PITTSBURGH, May 17, 2018 /PRNewswire/ -- GNC Holdings, Inc.
(NYSE: GNC) (the "Company") today announced that its stockholders
approved the Company's proposal to issue convertible preferred
shares to Harbin Pharmaceutical Group Holdings Co., Ltd. ("Hayao")
in connection with Hayao's $300
million strategic investment in the Company (the "Share
Issuance Proposal") at the Company's Special Meeting of
Stockholders, which reconvened on May 17,
2018 (the "Special Meeting").
An aggregate of 44,121,445 shares, representing a majority
of the shares outstanding and over 94% of the votes cast at the
Special Meeting, were voted in favor of the Share Issuance
Proposal.
The transaction is subject to customary closing conditions,
including receipt of all necessary regulatory and governmental
approvals, and is expected to close in the second half of 2018.
About Us
GNC Holdings, Inc. (NYSE: GNC) -
Headquartered in Pittsburgh, PA -
is a leading global specialty health, wellness and performance
retailer.
GNC connects customers to their best selves by offering a
premium assortment of heath, wellness and performance products,
including protein, performance supplements, weight management
supplements, vitamins, herbs and greens, wellness supplements,
health and beauty, food and drink and other general merchandise.
This assortment features proprietary GNC and nationally recognized
third-party brands.
GNC's diversified, multi-channel business model generates
revenue from product sales through company-owned retail stores,
domestic and international franchise activities, third-party
contract manufacturing, e-commerce and corporate partnerships. As
of March 31, 2018, GNC had
approximately 8,900 locations, of which approximately 6,700 retail
locations are in the United States
(including approximately 2,400 Rite Aid franchise
store-within-a-store locations) and franchise operations in
approximately 50 countries.
About Harbin Pharmaceutical Group Holding Co.,
Ltd.
Harbin Pharmaceutical Group Holding Co., Ltd.–
Headquartered in Harbin City Heilongjiang Province, China – is one of the leading pharma and VMS
companies in China. Hayao has a broad portfolio of OTC
(Over-The-Counter), Rx (prescription) and VMS products, and is also
engaged in pharma distribution and retail pharmacy businesses.
Hayao has many nationally renowned brands that have very high
consumer awareness including "San Jing", and command leading market
share in the mineral supplements category.
Hayao has access to an extensive distribution and retailing
network by directly operating more than 300 chain retail pharmacies
and collaboration with around 800 drug and VMS distributors to
build nation-wide coverage.
Forward-Looking Statements
This release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995
with respect to the Company's financial condition, results of
operations and business that is not historical information.
Forward-looking statements can be identified by the use of
terminology such as "subject to," "believes," "anticipates,"
"plans," "expects," "intends," "estimates," "projects," "may,"
"will," "should," "can," the negatives thereof, variations thereon
and similar expressions, or by discussions regarding dividend,
share repurchase plan, strategy and outlook. While GNC believes
there is a reasonable basis for its expectations and beliefs, they
are inherently uncertain. The Company may not realize its
expectations and its beliefs may not prove correct. Many factors
could affect future performance and cause actual results to differ
materially from those matters expressed in or implied by
forward-looking statements, including but not limited to (1)
conditions to the closing of the transaction may not be satisfied
and required regulatory approvals may not be obtained; (2) the
transaction may involve unexpected costs, liabilities or delays;
(3) the business of GNC may suffer as a result of uncertainty
surrounding the transaction; (4) the outcome of any legal
proceedings related to the transaction; (5) GNC may be adversely
affected by other economic, business, legislative, regulatory
and/or competitive factors; (6) the occurrence of any event, change
or other circumstances that could give rise to the termination of
the securities purchase agreement; or (7) other risks to
consummation of the transaction, including the risk that the
transaction will not be consummated within the expected time period
or at all. The Company undertakes no obligation to publicly update
or revise any forward-looking statement, whether as a result of new
information, future events or otherwise. Actual results could
differ materially from those described or implied by such
forward-looking statements. For a listing of factors that may
materially affect such forward-looking statements, please refer to
the Company's Annual Report on Form 10-K for the year ended
December 31, 2017.
This document will not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor will there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
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SOURCE GNC Holdings, Inc.