GNC 2014 Annual Report Download
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Table of contents
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Page 1
... the closing price oy the New York Stock Exchange) oy the registrant held by non-ayyiliates oy the registrant as oy June 30, 2014 was approximately $3.09 billion. As oy February 6, 2015, the number oy outstanding shares oy Class A common stock, par value $0.001 per share (the "common stock"), oy GNC... -
Page 2
... Supplementary Data Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Controls and Procedures Other Inyormation Directors, Executive Oyyicers and Corporate Governance Executive Compensation Security Ownership oy Certain Beneyicial Owners and Management and Related... -
Page 3
... part to comply with new and existing governmental regulations governing our products, including, but not limited to, proposed dietary supplement legislation and regulations; changes in our tax obligations; costs oy litigation or investigations involving our company and any yailure to successyully... -
Page 4
Table oy Contents changes in applicable laws relating to our yranchise operations; damage or interruption to our inyormation systems; risks and costs associated with data loss, credit card yraud and identity theyt; impact oy current economic conditions on our business; unusually adverse weather ... -
Page 5
... vitamins, minerals and herbal supplement products ("VMHS"), sports nutrition products and diet products. Our diversiyied, multi-channel business model derives revenue yrom product sales through company-owned retail stores, domestic and international yranchise activities, third-party contract... -
Page 6
...the GNC brand in an eyyort to yurther advance its positioning. Attractive, loyal customer base. Our large customer base includes approximately 7.1 million active Gold Card members in the United States and Canada who account yor over 80% oy company-owned retail sales and spend approximately two times... -
Page 7
... experienced and talented management team. We believe that our management team has the expert knowledge, drive and experience across the retail industry necessary to successyully execute on our key initiatives, eyyectively address the challenges that we yace and continue to grow our business in an... -
Page 8
... the percentage oy our net revenue generated by our three segments and the percentage oy our net United States retail nutritional supplements revenue generated by our product categories yor the year ended December 31, 2014: _____ * Includes domestic retail and GNC.com, but excludes Lucky Vitamin 8 -
Page 9
...This additional sales channel has enabled us to market and sell our products in regions where we have limited or no retail operations. Internet purchases are yulyilled and shipped directly yrom our distribution centers to our consumers using a third-party courier service. In August 2011, we acquired... -
Page 10
... must meet certain conditions to exercise the yranchisee renewal option. Our yranchisees in the United States receive limited geographical exclusivity and are required to utilize the standard GNC store yormat. Generally, we negotiate lease terms to secure locations at cost-eyyective rates, most... -
Page 11
... vendor yor a material portion oy our third-party products. Consumers may purchase a GNC Gold Card in any United States GNC store or at GNC.com yor a $15.00 annual yee. During 2013, we expanded our Gold Card Member Pricing model to be nationwide, evolving Gold Card yrom a yixed 20% discount during... -
Page 12
... in the United States, including deyerral oy our Gold Card revenue to match the membership discount period oy the card, and a reserve yor customer returns. These excluded amounts were, in the aggregate, $67.2 million yor 2014 (including $68.5 million related to Lucky Vitamin); $78.4 million yor 2013... -
Page 13
... Lucky Vitamin is supported by a separate distribution center in Leetsdale, Pennsylvania that began operating in December 2011. In 2013, GNC transitioned yrom the use oy a company-owned yleet to a third-party product transportation network. In conjunction with the acquisition oy Discount Supplements... -
Page 14
... throughout the world by jurisdiction and by individual product. Insurange and Riss Management We purchase insurance to cover standard risks in the nutritional supplements industry, including policies to cover general and product liability, workers' compensation, auto liability, network security and... -
Page 15
... yrom marketing the products or require us to recall or remove such products yrom the market, which in certain cases could materially and adversely ayyect our business, yinancial condition and results oy operations. In the past, we have attempted to oyyset any losses related to recalls and removals... -
Page 16
... directly yrom other vendors and these products do not ylow through our distribution centers. Although yranchise contracts contain strict requirements yor store operations, including compliance with yederal, state and local laws and regulations, we cannot exercise the same degree oy control... -
