GNC 2008 Annual Report Download - page 163

Table of Contents
* Less than 1% of the outstanding shares.
(1) Except as otherwise noted, the address of each director is c/o Ares Corporate Opportunities Fund II, L.P., 1999 Avenue of the Stars, Los
Angeles, California 90067 and the address of each current executive officer is c/o General Nutrition Centers, Inc., 300 Sixth Avenue,
Pittsburgh, Pennsylvania 15222.
(2) On March 16, 2007, in connection with the March 2007 Merger, our Parent entered into a stockholders agreement with each of our
stockholders. Pursuant to the stockholders agreement, as amended February 12, 2008, our Parent's principal stockholders each have the
right to designate four members of our Parent's board of directors (or, at the sole option of each, five members of the board of directors, one
of which shall be independent, for so long as they or their respective affiliates each own at least 10% of the outstanding common stock of our
Parent). As a result, each of Ares Corporate Opportunities Fund II, L.P. and Ontario Teachers' Pension Plan Board may be deemed to be
the beneficial owner of the shares of our Parent's common stock and preferred stock held by the other parties to the stockholders'
agreement. Ares Corporate Opportunities Fund II, L.P. and Ontario Teachers' Pension Plan Board each expressly disclaims beneficial
ownership of such shares of our Parent's common stock and preferred stock.
(3) Ms. Buchignani and Mr. Prosperi are directors of the private equity group of Ontario Teachers' Pension Plan Board. Mr Sienna is a Vice
President, Private Capital of Ontario Teachers' Pension Plan Board. Each of Ms. Buchignani, Mr. Prosperi and Mr. Sienna disclaims
beneficial ownership of the shares of our Parent's common stock and preferred stock owned by Ontario Teachers' Pension Plan Board. The
address for each of Ms. Buchignani, Mr. Prosperi and Mr. Sienna is c/o Ontario Teachers' Pension Plan Board, 5650 Yonge Street, Toronto,
Ontario M2M 4H5.
(4) Mr. Kaplan is a Senior Partner in the Private Equity Group of Ares Management, Inc. and a member of Ares Partners Management
Company, LLC, which are affiliates of ACOF II. Mr. Kaplan disclaims beneficial ownership of the shares owned by ACOF II, except to the
extent of any pecuniary interest therein.
(5) Mr. Schwartz is a Principal in the Private Equity Group of Ares Management, Inc., an affiliate of ACOF II. Mr. Schwartz disclaims beneficial
ownership of the shares of common stock and preferred stock owned by ACOF II, except to the extent of any pecuniary interest therein.
(6) Reflects shares owned by Ares Corporate Opportunities Fund II, L.P. ("ACOFII"). The general partner of ACOF II is ACOF Management II,
L.P. ("ACOF Management II") and the general partner of ACOF Management II, and day-to-day manager of ACOF II, is ACOF Operating
Manager II, L/P. ("ACOF Operating Manager II"). ACOF Operating Manager II, in turn, is owned by Ares Management LLC and Ares
Management, Inc., each of which is directly and indirectly owned by Ares Partners Management Company, LLC. Each of the foregoing
entities (collectively, the "Ares Entities") and the partners, members and managers thereof, other than ACOF II, disclaims beneficial
ownership of the shares owned by ACOF II, except to the extent of any pecuniary interest therein. The address of each Ares Entity is 1999
Avenue of the Stars, Suite 1900, Los Angeles, CA 90067.
(7) The address of KL Holdings LLC is 1250 Fourth Street, Santa Monica, California 90401.
(8) The address of Ontario Teachers' Pension Plan Board is 5650 Yonge Street, Toronto, Ontario M2M 4H5.
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