GNC 2008 Annual Report Download - page 38

Table of Contents
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF
SECURITIES.
There is no established public trading market for our common stock. As of March 1, 2008, 100 shares of our Common Stock were
outstanding, all of which are held by our Parent. As of December 31, 2007, there was one holder of our common stock and there were 45
holders of our ultimate Parent's common stock. See Item 12, "Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters" included in this report.
Dividends
We did not pay dividends on our common stock during the 2007 or 2006 fiscal years. We do not presently intend to declare any cash
dividends. We intend to retain our earnings to fund the operation of our business, to service and repay our debt, and to make strategic
investments as they arise. Moreover, we are subject to certain restrictions on our ability to pay dividends under the terms of the New Senior
Credit Facility, New Senior Notes, and New Senior Subordinated Notes.
In March 2006, we made payments totaling $49.9 million, to the common stockholders of GNC Corporation, our direct parent company. In
November 2006, we distributed $19.0 million to GNC Corporation. At the same time, GNC Parent Corporation, our ultimate parent company at
that time, paid a dividend totaling $275.0 million to its common stockholders.
Securities Authorized for Issuance under Equity Compensation Plans
Upon completion of the Merger, our Parent adopted the GNC Acquisition Holdings Inc. 2007 Stock Incentive Plan (the "2007 Plan"). The
purpose of the 2007 Plan is to enable us to attract, retain, and reward highly qualified personnel who will contribute to our success. The 2007
Plan provides for the granting of stock options, restricted stock, and certain other stock-based awards. Awards under the 2007 Plan may be
granted to certain eligible employees, directors, consultants, or advisors as determined by the administering committee of our ultimate Parent's
board of directors. At December 31, 2007 the total number of shares of our ultimate Parent's Class A common stock reserved and available
under the 2007 Plan is 8,419,178 shares. On February 12, 2008, the Board of Directors increased the total number of shares available by
2,000,000 shares to 10,419,178 shares. Stock options granted under the 2007 Plan are granted at not less than fair market value (or, in the
case of persons holding more than 10% of the voting power of us, our ultimate Parent, or our subsidiaries, less than 110% of fair market value),
generally vest over a five-year vesting schedule, and expire after ten years from date of grant. If any award granted under the 2007 Plan
expires, terminates, is canceled, or is forfeited for any reason, the number of shares underlying such award will become available for future
awards under the 2007 Plan. No awards other than stock options have been granted under the 2007 Plan.
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