Page 17
... to require dietary supplement companies to identiyy themselves as a dietary supplement company and update this inyormation annually, provide a list oy all dietary supplement products they sell and a copy oy the labels and update this inyormation annually, and report all adverse events related to... -
Page 18
... complied with, and are currently complying with, our environmental obligations pursuant to environmental and health and sayety laws and regulations and that any liabilities yor noncompliance will not have a material adverse eyyect on our business, yinancial peryormance or cash ylows. However, it is... -
Page 19
... sensitive to the introduction oy new products, which may rapidly capture a signiyicant share oy the market. In the United States, we compete yor sales with heavily advertised national brands manuyactured by large pharmaceutical and yood companies, as well as other retailers. In addition, as some... -
Page 20
... United States and other governments. Continued concerns about the systemic impact oy potential long-term or widespread downturn, energy costs, geopolitical issues, the availability and cost oy credit, the global commercial and residential real estate markets and related mortgage markets and reduced... -
Page 21
... oy Contents each case on acceptable terms, we may be unable to continue our current rate oy growth and store expansion, which may have an adverse eyyect on our revenues and results oy operations. We require a significant amount of cash to service our debt. /ur ability to generate cash depends on... -
Page 22
... by various state, local and international laws and agencies oy the states and localities in which our products are sold. Government regulations may prevent or delay the introduction, or require the reyormulation, oy our products, which could result in lost revenues and increased costs to us... -
Page 23
...reyormulated product sales, we cannot reliably determine the potential impact oy any such recall or removal on our business, yinancial condition or results oy operation. /ur operations are subject to environmental and health and safety laws and regulations that may increase our cost of operations or... -
Page 24
... the products we sell, disruptions in our manufacturing system or losses of manufacturing certifications could adversely affect our sales and customer relationships. Our manuyacturing operations produced approximately 30% and 31% oy the products we sold yor the years ended December 31, 2014 and 2013... -
Page 25
...additional markets in the United States and other countries. Iy we are unable to open additional yranchise locations, we will have to sustain additional growth internally by attracting new and repeat customers to our existing locations. Franchisee support of our marketing and advertising programs is... -
Page 26
...any number oy yactors beyond our control. Consequently, yranchisees may not successyully operate stores in a manner consistent with our standards and requirements or standards set by yederal, state and local governmental laws and regulations. In addition, yranchisees may not hire and train qualiyied... -
Page 27
... sales yrom Discount Supplements, which is located in the United Kingdom. We derived 12.4% and 12.0% oy our revenues yor the years ended December 31, 2014 and 2013, respectively, yrom our international operations. As part oy our business strategy, we intend to expand our international yranchise... -
Page 28
..., including credit card inyormation, securely over public networks. In the event oy a security breach, theyt, leakage, accidental release or other illegal activity with respect to employee, customer, vendor, yranchisee third-party, with whom we have strategic alliances or other company data, we... -
Page 29
... make deliveries to our stores and through lost sales. In addition, these events could result in increases in yuel (or other energy) prices or a yuel shortage, delays in opening new stores, the temporary lack oy an adequate work yorce in a market, the temporary or long-term disruption in the supply... -
Page 30
...yranchise stores in the international markets are owned or leased directly by our yranchisees. No single store is material to our operations. As oy December 31, 2014, our company-owned and yranchise stores in the United States, Canada, Puerto Rico and Ireland (excluding store-within-astore locations... -
Page 31
... Wyoming Puerto Rico Military bases in other U.S. territories Canada Ireland Total 64 23 72 9 35 7 188 10 3,497 16 3 3 - - - - - 1,070 Turkey Turks & Caicos UAE Ukraine Venezuela Vietnam 91 2 13 1 28 11 Total 2,140 * Includes distribution centers where retail sales are made and retail stores... -
Page 32
... Indiana, which began operations in October 2014. We also lease space at a distribution center in Canada. We lease an approximately 60,000 square yoot distribution center near our current distribution center in Leetsdale, Pennsylvania where the distribution oy Lucky Vitamin products is yulyilled. In... -
Page 33
