/
                                Points  (Decrease)   Sales    (Decrease)   Sales    (Decrease)
Region                          (Mil)   (Y/Y)        Leaders  (Y/Y)        Leaders  (Y/Y)
North America                   207.6   2.4   %      10,569   (9.8  %)     87,348   (4.5  %)
Asia Pacific (excluding China)  148.2   36.1  %      13,262   25.9  %      89,750   11.2  %
EMEA                            109.4   (5.8  %)     5,222    (13.7 %)     66,454   (11.5 %)
Mexico                          126.4   (4.3  %)     6,132    (1.8  %)     64,438   (16.0 %)
South & Central America         102.2   0.7   %      6,376    (40.7 %)     84,936   (11.8 %)
China                           32.3    6.8   %      6,479    (11.0 %)     44,199   6.3   %

The North America region reported volume points of 207.6 million in the third quarter of 2009, reflecting an increase of 2.4 percent versus the same period of 2008. Volume point growth in the U.S., the largest country in the region, increased 2.8 percent compared to 2008, reflecting an increase in the Latin market of 7.0 percent and a decrease in the General market of 5.3 percent compared to the third quarter of 2008. New Sales Leaders in the region were 10,569 during the quarter ended September 30, 2009, a decrease of 9.8 percent versus the same period last year. Total Sales Leaders in the region decreased 4.5 percent to 87,348 as of September 30, 2009 versus September 30, 2008.

The Asia Pacific region reported volume points of 148.2 million in the third quarter of 2009, reflecting an increase of 36.1 percent over the same period of 2008. Top markets in this region were Taiwan, with volume point growth of 37.2 percent; Korea, with volume point growth of 83.3 percent; Malaysia with volume point growth of 16.8 percent and India with volume point growth of 111.4 percent, all compared to the same period in 2008. New Sales Leaders in the region were 13,262 during the quarter ended September 30, 2009, an increase of 25.9 percent versus the same period last year. Total Sales Leaders increased 11.2 percent to 89,750 as of September 30, 2009 versus September 30, 2008.

The Europe, Middle East and Africa (EMEA) region reported volume points of 109.4 million in the third quarter of 2009, reflecting a decrease of 5.8 percent versus the same period of 2008. The top market in this region was Italy, with volume point growth of 6.7 percent compared to the same period in 2008. New Sales Leaders in the region were 5,222 during the quarter ended September 30, 2009, a decrease of 13.7 percent versus the same period last year. Total Sales Leaders in the region decreased 11.5 percent to 66,454 as of September 30, 2009 versus September 30, 2008.

The Mexico region reported volume points of 126.4 million in the third quarter of 2009, reflecting a decrease of 4.3 percent versus the same period of 2008. During the third quarter of 2008, the company began collecting a Value Added Tax (VAT) from our Mexican distributors that has had a negative impact on our financial results. Distributors in Mexico previously paid zero percent VAT on their purchases for most of our nutrition products. This effective price increase, which impacted approximately 60 percent of our volume points in the Mexican market, adversely affected sales in Nutrition Clubs, which are retail price-sensitive, and as a result has caused volume to decline from pre-VAT levels. We are continuing to challenge this assessment on several fronts. New Sales Leaders in the Mexico region were 6,132 during the quarter ended September 30, 2009, or 1.8 percent lower than the same period last year. Total Sales Leaders in the region decreased 16.0 percent to 64,438 as of September 30, 2009 versus September 30, 2008.

The South and Central American region reported volume points of 102.2 million in the third quarter of 2009, reflecting an increase of 0.7 percent versus the same period of 2008. The top markets in this region were Brazil, with volume point growth of 7.7 percent and Venezuela, with a volume point increase of 36.8 percent, both compared to the same period in 2008. New Sales Leaders in the region were 6,376 during the quarter ended September 30, 2009, or 40.7 percent lower than the same period last year. Total Sales Leaders in the region decreased 11.8 percent to 84,936 as of September 30, 2009 versus September 30, 2008.

The China region reported volume points of 32.3 million in the third quarter of 2009, reflecting an increase of 6.8 percent over the same period of 2008. The company is currently licensed for direct sales in 11 provinces. New Sales Employees in China were 6,479 during the quarter ended September 30, 2009, a decrease of 11.0 percent versus the same period last year. Total Sales Employees increased 6.3 percent to 44,199 as of September 30, 2009 versus September, 2008.

