GNC HOLDINGS, INC. (NYSE:GNC) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02. Unregistered Sales of Equity Securities.
On December 20, 2017, GNC Holdings, Inc. (the “Company”) executed exchange agreements with certain holders of its 1.50% Convertible Senior Notes due 2020 (the “2020 Notes”) to exchange, in privately negotiated transactions, $98,935,000 aggregate principal amount of the 2020 Notes for an aggregate of 14,626,473 newly issued shares of the Company’s class A common stock, $0.001 par value per share, together with approximately $0.5 million in cash, representing accrued and unpaid interest on the 2020 Notes being exchanged. As of December 27, 2017, all the exchange transactions had closed, and the exchanged 2020 Notes were retired.
The Company conducted the exchanges to Section 4(a)(2) of the Securities Act of 1933, as amended, to transactions not involving any public offering.
This Current Report is neither an offer to sell nor a solicitation of an offer to buy any securities described above, nor will there be any offer, solicitation or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About GNC HOLDINGS, INC. (NYSE:GNC)
GNC Holdings, Inc. is a specialty retailer of health, wellness and performance products, including vitamins, minerals and herbal supplement products (VMHS), sports nutrition products and diet products. The Company operates in three segments: Retail, Franchising and Manufacturing/Wholesale. The Retail segment includes sales of products to customers at its company-owned stores in the United States, Canada, Puerto Rico and Ireland and through its Websites, GNC.com and LuckyVitamin.com. Its Franchise segment consists of its domestic and international franchise operations. Its Manufacturing/Wholesale segment consists of its manufacturing operations in South Carolina and its wholesale sales business. The Company’s brands include Mega Men, Ultra Mega, Total Lean, Pro Performance and Pro Performance AMP, Beyond Raw, GNC Puredge, GNC GenetixHD and Herbal Plus. The Company offers products through GNC.com, LuckyVitamin.com and www.drugstore.com.