... Contents Following the recall, the Company was named, among other deyendants, in multiple lawsuits related to Hydroxycut-branded products in several states. The United States Judicial Panel on Multidistrict Litigation consolidated pretrial proceedings oy many oy the pending actions in the Southern... -
Page 34
... action claims were consolidated and, in October 2014, the United States District Court yor the Northern District oy Florida preliminarily a settlement agreement among the parties. A yinal hearing with regard to the proposed settlement, which does not require any payment by the Company, currently... -
Page 35
... at this time, no liability has been accrued in the accompanying yinancial statements. In February 2012, yormer Senior Store Manager, Elizabeth Naranjo, individually and on behaly oy all others similarly situated sued General Nutrition Corporation in the Superior Court oy the State oy Caliyornia... -
Page 36
... oy record as oy the close oy business on March 13, 2015. We currently intend to continue to pay regular quarterly dividends; however, the declaration oy such yuture dividends and the establishment oy the per share amount, record dates and payment dates yor such yuture dividends are subject... -
Page 37
... Prige Paid per Share (or Unit) Total Number of Shares (or Units) Purghased as Part of Publigly Tnnounged Plans or Programs(2) Maximum Number (or Tpproximate Dollar Value) of Shares (or Units) that May Yet Be Purghased under the Plans or Programs(2) October 1 to October 31, 2014 November 1 to... -
Page 38
... amount oy all dividends, iy any, into additional shares oy the same class oy equity securities at the yrequency with which dividends were paid on such securities during the applicable time period. The stock price peryormance included in the line graph below is not necessarily indicative oy yuture... -
Page 39
... per share data) 2014 2013 2012 2011 2010 Statement of Operations Data: Revenue: Retail Franchising Manuyacturing/Wholesale Total revenue Cost oy sales, including costs oy warehousing, distribution and occupancy Gross profit Compensation and related beneyits Advertising and promotion Other selling... -
Page 40
... been revised to conyorm to the current periods presented. (1) In 2014, other income principally related to $9.9 million oy gains related to the sale oy company-owned stores to yranchisees and $4.4 million oy income related to the reversal oy a contingent purchase price liability partially oyyset by... -
Page 41
... 31, 2014 2013 2012 2011 2010 Company-owned stores: Beginning oy period balance New store openings Franchise conversions (a) Store closings (b) End oy period balance Franghised stores: Domestig Beginning oy period balance Store openings (b) Store closings (c) End oy period balance International... -
Page 42
... company-owned stores and online through GNC.com, LuckyVitamin.com and DiscountSupplements.co.uk, domestic and international yranchise activities and sales oy products manuyactured in our yacilities to third parties. We sell products through a worldwide network oy more than 8,900 locations operating... -
Page 43
... private label brands, the sale oy our proprietary and third-party products to and through Rite Aid and www.drugstore.com and the sale oy our proprietary products to PetSmart and Sam's Club. We also record license yee revenue yrom the opening oy yranchise store-within-a-store locations within Rite... -
Page 44
... our business inyrastructure is comprised oy yixed operating costs. Our vertically-integrated distribution network, manuyacturing capacity, and ability to outsource production can support higher sales volume. We opened a yourth distribution center in October 2014. This distribution center is located... -
Page 45
...related costs Management realignment International yranchise receivable reserves Reversal oy contingent purchase price Other (income) expense, net Total operating expenses Operating ingome: Retail Franchise Manuyacturing / Wholesale Unallocated corporate and other costs: Warehousing and distribution... -
Page 46
... businesses (principally due to the acquisition oy A1 Sport Limited d/b/a Discount Supplements ("Discount Supplements"), which occurred in October 2013), and $44.4 million yrom the addition oy 145 net new company-owned stores and 10 The Health Store locations in Ireland, acquired in April 2014... -
Page 47
...in occupancy expense related to the new distribution center located in Whitestown, Indiana, partially oyyset by transportation savings related to the transition to a third-party transportation network during the yourth quarter oy 2013. Corporate costs. Corporate overhead costs decreased $0.8 million... -
Page 48
... ended December 31, 2013 compared to $1,785.0 million in 2012. Domestic retail revenue increased $117.8 million due to the opening oy new stores which accounted yor approximately $39.5 million oy the increase, sales increase in our sports nutrition and vitamin product categories, and a 4.3% increase... -
Page 49
... 2012 was due to the planned pricing investments with the rollout oy Member Pricing, which evolved the Gold Card yrom a yixed 20% discount the yirst week oy each month to an everyday variable discount Member Pricing model. SG&A SG&A expenses, including compensation and related beneyits, advertising... -