2009 Guidance

Based on current business trends and late September spot FX rates, the company's fourth quarter 2009 and fiscal 2009 guidance is provided below. We expect to exchange most of our excess cash in Venezuela, approximately 100 million Venezuelan Bolivars, for U.S. dollars during the fourth quarter at a parallel exchange rate that is unfavorable to the official exchange rate. In October 2009, we began, and will continue, to repatriate exchanged U.S. dollars which would result in a reduction of cash of approximately $30 million. The P&L impact of this expected repatriation will be recognized in the fourth quarter of 2009 as well as in 2010, and is excluded from both periods' guidance below.

Fourth Quarter - The company's fourth quarter 2009 diluted earnings per share guidance range is $0.88 to $0.91 (3) (4) (5) (6) on a volume point growth of 8.5 percent to 9.5 percent and a net sales growth of 15.5 percent to 16.5 percent compared to the same period in 2008, respectively, and an effective tax rate range of 30.0 percent to 31.0 percent. Assuming constant currency levels from the fourth quarter of 2008, the company's net sales growth range would be 11.0 percent to 12.0 percent and its diluted earnings per share range would be $0.79 to $0.82. The company's fourth quarter 2009 capital expenditures are expected to be in the range of $18 to $23 million.

Fiscal 2009 - The company's new full year diluted earnings per share guidance is $3.19 to $3.22 (3) (4) (5) (6) on volume point growth of 1.0 percent to 1.5 percent and a net sales decline of 2.5 percent to 3.0 percent compared to 2008, respectively, along with an effective tax rate range of 30.5 to 31.0 percent. Assuming constant currency levels from 2008, the company's net sales growth range would be 3.0 percent to 4.0 percent and its diluted earnings per share range would be $3.99 to $4.02. Full year 2009 capital expenditures are expected in the range of $60 million to $65 million.

2010 Guidance

Based on current business trends and late September spot FX rates, the company is initiating guidance for 2010 with a diluted earnings per share guidance range of $3.50 to $3.65 (7) on a volume point growth of 5.0 to 6.0 percent and a net sales growth of 11.0 percent to 13.0 percent compared to the same period in 2009, respectively, and an effective tax rate range of 30.0 percent to 31.0 percent. The company's guidance for capital spending in 2010 is in the range of $65 to $75 million.

While 2010 guidance excludes the impact of repatriating approximately 100 million Venezuelan Bolivars of our existing excess cash in Venezuela described above, 2010 guidance does include the ongoing repatriation of excess cash generated in Venezuela during 2010 at rates which are unfavorable to the official exchange rate. (8)

(3 )Excludes the potential impact of expenses relating to the company's December 2008 restructuring. (4 )Excludes the accretion/dilution impact should the company elect to repurchase shares under its share repurchase program. (5 )Excludes the impact of repatriating dollars from Venezuela at an exchange rate which is less favorable than the official exchange rate. (6) Excludes the impact of the expense resulting from an international income tax audit settlement, expiration of statute of limitation on a reserved issue, and the expected Q4 reversal of a prior adjustment to income tax accrual. (7) Includes utilization of $50 million of the company's share repurchase program. (8) Assumes a Parallel rate of no more than 6.5 Bolivars to 1 Dollar.

Third Quarter Earnings Conference Call

Herbalife's senior management team will host an investor conference call to discuss its third quarter 2009 financial results and provide an update on current business trends on Tuesday, November 3 at 8 a.m. PST (11 a.m. EST).

The dial-in number for this conference call for domestic callers is (866) 219-5268 and (703) 639-1120 for international callers. Live audio of the conference call will be simultaneously webcast in the Investor Relations section of the company's Web site at http://ir.Herbalife.com.

An audio replay will be available following the completion of the conference call in MP3 format or by dialing (866) 837-8032 (domestic callers) and (703) 925-2474 (international callers) and entering access code 336024. The webcast of the teleconference will be archived and available on Herbalife's Web site.

2009 Analyst and Investor Day

Herbalife's senior management team will host its annual analyst and investor day on December 17, 2009 in New York at the Four Seasons. Chairman and CEO Michael O. Johnson and Chief Financial Officer Richard Goudis will be joined by other members of Herbalife's management team to discuss the company's initiatives and operations.

The presentation will be webcast in the investor relations section of Herbalife's Web site at https://ir.Herbalife.com

To register for the event, email investorrelations@herbalife.com or call Amy Greene at 213.745.0504.

About Herbalife Ltd.

