Activist investor Carl Icahn and Icahn Enterprises Inc. (NASDAQ: IEP) tendered up to 11.4 million shares in Herbalife Nutrition Ltd. (NYSE: HLF) in response to a $600 million tender offer from the company to repurchase shares of its common stock at no more than $54 and no less than $49 per share. The announcement sent Herbalife shares down sharply.
Icahn was and will remain Herbalife’s largest shareholder, even if all 11.4 million shares are repurchased by the company. The activist investor holds a total of 45.7 million shares and would retain a stake of at least 34.3 million if his tender is accepted.
Herbalife split its stock two for one on May 16, and the original tender offer to pay no more than $108 and no less than $98 for each tendered share was adjusted at the same time. Friday morning the company said it would pay $52.50 in cash for a total of 11.4 million shares and fund the purchase from term loans, credit facilities or cash on hand.
In a statement filed with the U.S. Securities and Exchange Commission, Icahn said:
For almost six years, we have been one of Herbalife’s strongest, most loyal supporters; we stood by the Company through a half-decade long short-selling campaign; and we never sold a share, even after our investment doubled. But, given that our Herbalife investment has become an outsized position, representing approximately 24% exposure to total NAV, it is only prudent for IEP to reduce its exposure.
Before noting that Icahn Enterprises had created nearly $7 billion in value shared by all Herbalife shareholders, Icahn took a thinly veiled shot at nemesis and short-seller Bill Ackman:
In late 2012 and early 2013, when Herbalife was under attack and the stock was out of favor, we studied the business and assessed the risks. At that time, we concluded the risk/reward ratio was very favorable. … We believe Herbalife’s business is stable, the short-sellers have largely exited, and the Company is well-positioned for the future.
Icahn first took a position in Herbalife in 2012, shortly after Ackman called Herbalife a pyramid scheme and took a massive short position in the stock. Four years later Herbalife was made to pay a fine of $200 million and make changes to its business practices, but the company survived Ackman’s attack. In March, Icahn told CNBC that he had a billion dollar profit on Herbalife stock.
Herbalife stock traded down about 10% shortly before noon Friday to $48.45, in a split-adjusted 52-week range of $20.36 to $56.74.