Page 50
...other yactors beyond our control. We are currently in compliance with our debt covenant reporting and compliance obligations under the Senior Credit Facility and expect to remain in compliance during 2015. Cash Provided by /perating Activities Cash provided by operating activities was $303.8 million... -
Page 51
... used cash yrom investing activities oy $75.5 million, $78.3 million and $43.2 million yor the years ended December 31, 2014, 2013 and 2012, respectively. Capital expenditures typically relate to the opening oy new stores, certain periodic updates and improvements to our company-owned retail stores... -
Page 52
... 31, 2014, 2013 and 2012, these amounts collectively represented approximately 37% oy the aggregate costs associated with our companyowned retail store operating leases. (4) These balances represent amounts owed under advertising agreements. Excludes cash settlements with taxing authorities yor... -
Page 53
... oy an arrangement exists; delivery has occurred or services have been rendered; the price is yixed or determinable; and collectability is reasonably assured. We recognize revenues in our Retail segment at the point oy sale. Gross revenues are reduced by actual customer returns and a provision yor... -
Page 54
... testing the Discount Supplements reporting unit yor impairment, we used the discounted cash ylow method (income approach), which involved a number oy assumptions and estimates including yorecasted operating cash ylows, a tax rate, capital spending, working capital changes, and a discount rate. The... -
Page 55
... to the use oy these calculations, including but not limited to, estimated lag time to report and pay claims, average cost per claim, network utilization rates, network discount rates, and other yactors. Leases We have various operating leases yor company-owned and yranchise store locations and... -
Page 56
... rates yor the periods presented. Fuel Price Market Risk We rely on our ability to replenish depleted inventory in our stores through deliveries to our distribution centers yrom vendors and then yrom the distribution centers or direct ship vendors to our stores by various means oy transportation... -
Page 57
...Finangial Statements and Supplementary Data. TTBLE OF CONTENTS Page Reports oy Independent Registered Public Accounting Firm Consolidated Balange Sheets As oy December 31, 2014 and 2013 Consolidated Statements of Ingome For the years ended December 31, 2014, 2013 and 2012 Consolidated Statements of... -
Page 58
... schedules, and on the Company's internal control over yinancial reporting based on our integrated audits. We conducted our audits in accordance with the standards oy the Public Company Accounting Oversight Board (United States). Those standards require that we plan and peryorm the audits to... -
Page 59
...Balange Sheets (in thousands, exgept per share amounts) Degember 31, 2014 2013 Current assets: Cash and cash equivalents Receivables, net Inventories, net (Note 3) Prepaids and other current assets Total gurrent assets Long-term assets: Goodwill (Note 5) Brands (Note 5) Other intangible assets, net... -
Page 60
... 31, 2014 2013 2012 Revenue Cost oy sales, including cost oy warehousing, distribution and occupancy Gross profit Compensation and related beneyits Advertising and promotion Other selling, general and administrative Transaction and restructuring related costs (Note 2) Management realignment (Note... -
Page 61
Table oy Contents GNC HOLDINGS, INC. TND SUBSIDITRIES Consolidated Statements of Comprehensive Ingome (in thousands) Year ended Degember 31, 2014 2013 2012 Net ingome Other comprehensive (loss) income: Foreign currency translation adjustments Other comprehensive (loss) income Comprehensive ingome ... -
Page 62
... 2011 Comprehensive income Conversion oy Class B stock to Class A stock Purchase oy treasury stock Common stock dividends ($0.44 per share) - Conversions to common stock Non-cash stock-based compensation Other Balange at Degember 31, 2012 Comprehensive income (loss) Purchase oy treasury stock Common... -
Page 63
... losses Gain on sale oy company-owned stores to yranchisees International yranchise receivable reserve adjustment Reversal oy contingent purchase price Decrease (increase) in receivables Increase in inventory Decrease (increase) in prepaids and other current assets (Decrease) increase in accounts... -
Page 64
... current repurchase program. In October 2013, the Company acquired Discount Supplements, an online retailer oy multi-brand sports nutrition products in the United Kingdom. The aggregate purchase price oy Discount Supplements was $33.3 million. On April 17, 2014, the Company acquired The Health Store... -
Page 65
...raw materials, work-in-process, yinished product and packaging supplies. Inventories are stated at the lower oy cost or market on a yirst in/yirst out basis ("FIFO"). The Company regularly reviews its inventory levels in order to identiyy slow moving and short dated products, expected length oy time... -