Herbalife Ltd. (NYSE:HLF) is a global network marketing company that sells weight-management, nutrition, and personal care products intended to support a healthy lifestyle. Herbalife products are sold in 70 countries through a network of approximately 1.9 million independent distributors. The company supports the Herbalife Family Foundation and its Casa Herbalife program to help bring good nutrition to children. Herbalife's Web site contains a significant amount of information about Herbalife, including financial and other information for investors at http://ir.Herbalife.com. The company encourages investors to visit its Web site from time to time, as information is updated and new information is posted.

Disclosure Regarding Forward-Looking Statements

This document contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Forward-looking statements may include the words "may," "will," "estimate," "intend," "continue," "believe," "expect" or "anticipate" and any other similar words.

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 distributors;

* adverse publicity associated with our products or network marketing organization;

* uncertainties relating to interpretation and enforcement of recently enacted legislation in China governing direct selling;

* our inability to obtain the necessary licenses to expand our direct selling business in China;

* adverse changes in the Chinese economy, Chinese legal system or Chinese governmental policies;

* improper action by our employees or international distributors in violation of applicable law;

* changing consumer preferences and demands;

* loss or departure of any member of our senior management team which could negatively impact our distributor relations and operating results;

* 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 market in which we operate;

* third party legal challenges to our network marketing program;

* risks associated with operating internationally, including foreign exchange and devaluation risks;

* our dependence on increased penetration of existing markets;

* contractual limitations on our ability to expand our business;

* our reliance on our information technology infrastructure and outside manufacturers;

* the sufficiency of trademarks and other intellectual property rights;

* product concentration;

* our reliance on our management team;

* 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 distributors;

* product liability claims;

* any collateral impact resulting from the ongoing worldwide financial "crisis," including the availability of liquidity to us, our customers and our suppliers or the willingness of our customers to purchase products in a recessionary economic environment; and

* whether we will purchase any of our shares in the open markets or otherwise.

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.

RESULTS OF OPERATIONS:
Herbalife Ltd.
Consolidated Statements of Income
(In thousands, except per share data)
(Unaudited)
                              Quarter Ended               Nine Months Ended
                              9/30/2009     9/30/2008     9/30/2009       9/30/2008
North America                 $    140,829  $    135,840  $    402,294    $    387,665
Mexico                             68,290        91,632        193,881         287,962
South and Central America          93,035        94,364        253,702         299,066
EMEA                               123,334       135,434       373,222         453,303
Asia Pacific                       129,240       103,736       357,723         313,830
China                              45,490        41,193        112,884         104,510
Worldwide net sales                600,218       602,199       1,693,706       1,846,336
Cost of Sales                      131,777       116,620       356,619         362,335
Gross Profit                       468,441       485,579       1,337,087       1,484,001
Royalty Overrides                  194,639       200,323       556,921         628,343
SGA                                195,968       196,761       568,220         584,274
Operating Income                   77,834        88,495        211,946         271,384
Interest Expense - net             1,037         3,407         4,087           10,364
Income before income taxes         76,797        85,088        207,859         261,020
Income Taxes                       18,902        27,004        60,169          73,489
Net Income                         57,895        58,084        147,690         187,531
Basic Shares                       61,234        63,594        61,467          64,062
Diluted Shares                     63,397        65,439        63,049          66,269
Basic EPS                     $    0.95     $    0.91     $    2.40       $    2.93
Diluted EPS                   $    0.91     $    0.89     $    2.34       $    2.83
Dividends declared per share  $    0.20     $    0.20     $    0.60       $    0.60

Herbalife Ltd.
Consolidated Balance Sheets
(In thousands)
(Unaudited)
                                            Sept 30,           Dec 31,
                                            2009               2008
ASSETS
Current Assets:
Cash & cash equivalents                     $   215,401        $   150,847
Receivables, net                                84,747             70,002
Inventory, net                                  133,376            134,392
Prepaid expenses and other current assets       97,510             89,214
Deferred income taxes                           43,490             40,313
Total Current Assets                            574,524            484,768
Property and equipment, net                     176,774            175,492
Deferred compensation plan assets               17,076             15,754
Deferred financing cost, net                    1,622              1,989
Marketing related intangibles                   310,060            310,060
Goodwill                                        115,351            110,677
Other assets                                    23,079             22,578
Total Assets                                $   1,218,486      $   1,121,318
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable                            $   41,324         $   41,084
Royalty Overrides                               144,170            130,369
Accrued compensation                            57,105             60,629
Accrued expenses                                127,271            104,795
Current portion of long term debt               12,361             15,117
Advance sales deposits                          35,034             12,603
Income taxes payable                            24,093             37,302
Total Current Liabilities                       441,358            401,899
Non-current liabilities
Long-term debt, net of current portion          297,482            336,514
Deferred compensation                           15,970             13,979
Deferred income taxes                           102,648            103,675
Other non-current liabilities                   23,695             23,520
Total Liabilities                               881,153            879,587
Contingencies
Shareholders' equity:
Common shares                                   122                123
Additional paid in capital                      210,748            197,715
Accumulated other comprehensive loss            (26,956   )        (28,614   )
Retained earnings                               153,419            72,507
Total Shareholders' Equity                      337,333            241,731
Total Liabilities and Shareholders' Equity  $   1,218,486      $   1,121,318

