JOINT FILING AGREEMENT
EXHIBIT 1
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Shares of Herbalife Ltd. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 15th day of July, 2016.
ICAHN PARTNERS MASTER FUND LP
ICAHN OFFSHORE LP
ICAHN PARTNERS LP
ICAHN ONSHORE XX
XXXXXXX CORP.
XXXXXX INVESTMENTS LLC
BARBERRY CORP.
HIGH RIVER LIMITED PARTNERSHIP
By: Xxxxxx Investments LLC, general partner
By: Barberry Corp.
By: /s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Authorized Signatory
ICAHN CAPITAL LP
By: IPH GP LLC, its general partner
By: Icahn Enterprises Holdings L.P., its sole member
By: Icahn Enterprises G.P. Inc., its general partner
IPH GP LLC
By: Icahn Enterprises Holdings L.P., its sole member
By: Icahn Enterprises G.P. Inc., its general partner
ICAHN ENTERPRISES HOLDINGS L.P.
By: Icahn Enterprises G.P. Inc., its general partner
ICAHN ENTERPRISES G.P. INC.
By: /s/ XxxxXxxx Xxx
Name: XxxxXxxx Xxx
Title: Chief Financial Officer
/s/ Xxxx X. Icahn
XXXX X. ICAHN
[Signature Page of Joint Filing Agreement to Schedule 13D – Herbalife Ltd.]
1
SCHEDULE A
DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS
The following sets forth the name, position, and principal occupation of each director and executive officer of each of the Reporting Persons. Each such person is a citizen of the United States of America. Except as otherwise indicated, the business address of each director and officer is c/o Icahn Associates Holding LLC, 000 Xxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000. To the best of the Reporting Persons' knowledge, except as set forth in this statement on Schedule 13D, none of the directors or executive officers of the Reporting Persons own any Shares.
ICAHN PARTNERS MASTER FUND LP
|
Name
|
Position
|
|
Icahn Offshore LP
|
General Partner
|
|
Xxxx X. Icahn
|
Chief Executive Officer
|
|
Xxxxxxx X. Xxxxxxxx
|
Senior Managing Director
|
|
Xxxxxxx Xxxxxx
|
Chief Financial Officer
|
|
Xxxxx March
|
Executive Vice President; Chief Compliance Officer
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxx Xxxxxx
|
Authorized Signatory
|
|
Xxxxx Xxxxx
|
Chief Operating Officer
|
ICAHN PARTNERS LP
|
Name
|
Position
|
|
Icahn Onshore LP
|
General Partner
|
|
Xxxx X. Icahn
|
Chief Executive Officer
|
|
Xxxxxxx X. Xxxxxxxx
|
Senior Managing Director
|
|
Xxxxxxx Xxxxxx
|
Chief Financial Officer
|
|
Xxxxx March
|
Executive Vice President; Chief Compliance Officer
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxx Xxxxxx
|
Authorized Signatory
|
|
Xxxxx Xxxxx
|
Chief Operating Officer
|
ICAHN ONSHORE LP
ICAHN OFFSHORE LP
|
Name
|
Position
|
|
Icahn Capital LP
|
General Partner
|
|
Xxxx X. Icahn
|
Chief Executive Officer
|
|
Xxxxxxx X. Xxxxxxxx
|
Senior Managing Director
|
|
Xxxxxxx Xxxxxx
|
Chief Financial Officer
|
|
Xxxxx March
|
Executive Vice President; Chief Compliance Officer
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxx Xxxxxx
|
Authorized Signatory
|
|
Xxxxx Xxxxx
|
Chief Operating Officer
|
2
ICAHN CAPITAL LP
|
Name
|
Position
|
|
IPH GP LLC
|
General Partner
|
|
Xxxx X. Icahn
|
Chief Executive Officer
|
|
Xxxxxxx X. Xxxxxxxx
|
Senior Managing Director
|
|
Xxxxxxx Xxxxxx
|
Chief Financial Officer
|
|
Xxxxx March
|
Executive Vice President; Chief Compliance Officer
|
|
Xxxxx Xxxxx
|
Chief Operating Officer
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxx Xxxxxx
|
Authorized Signatory
|
IPH GP LLC
|
Name
|
Position
|
|
Icahn Enterprises Holdings L.P.
|
Sole Member
|
|
Xxxx X. Icahn
|
Chief Executive Officer
|
|
Xxxxxxx X. Xxxxxxxx
|
Senior Managing Director
|
|
Xxxxxxx Xxxxxx
|
Chief Financial Officer
|
|
Xxxxx March
|
Executive Vice President; Chief Compliance Officer
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxx Xxxxxx
|
Authorized Signatory
|
|
Xxxxx Xxxxx
|
Chief Operating Officer
|
ICAHN ENTERPRISES HOLDINGS L.P.
|
Name
|
Position
|
|
Icahn Enterprises G.P. Inc.
|
General Partner
|
ICAHN ENTERPRISES G.P. INC.
|
Name
|
Position
|
|
Xxxx X. Icahn
|
Chairman
|
|
Xxxxxxx X. Xxxxxxxxxx
|
Director
|
|
Xxxx X. Xxxxxxxxx
|
Director
|
|
Xxxxx X. Xxxxxx
|
Director
|
|
Xxxxx Xxxxx
|
Director; Chief Executive Officer
|
|
XxxxXxxx Xxx
|
Director; Chief Financial Officer
|
|
Xxxxx Xxxx
|
Principal Accounting Officer; Secretary
|
|
Xxxxx Xxxxxx
|
Vice President of Tax Administration
|
BECKTON CORP.
|
Name
|
Position
|
|
Xxxx X. Icahn
|
Chairman of the Board; President
|
|
Xxxxxx Xxxxxxxx
|
Vice President/Taxes
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxxx Xxxxx
|
Secretary; Treasurer
|
|
Xxxxx March
|
Vice President
|
|
Xxxxxxx Xxxxxxxx-Xxxxxxxx
|
Vice President
|
3
HIGH RIVER LIMITED PARTNERSHIP
|
Name
|
Position
|
|
Xxxxxx Investments LLC
|
General Partner
|
XXXXXX INVESTMENTS LLC
|
Name
|
Position
|
|
Barberry Corp
|
Member
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxxx March
|
Vice President; Authorized Signatory
|
|
Xxxxxxx Xxxxxxxx-Xxxxxxxx
|
Vice President
|
|
Xxxxxxx Xxxxxx
|
Authorized Signatory
|
BARBERRY CORP.
|
Name
|
Position
|
|
Xxxx X. Icahn
|
Chairman of the Board; President
|
|
Xxxx Xxxxxx
|
Vice President; Authorized Signatory
|
|
Xxxxxx Xxxxxxxx
|
Vice President/Taxes
|
|
Xxxxxxx X. Xxxxxxxx
|
Vice President; Authorized Signatory
|
|
Xxxxxxx Xxxxxx
|
Authorized Signatory
|
|
Xxxxx March
|
Vice President; Authorized Signatory
|
|
Xxxxxx X. Xxxxxxx
|
Authorized Signatory
|
|
Xxxxx Xxxxx
|
Secretary; Treasurer
|
|
Xxxxxxx Xxxxxxxx-Xxxxxxxx
|
Vice President
|
4