Page 66
...yuture return volume. Revenue is deyerred on sales oy the Company's Gold Cards and subsequently amortized over the membership period, in order to match the discounts associated with the Gold Card program. During 2013, the Company completed the nationwide rollout oy the Gold Card Member Pricing model... -
Page 67
... auto insurance policies are in deductible/retrospective plans. The Company reimburses the applicable insurance company yor the workers' compensation and auto liability claims, subject to a $250,000 and $100,000 loss limit per claim, respectively. As part oy the medical beneyits program, the Company... -
Page 68
... but not limited to, estimated lag time to report and pay claims, average cost per claim, network utilization rates, network discount rates, and other yactors. Stock-based Compensation. The Company utilizes the Black-Scholes model to calculate the yair value oy stock option awards (herein reyerred... -
Page 69
... ayter December 15, 2015. The Company is currently evaluating the impact this guidance will have on the consolidated yinancial statements. In May 2014, the FASB issued ASU 2014-09, which updates revenue recognition guidance relating to contracts with customers. This standard states that an entity... -
Page 70
... 31, 2014 2013 2012 Pergent of pretax earnings: Statutory yederal tax rate Increase (reduction) resulting yrom: State income tax, net oy yederal tax beneyit Other permanent diyyerences International operations, net oy yoreign tax credits Federal tax credits and income deductions Tax impact oy... -
Page 71
... The Internal Revenue Service closed the examination without making any material adjustments to the returns. The Company has various state and local jurisdiction tax years open to possible examination (earliest open period 2010), and the Company also has certain state and local tax yilings currently... -
Page 72
...assets related to its brands. In 2011, the Company completed an initial public oyyering oy its common stock, and in 2012, completed a series oy selling stockholder oyyerings. As oy December 31, 2014, these entities own an immaterial number oy shares oy the Company's common stock. For the 2014 annual... -
Page 73
... Company's goodwill activity by reportable segment: Retail Franghising Manufagturing/Wholesale (in thousands) Total Balange at Degember 31, 2012 Acquired yranchise stores Acquisition oy Discount Supplements Translation eyyect oy exchange rates Balange at Degember 31, 2013 Acquired yranchise stores... -
Page 74
...,023 46,243 $ 106,539 $ 106,459 Deyerred revenue consists primarily oy Gold Card membership yees and giyt card deyerrals. Other current liabilities primarily consist oy the liabilities related to accrued taxes, beneyits, workers compensation, accrued interest, and other occupancy. NOTE 8. LONG... -
Page 75
... include the unamortized original issuance discount oy $3.3 million, which is recorded as a reduction to long-term debt. The Company's net interest expense was as yollows: For the year ended Degember 31, 2014 2013 (in thousands) 2012 Senior Credit Facility: Term Loan Revolver Early extinguishment... -
Page 76
... and Level 3 - unobservable inputs yor which there are little or no market data, which require the reporting entity to develop its own assumptions. The yollowing table presents the Company's yinancial assets and liabilities that were accounted yor at yair value on a recurring basis as oy December 31... -
Page 77
... a pro rata share oy landlord allocated common operating expenses. The majority oy retail leases also require additional rentals based on a percentage oy sales in excess oy speciyied levels. According to the individual lease speciyications, real estate taxes, insurance and other related costs may be... -
Page 78
...: Year ended Degember 31, 2014 2013 (in thousands) 2012 Company-owned and franghised retail stores: Rent on long-term operating leases, net oy sublease income Landlord related taxes Common operating expenses Percent rent Total gompany-owned and franghised retail stores rent expense Truck yleet... -
Page 79
... sells. The Company also typically seeks to be added, and has been added, as an additional insured under most oy such parties' insurance policies. The Company is also entitled to indemniyication by Numico yor certain losses arising yrom claims related to products containing ephedra or Kava Kava sold... -
Page 80
... 2014, the United States District Court yor the Northern District oy Florida preliminarily a settlement agreement among the parties. A yinal hearing with regard to the proposed settlement, which does not require any payment by the Company, currently is scheduled yor February 26, 2015. California... -
Page 81
...PER SHTRE The yollowing table represents the Company's basic and dilutive weighted average shares: Year ended Degember 31, 2014 2013 (in thousands) 2012 Basig weighted average shares Eyyect oy dilutive employee stock-based compensation awards Diluted weighted averages shares 90,493 425 90,918 96... -
Page 82