Herbalife Ltd.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
                                                                 Nine Months Ended
                                                                 9/30/2009           9/30/2008
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                       $    147,690        $    187,531
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization                                         45,646              34,789
Deficiency (Excess) tax benefits from share-based payment             759                 (12,659  )
arrangements
Share based compensation expenses                                     15,100              13,877
Amortization of discount and deferred financing costs                 367                 359
Deferred income taxes                                                 (3,098   )          1,348
Unrealized foreign exchange transaction loss (gain)                   6,763               (4,580   )
Other                                                                 233                 891
Changes in operating assets and liabilities:
Receivables                                                           (9,265   )          (16,483  )
Inventories                                                           10,451              (11,232  )
Prepaid expenses and other current assets                             (5,724   )          (37,392  )
Other assets                                                          354                 (1,613   )
Accounts payable                                                      (4,851   )          8,155
Royalty overrides                                                     9,525               14,201
Accrued expenses and accrued compensation                             5,870               18,851
Advance sales deposits                                                21,011              6,877
Income taxes payable                                                  (15,529  )          359
Deferred compensation plan liability                                  1,992               (1,682   )
NET CASH PROVIDED BY OPERATING ACTIVITIES                             227,294             201,597
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property                                                 (41,776  )          (68,325  )
Proceeds from sale of property                                        93                  67
Acquisition of business                                               (10,000  )          0
Deferred compensation plan assets                                     (1,321   )          1,488
NET CASH USED IN INVESTING ACTIVITIES                                 (53,004  )          (66,770  )
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid                                                        (36,727  )          (38,338  )
Borrowings from long-term debt                                        138,974             50,000
Principal payments on long-term debt                                  (180,540 )          (117,652 )
Increase in deferred financing costs                                  0                   (75      )
Share repurchases                                                     (33,630  )          (94,193  )
(Deficiency) Excess tax benefits from share-based payment             (759     )          12,659
arrangements
Proceeds from exercise of stock options and sale of stock under       2,209               18,275
employee stock purchase plan
NET CASH USED IN FINANCING ACTIVITIES                                 (110,473 )          (169,324 )
EFFECT OF EXCHANGE RATE CHANGES ON CASH                               737                 (3,516   )
NET CHANGE IN CASH AND CASH EQUIVALENTS                               64,554              (38,013  )
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                        150,847             187,407
CASH AND CASH EQUIVALENTS, END OF PERIOD                         $    215,401        $    149,394
CASH PAID DURING THE PERIOD
Interest paid                                                    $    8,443          $    10,365
Income taxes paid                                                $    77,397         $    68,597
NON CASH ACTIVITIES
Assets acquired under capital leases and other long-term debt    $    339            $    28,785

Herbalife Ltd
New Sales Leaders by Region
(Unaudited)
                                       For Three Months Ended September 30, 2009  For the Nine Months Ended September 30, 2009
                                       2009    2008    % Change                   2009     2008     % Change
North America                          10,569  11,723  (9.8     %)                29,095   33,862   (14.1    %)
Mexico                                 6,132   6,243   (1.8     %)                16,799   21,810   (23.0    %)
South & Central America                6,376   10,758  (40.7    %)                22,212   36,666   (39.4    %)
EMEA                                   5,222   6,052   (13.7    %)                17,162   21,107   (18.7    %)
Asia Pacific (excluding China)         13,262  10,532  25.9     %                 37,182   30,676   21.2     %
Total New Supervisors                  41,561  45,308  (8.3     %)                122,450  144,121  (15.0    %)
New China Sales Employees              6,479   7,283   (11.0    %)                17,577   19,500   (9.9     %)
Worldwide Total New Sales Leaders (1)  48,040  52,591  (8.7     %)                140,027  163,621  (14.4    %)

