SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC.

12 Months Ended

Dec. 31, 2019

Condensed Financial Information Disclosure [Abstract]

SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC.

SCHEDULE I—CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC.

GNC HOLDINGS, INC.

(Parent Company Only)

Balance Sheets

	December 31,
	2019			2018
Current assets:	(in thousands)
Cash and cash equivalents	$	—		$	—
Intercompany receivable	1,466			5,356
Forward contracts for the issuance of convertible preferred stock	—			88,942
Prepaid and other current assets	241			199
Total current assets	1,707			94,497
Long-term assets:
Deferred tax assets	608			—
Intercompany receivable	144,621			164,300
Investment in subsidiaries	25,343			(44,243		)
Total long-term assets	170,572			120,057
Total assets	$	172,279		$	214,554
Current liabilities:
Intercompany payable	12,818			—
Convertible senior notes	154,656			—
Deferred revenue and other current liabilities	673			1,099
Total current liabilities	168,147			1,099
Long-term liabilities:
Deferred tax liabilities	—			2,860
Convertible senior notes	—			175,504
Intercompany loan	—			50,597
Total long term liabilities	—			228,961
Total liabilities	168,147			230,060
Mezzanine equity:
Series A convertible preferred stock	211,395			98,804
Stockholders' deficit:
Class A common stock	131			130
Additional paid-in capital	1,012,076			1,007,827
Retained earnings	518,605			613,637
Treasury stock, at cost	(1,725,349		)	(1,725,349		)
Accumulated other comprehensive loss	(12,726		)	(10,555		)
Total stockholders' deficit	(207,263		)	(114,310		)
Total liabilities, mezzanine equity and stockholders' deficit	$	172,279		$	214,554

See the accompanying note to the condensed parent-only financial statements.

SCHEDULE I—CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC.

GNC HOLDINGS, INC.

(Parent Company Only)

Statements of Operations and Comprehensive (Loss) Income

	Year ended December 31,
	2019			2018			2017
	(in thousands, except per share data)
Selling, general and administrative	$	1,489		$	1,490		$	1,238
Subsidiary loss	13,668			14,647			162,874
Operating loss	(15,157		)	(16,137		)	(164,112		)
Interest expense, net	4,751			5,040			10,399
Gains on convertible notes transactions	(3,214		)	—			(15,041		)
Loss (gain) on forward contracts for the issuance of convertible stock	16,787			(88,942		)	—
(Loss) income before income taxes	(33,481		)	67,765			(159,470		)
Income tax expense (benefit)	1,631			(2,015		)	(9,208		)
Net (loss) income	$	(35,112	)	$	69,780		$	(150,262	)
Other comprehensive (loss) income:
Net change in unrecognized loss on interest rate swaps, net of tax	$	(2,574	)	$	(2,214	)	$	—
Foreign currency translation gain (loss)	403			(2,510		)	2,866
Other comprehensive (loss) gain	(2,171		)	(4,724		)	2,866
Comprehensive (loss) income	$	(37,283	)	$	65,056		$	(147,396	)
(Loss) earnings per share:
Basic	$	(0.64	)	$	0.83		$	(2.18	)
Diluted	$	(0.64	)	$	0.81		$	(2.18	)
Weighted average common shares outstanding:
Basic	83,720			83,364			68,789
Diluted	83,720			86,171			68,789

See the accompanying note to the condensed parent-only financial statements.

SCHEDULE I—CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC.

GNC HOLDINGS, INC.

(Parent Company Only)

Statements of Cash Flows

	Year ended December 31,
	2019			2018			2017
	(in thousands)
Cash flows from operating activities:
Net (loss) income	$	(35,112	)	$	69,780		$	(150,262	)
Deficit in (income) loss of subsidiaries	13,668			14,647			162,874
Interests received from intercompany loan	5,164			—			—
(Loss) gain on forward contracts for the issuance of convertible preferred stock	16,787			(88,942		)	—
Gains on convertible notes transactions	(3,214		)	—			(15,041		)
Other operating activities	7,969			4,791			2,702
Net cash provided by operating activities	5,262			276			273
Cash flows from investing activities:
Capital contribution to subsidiaries	(148,553		)	—			—
Net cash used in investing activities	(148,553		)	—			—
Cash flows from financing activities:
Proceeds from the issuance of convertible preferred stock	199,950			100,000			—
Proceeds from intercompany receivables	19,679			—			—
Payments on intercompany loan	(51,397		)	(100,000		)	—
Convertible notes repurchase	(24,708		)	—			—
Minimum tax withholding requirements	(233		)	(296		)	(253		)
Net cash provided by (used in) financing activities	143,291			(296		)	(253		)
Net (decrease) increase in cash and cash equivalents	—			(20		)	20
Beginning balance, cash and cash equivalents	—			20			—
Ending balance, cash and cash equivalents	$	—		$	—		$	20

See the accompanying note to the condensed parent-only financial statements.

BACKGROUND

These condensed parent company financial statements should be read in conjunction with the Consolidated Financial Statements of GNC Holdings, Inc. and subsidiaries. The Senior Credit Facility of General Nutrition Centers, Inc. ("Centers"), a wholly owned subsidiary of GNC Holdings, Inc., contains customary covenants, including incurrence covenants and certain other limitations on the ability of GNC Corporation, Centers, and Centers' subsidiaries to, among other things, make optional payments in respect of other debt instruments, pay dividends or other payments on capital stock, and enter into arrangements that restrict their ability to pay dividends or grant liens.