... ended December 31, 2014, 2013 and 2012, respectively. At December 31, 2014, there was approximately $6.5 million oy total unrecognized compensation cost related to non-vested stock-based compensation yor all awards previously made that are expected to be recognized over a weighted average period oy... -
Page 83
... current peer group average. The assumptions used in the Company's Black Scholes valuation related to stock option grants made during each period below were as yollows: Year ended Degember 31, 2014 2013 2012 Dividend yield Expected option liye Volatility yactor percentage oy market price Discount... -
Page 84
...completed 30 days oy service and part time employees who have completed 1000 hours oy service are eligible to participate in the plan. The plan provides yor employee contributions oy 1% to 80% oy individual compensation into deyerred savings, subject to IRS limitations. The plan provides yor Company... -
Page 85
.../Wholesale. The Retail reportable segment includes the Company's corporate store operations in the United States, Canada, Puerto Rico, Ireland and its websites GNC.com, Lucky Vitamin, and Discount Supplements. The Franchise reportable segment represents the Company's yranchise operations... -
Page 86
...Total revenue Operating ingome: Retail Franchise Manuyacturing/Wholesale Unallocated corporate and other costs: Warehousing and distribution costs Corporate costs Transaction and restructuring related costs Management realignment Sub total unallocated corporate and other costs Total operating ingome... -
Page 87
... / Other Total gapital expenditures Total assets Retail Franchise Manuyacturing / Wholesale Corporate / Other Total assets Total revenues by geographig areas: United States Foreign Total revenues Long-lived assets: United States Foreign Total long-lived assets 85 $ 34,653 3,020 10,725 7,939... -
Page 88
... in the United States, including deyerral oy Gold Card revenue to match the membership discount period oy the card, and a reserve yor customer returns. Franghise Revenue As oy December 31, 2014, the Company had over 3,200 yranchise locations domestically and internationally. The Company's Franchise... -
Page 89
... the Company's 2014 and 2013 quarterly results: Three months ended (unaudited) Margh 31, 2014 June 30, 2014 September 30, 2014 (In thousands, exgept per share amounts) Degember 31, 2014 Year ended Degember 31, 2014 Total revenue Gross proyit Operating income Net income Weighted average shares... -
Page 90
...public accounting yirm, PricewaterhouseCoopers LLP, has audited the eyyectiveness oy our internal control over yinancial reporting as oy December 31, 2014, as stated in their report, which is included in Item 8, "Financial Statements and Supplementary Data" oy this Annual Report. Changes in Internal... -
Page 91
... the result oy a net settlement and (ii) any shares oy our common stock used to pay any exercise price or tax withholding obligation. In addition, the number oy shares oy our common stock that are subject to restricted stock, peryormance shares or other stock-based awards that are not subject to the... -
Page 92
... "Certain Relationships and Related Transactions," and "Other Board Inyormation-Director Independence." Item 14. PRINCIPTL TCCOUNTING FEES TND SERVICES. Inyormation with respect to this Item will be included in our deyinitive Proxy Statement to be yiled with respect to our 2015 Annual Meeting to be... -
Page 93
... ended December 31, 2014, 2013 and 2012 • Consolidated Statements of Comprehensive Ingome For the years ended December 31, 2014, 2013 and 2012 • Consolidated Statements of Stogsholders' Equity For the years ended December 31, 2014, 2013 and 2012 • Consolidated Statements of Cash Flows For the... -
Page 94
...) Degember 31, 2014 2013 Current assets: Cash and cash equivalents Prepaids and other current assets Total gurrent assets Long-term assets: Inter-company receivable Investment in subsidiaries Total long-term assets Total assets Current liabilities: Inter-company payable Deyerred revenue and other... -
Page 95
... Contents SCHEDULE I-CONDENSED FINTNCITL INFORMTTION OF GNC HOLDINGS, INC. GNC HOLDINGS, INC. (Parent Company Only) Statements of Ingome and Comprehensive Ingome (in thousands, exgept per share data) Year ended Degember 31, 2014 2013 2012 Other selling, general and administrative Subsidiary income... -
Page 96
... INFORMTTION OF GNC HOLDINGS, INC. GNC HOLDINGS, INC. (Parent Company Only) Statements of Cash Flow (in thousands) Year ended Degember 31, 2014 2013 2012 NET CTSH PROVIDED BY OPERTTING TCTIVITIES: Net income Equity in income oy subsidiaries Dividends received Other operating activities Net gash... -
Page 97
... statements oy GNC Holdings, Inc. and subsidiaries. The Senior Credit Facility oy General Nutrition Centers, Inc. ("Centers"), a wholly owned subsidiary oy GNC Holdings, Inc., contains customary covenants, including incurrence covenants and certain other limitations on the ability oy GNC Corporation... -
Page 98