Herbalife Ltd
Total Sales Leaders by Region
(Unaudited)
                                   As of September 30
                                   2009     2008     % Change
North America                      87,348   91,496   (4.5     %)
Mexico                             64,438   76,700   (16.0    %)
South & Central America            84,936   96,285   (11.8    %)
EMEA                               66,454   75,071   (11.5    %)
Asia Pacific (excluding China)     89,750   80,706   11.2     %
Total Supervisors                  392,926  420,258  (6.5     %)
China Sales Employees              44,199   41,580   6.3      %
Worldwide Total Sales Leaders (1)  437,125  461,838  (5.4     %)

Note: (1) -- We refer to supervisors who qualified in 69 countries under our traditional marketing plan plus China sales employees collectively as 'Sales Leaders'.

Herbalife Ltd
Volume Points by Region
(Unaudited, In thousands)
                                Three Months Ended September 30,  Nine Months Ended September 30,
                                2009     2008     % Change        2009       2008       % Change
North America                   207,612  202,772  2.4      %      594,567    586,190    1.4      %
Mexico                          126,375  132,083  (4.3     %)     371,035    433,023    (14.3    %)
South & Central America         102,166  101,475  0.7      %      302,708    331,476    (8.7     %)
EMEA                            109,429  116,218  (5.8     %)     350,871    382,282    (8.2     %)
Asia Pacific (excluding China)  148,184  108,840  36.1     %      418,591    325,567    28.6     %
China                           32,270   30,224   6.8      %      85,904     84,317     1.9      %
Worldwide                       726,036  691,612  5.0      %      2,123,676  2,142,855  (0.9     %)

SUPPLEMENTAL INFORMATION
SCHEDULE A: FINANCIAL GUIDANCE
2009 Guidance
For the Three Months and Twelve Months Ending December 31, 2009
                             Three Months Ending         Twelve Months Ending
                             December 31, 2009           December 31, 2009
                             Low           High          Low           High
Volume point growth vs 2008      8.5  %        9.5  %        1.0  %        1.5  %
Net sales growth vs 2008         15.5 %        16.5 %        (3.0 %)       (2.5 %)
EPS (1) (2) (3) (4)          $   0.88      $   0.91      $   3.19      $   3.22
Cap Ex ($ millions)          $   18.0      $   23.0      $   60.0      $   65.0
Effective Tax Rate (4)           30.0 %        31.0 %        30.5 %        31.0 %

(1) Excludes the potential impact of expenses relating to the company's December 2008 restructuring. (2) Excludes any accretion/dilution impact should the company elect to repurchase shares under its share repurchase program. (3) Excludes the impact of repatriating dollars from Venezuela at an exchange rate that is less favorable than the official exchange rate. (4) Excludes the impact of the expense resulting from an international income tax audit settlement, expiration of statute of limitation of a reserved issue, and the expected Q4 reversal of a prior adjustment to income tax accrual.

2010 Guidance
For the Twelve Months Ending December 31, 2010
                             Twelve Months Ending
                             December 31, 2010
                             Low            High
Volume point growth vs 2009        5.0   %        6.0   %
Net sales growth vs 2009           11.0  %        13.0  %
EPS (1) (2)                  $     3.50     $     3.65
Cap Ex ($ millions)          $     65.0     $     75.0
Effective Tax Rate                 30.0  %        31.0  %

(1) Includes utilization of $50 million of the company's share repurchase program. (2) While 2010 guidance excludes the impact of repatriating approximately 100 million Venezuelan Bolivars of our existing excess cash in Venezuela, 2010 guidance does include the ongoing repatriation of excess cash generated in Venezuela during 2010.

