GNC 2011 Annual Report Download - page 7

Table of Contents
partners has enabled us to negotiate first-to-market opportunities. In addition, our in-house product development capabilities enable us to offer our customers
proprietary merchandise that can only be purchased through our locations or on our website. Since the nutritional supplement consumer often requires
knowledgeable customer service, we also differentiate ourselves from mass and drug retailers with our well-trained sales associates who are aided by in-store
technology. We believe that our expansive retail network, differentiated merchandise offering and quality customer service result in a unique shopping
experience that is distinct from our competitors.
Our principal executive offices are located at 300 Sixth Avenue, Pittsburgh, Pennsylvania 15222, and our telephone number is [phone]. We also
maintain a website at GNC.com. The contents of our website are not incorporated by reference in this report and shall not be deemed "filed" under the
Exchange Act.
In this report, unless the context requires otherwise, references to "we," "us," "our," "Company" or "GNC" refer to General Nutrition Centers, Inc. and
its subsidiaries.
Corporate History
We are a holding company and all of our operations are conducted through our operating subsidiaries.
On February 8, 2007, GNC Parent Corporation, our ultimate parent company at that time, entered into an Agreement and Plan of Merger (the "Merger
Agreement") with GNC Acquisition Inc. and its parent company, GNC Acquisition Holdings Inc. ("Holdings" or our "Parent"). On March 16, 2007, the
merger (the "Merger") was consummated. Pursuant to the Merger Agreement, as amended, GNC Acquisition Inc. was merged with and into GNC Parent
Corporation, with GNC Parent Corporation as the surviving corporation. Subsequently on March 16, 2007, GNC Parent Corporation was converted into a
Delaware limited liability company and renamed GNC Parent LLC.
As a result of the Merger, Holdings became the sole equity holder of GNC Parent LLC and the ultimate parent company of both GNC Corporation, our
direct parent company ("GNC Corporation"), and us. The outstanding capital stock of Holdings is beneficially owned by Ares Corporate Opportunities Fund
II L.P. ("Ares"), an affiliate of Ares Management LLC ("Ares Management"), Ontario Teachers' Pension Plan Board ("OTPP"), certain institutional investors,
certain of our directors and certain former stockholders of GNC Parent Corporation, including members of our management. Refer to Note 1, "Nature of
Business", and Item 12, "Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters", to our consolidated financial
statements included in this report for additional information.
Holdings and each of its stockholders is party to a stockholders agreement, which was amended and restated on February 12, 2008 (the "Amended and
Restated Stockholders Agreement"). Among other things, the stockholders agreement contains certain restrictions on transfer of shares of Holdings' capital
stock, and provides that each of Ares and OTPP has the right to designate four members of Holdings' board of directors (or, at the 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 a certain percentage of the
outstanding common stock of Holdings. For additional information, see Item 13, "Certain Relationships and Related Transactions and Director
Independence — Stockholders Agreement".
GNC Parent Corporation was formed as a Delaware corporation in November 2006 to acquire all the outstanding common stock of GNC Corporation.
We were formed in October 2003 and GNC Corporation was formed as a Delaware corporation in November 2003 by Apollo Management V, L.P.
("Apollo"), an affiliate of Apollo and members of our management to acquire General Nutrition Companies, Inc. from Numico USA, Inc.,
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