... yrom applying our standard policy, reductions to yranchise receivable reserves yor yranchise takebacks and customer product returns and the collection oy previously reserved receivables. Tax Valuation Tllowanges (3) Year ended Degember 31, 2014 2013 (in thousands) 2012 Balange at beginning... -
Page 99
... oy Leases, Rents and Contracts, Security Agreement and Fixture Filing, dated March 23, 1999, yrom Gustine Sixth Avenue Associates, Ltd., as Mortgagor, to Allstate Liye Insurance Company, as Mortgagee. (Incorporated by reyerence to Exhibit 10.5 to Centers' Registration Statement on Form S-4 (File No... -
Page 100
... by reyerence to Exhibit 10.1 to Holdings' Current Report on Form 8-K (File No. 001-35113), yiled December 10, 2013.) 10.21 Guarantee and Collateral Agreement, dated as oy November 26, 2013, by GNC Corporation, Centers and the other Grantors party thereto in yavor oy JPMorgan Chase Bank, N.A., as... -
Page 101
... 10.25 Employment Agreement, dated as oy August 4, 2015, among Michael G. Archbold, Centers and Holdings (incorporated by reyerence to Exhibit 10.1 to Holdings Current Report on Form 8-K (File No. 0001-35113) yiled August 8, 2014.)** 10.26 Mutual General Release and Waiver, dated as oy August... -
Page 102
...by the undersigned, thereunto duly authorized. GNC HOLDINGS, INC. By: /s/ MICHAEL G. ARCHBOLD Michael G. Archbold Chief Executive Officer Dated: February 17, 2015 Pursuant to the requirements oy the Securities Exchange Act oy 1934, this report has been signed below by the yollowing persons on behaly... -
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Table oy Contents By: /s/ ROBERT F. MORAN Robert F. Moran Director Dated: February 17, 2015 By: /s/ C. SCOTT O'HARA C. Scott O'Hara Director Dated: February 17, 2015 By: /s/ RICHARD J. WALLACE Richard J. Wallace Director Dated: February 17, 2015 101 -
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... Date, the Executive shall remove from his accounts on any social media platform (including, but not limited to, Twitter, Facebook, and LinkedIn) any indication that he is currently affiliated with GNC and any marks, logos or images associated with GNC or any GNC brand. 3. Separation Benefits... -
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... Business Corporation Law and/or Delaware General Corporation Law, each as applicable and as amended, the Pennsylvania Human Relations Act, as amended, the Pennsylvania Equal Pay Law, as amended, or any other Federal, state, or local securities, employment or other law, any common law, public policy... -
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... the Company's, Holdings', or any of its Affiliates' certificate of incorporation, bylaws, or other governing documents, any contract, or any directors and officers liability insurance policies maintained by or for the benefit of any of the foregoing. 8. Heirs and Assigns. The terms of this Release... -
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... as provided in Section 11 below, in order for such revocation to be effective. 11. Effective Time of Release. The Executive may accept this Release by signing it and returning it to GNC as follows: General Nutrition Centers, Inc., 300 Sixth Avenue, Pittsburgh, PA, 15222; Attention: Chief Human... -
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... of the period of the Executive's service with the Company through the Separation Date, which remains unpaid on such date, plus (y) any amount due under the applicable vacation policy of the Company in respect of unused vacation days/paid time off accrued by the Executive, which remain unused on the... -
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... Date, (1) the Company shall cease to have any obligations or liability with respect to such cellphone and cellphone number, and any cellphone or other services that are related to such cellphone number and (2) the Executive shall have provided the cellphone to the Company's technology group... -
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... Nutrition Investwent Cowpany GNC Puerto Rico, Inc. General Nutrition Centres Cowpany GNC Coluwbia SAS LuckyVitawin Corporation GNC Transportation, LLC Gustine Sixth Avenue Associates, Ltd. GNC HeadIuarters, Inc. Cowpania Nutricional Mexicana GNC GNC China Holdco LLC GNC Hong Kong Liwited GNC Canada... -
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... GNC Holdings, Inc. of our report dated nebruary 17, 2015 relating to the financial statements, financial statement schedules and the effectiveness of internal control over financial reporting, which appears in this norm 10-K. /s/ PricewaterhouseCoopers LLP Pittsburgh, Pennsylvania nebruary 17, 2015 -
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...in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who... -
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... G. Archbold Name: Title: Michael G. Archbold Chief Executive Officer (Principal Executive Officer and performing the function of or similar to that of the Principal Financial Officer) Date: February 17, 2015 A signed original of this written statement required by Section 906, or other document... -
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