SCHEDULE B: NET SALES OF TOP 10 COUNTRIES
(In Millions)
                    Q3 2009                                                   Q3 2008
                                Currency    FX Benefit                                    Currency    FX Benefit
                    Reported    Adjusted    (Loss)                            Reported    Adjusted    (Loss)
1      USA          $    136.7  $    136.7  $   0.0         1      USA        $    130.9  $    130.9  $   0.0
2      Mexico       $    68.3   $    87.8       ($19.5 )    2      Mexico     $    91.6   $    86.1   $   5.5
3      China        $    45.5   $    45.4   $   0.1         3      Brazil     $    43.6   $    37.8   $   5.8
4      Brazil       $    45.1   $    50.7       ($5.6  )    4      China      $    41.2   $    37.3   $   3.9
5      Taiwan       $    41.3   $    43.3       ($2.0  )    5      Taiwan     $    32.4   $    30.7   $   1.7
6      South Korea  $    33.4   $    38.9       ($5.5  )    6      Italy      $    27.7   $    25.3   $   2.4
7      Italy        $    29.2   $    30.8       ($1.6  )    7      Korea      $    20.8   $    23.9       ($3.1 )
8      Venezuela    $    21.9   $    21.9   $   0.0         8      Venezuela  $    15.9   $    15.9   $   0.0
9      Malaysia     $    12.3   $    13.0       ($0.7  )    9      France     $    13.2   $    12.1   $   1.1
10     Japan        $    11.8   $    12.5       ($0.7  )    10     Japan      $    13.0   $    11.9   $   1.1
Total of Top 10     $    445.5  $    481.0      ($35.5 )    Total of Top 10   $    430.3  $    411.9  $   18.4
TOTAL NET SALES     $    600.2  $    647.4      ($47.2 )    TOTAL NET SALES   $    602.2  $    576.4  $   25.8
Note: Currency adjusted net sales use the prior year foreign
currency rates to adjust current year reported net sales figures.

SCHEDULE C: VOLUME POINTS FOR TOP 10 COUNTRIES
(In Millions)
                         Q3 2009                           Q3 2008
1       USA              201.8    1       USA              196.3
2       Mexico           126.4    2       Mexico           132.1
3       Taiwan           51.3     3       Brazil           42.7
4       Brazil           45.9     4       Taiwan           37.4
5       Korea            41.6     5       China            30.2
6       China            32.3     6       Korea            22.7
7       Italy            22.9     7       Italy            21.5
8       Venezuela        16.1     8       Venezuela        11.8
9       Malaysia         12.5     9       Malaysia         10.7
10      India            9.5      10      Peru             10.6
        Total of Top 10  560.3            Total of Top 10  516.0
TOTAL VOLUME POINTS      726.0    TOTAL VOLUME POINTS      691.6

SCHEDULE D: RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (Unaudited) (Dollars in Thousands, Except Per Share Data)

In addition to its reported results, the Company has included in the tables below adjusted results that the Securities and Exchange Commission defines as "non-GAAP financial measures." Management believes that such non-GAAP financial measures, when read in conjunction with the Company's reported results, can provide useful supplemental information for investors analyzing period to period comparisons of the Company's results.

The following is a reconciliation of net income, presented and reported in accordance with U.S. generally accepted accounting principles, to net income adjusted for certain items:

                                                               Three Months Ended                Nine Months Ended
                                                                   9/30/2009          9/30/2008     9/30/2009        9/30/2008
Net income, as reported                                        $   57,895         $   58,084     $  147,690       $  187,531
Restructuring Expenses associated with realignment for growth      494                -             899              1,071
initiative (1)
Expiration of statutes of limitations                              (4,852    )        -             (4,852    )      -
Tax expense resulting from an international income tax audit       537                -             1,628            -
settlement
Net income, as adjusted                                        $   54,074         $   58,084     $  145,365       $  188,602

The following is a reconciliation of diluted earnings per share, presented and reported in accordance with U.S. generally accepted accounting principles, to diluted earnings per share adjusted for certain items:

                                                               Three Months Ended        Nine Months Ended
                                                               9/30/2009      9/30/2008  9/30/2009      9/30/2008
Diluted earnings per share, as reported                        $   0.91       $    0.89  $   2.34       $    2.83
Restructuring Expenses associated with realignment for growth      0.01                      0.01            0.02
initiative (1)
Expiration of statutes of limitations                              (0.08 )         -         (0.08 )         -
Tax expense resulting from an international income tax audit       0.01            -         0.03            -
settlement
Diluted earnings per share, as adjusted (2)                    $   0.85       $    0.89  $   2.31       $    2.85

The following is a reconciliation of total long-term debt to net debt:

                                                      9/30/2009     12/31/2008
Total long-term debt (current and long-term portion)  $    309,843  $     351,631
Less: Cash and cash equivalents                            215,401        150,847
Net debt                                              $    94,442   $     200,784

(1)  The restructuring charge adjustments reflect items that although
     they, or similar items, might recur are of a nature and magnitude
     that identifying them separately provides investors with a greater
     ability to project the Company's future performance.
(2)  Amounts may not total due to rounding

SOURCE: Herbalife Ltd.

Herbalife Ltd. 
Media Contact: 
Barbara Henderson 
SVP, Worldwide Corp. Comm. 
213-745-0517 
Investor Contact: 
Amy Greene 
VP, Investor Relations 
213-745-0504