GNC 10-Q 31 Oct 13 2013 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Sep. 30, 2013	Oct. 25, 2013
Entity Registrant Name	GNC HOLDINGS, INC.
Entity Central Index Key	1502034
Document Type	10-Q
Document Period End Date	30-Sep-13
Amendment Flag	FALSE
Current Fiscal Year End Date	-19
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		94,995,650
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3

Consolidated_Balance_Sheets

Consolidated Balance Sheets (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Current assets:
Cash and cash equivalents	$77,678	$158,541
Receivables, net	152,452	129,641
Inventories (Note 3)	543,883	491,599
Prepaids and other current assets	35,464	39,016
Total current assets	809,477	818,797
Long-term assets:
Goodwill (Note 4)	641,026	639,915
Brands (Note 4)	720,000	720,000
Other intangible assets, net (Note 4)	135,707	141,717
Property, plant and equipment, net	201,064	199,487
Other long-term assets	32,720	32,124
Total long-term assets	1,730,517	1,733,243
Total assets	2,539,994	2,552,040
Current liabilities:
Accounts payable	161,736	125,165
Current portion, long-term debt (Note 5)	3,099	3,817
Deferred revenue and other current liabilities	102,557	116,337
Total current liabilities	267,392	245,319
Long-term liabilities:
Long-term debt (Note 5)	1,092,993	1,094,745
Deferred tax liabilities, net	284,252	283,203
Other long-term liabilities	51,476	46,734
Total long-term liabilities	1,428,721	1,424,682
Total liabilities	1,696,113	1,670,001
Common stock, $0.001 par value, 300,000 shares authorized:
Paid-in-capital	837,199	810,094
Retained earnings	666,707	492,687
Treasury stock, at cost	-662,306	-423,900
Accumulated other comprehensive income	2,169	3,047
Total stockholders' equity	843,881	882,039
Total liabilities and stockholders' equity	2,539,994	2,552,040
Class A Common Stock
Common stock, $0.001 par value, 300,000 shares authorized:
Common stock	$112	$111

Consolidated_Balance_Sheets_Pa

Consolidated Balance Sheets (Parenthetical) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, except Per Share data, unless otherwise specified
Common stock, par value (in dollars per share)	0.001	0.001
Common stock, shares authorized	300,000	300,000
Class A Common Stock
Common stock, shares issued	112,684	111,725
Common stock, shares outstanding	94,875	99,244
Common stock, shares held in treasury	17,809	12,481

Consolidated_Statements_of_Inc

Consolidated Statements of Income (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Consolidated Statements of Income
Revenue	$675,594	$621,607	$2,016,561	$1,864,961
Cost of sales, including cost of warehousing, distribution and occupancy	421,649	386,393	1,250,586	1,149,600
Gross profit	253,945	235,214	765,975	715,361
Compensation and related benefits	79,283	78,707	239,932	237,126
Advertising and promotion	16,751	15,697	53,473	45,327
Other selling, general and administrative	31,956	28,717	98,539	91,075
Foreign currency gain	-19	-8	-134	-84
Transaction related costs		924		1,610
Operating income	125,974	111,177	374,165	340,307
Interest expense, net (Note 5)	11,237	12,080	33,353	32,958
Income before income taxes	114,737	99,097	340,812	307,349
Income tax expense (Note 10)	41,704	36,868	123,448	114,592
Net income	$73,033	$62,229	$217,364	$192,757
Earnings per share:
Basic (in dollars per share)	$0.77	$0.61	$2.24	$1.84
Diluted (in dollars per share)	$0.76	$0.60	$2.22	$1.81
Weighted average common shares outstanding:
Basic (in shares)	95,183	102,541	97,189	104,946
Diluted (in shares)	96,078	103,721	98,096	106,515
Dividends declared per share: (in dollars per share)	$0.15	$0.11	$0.45	$0.33

Consolidated_Statements_of_Com

Consolidated Statements of Comprehensive Income (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Consolidated Statements of Comprehensive Income
Net income	$73,033	$62,229	$217,364	$192,757
Other comprehensive income (loss):
Foreign currency translation adjustments	428	848	-878	622
Other comprehensive income (loss)	428	848	-878	622
Comprehensive income	$73,461	$63,077	$216,486	$193,379

Consolidated_Statements_of_Sto

Consolidated Statements of Stockholders' Equity (USD $)	Total	Treasury Stock	Paid-in-Capital	Retained Earnings	Accumulated Other Comprehensive Income/(Loss)	Class A Common Stock	Class A Common Stock	Class B Common Stock
In Thousands, unless otherwise specified	USD ($)	USD ($)	USD ($)	USD ($)	USD ($)		Common Stock	Common Stock
							USD ($)	USD ($)
Balance at Dec. 31, 2011	$978,462	($65,048)	$741,848	$298,831	$2,724		$105	$2
Balance (in shares) at Dec. 31, 2011							102,985	2,060
Increase (Decrease) in Stockholders' Equity
Comprehensive income (loss)	193,379			192,757	622
Conversion of Class B stock to Class A stock							2	-2
Conversion of Class B stock to Class A stock (in shares)							2,060	-2,060
Repurchase of treasury stock	-358,852	-358,852
Repurchase of treasury stock (in shares)							-9,477
Common stock dividends	-34,300			-34,300
Conversions to common stock	57,250		57,246				4
Conversions to common stock (in shares)							3,505
Non-cash stock-based compensation	3,609		3,609
Other	-1,051			-1,051
Balance at Sep. 30, 2012	838,497	-423,900	802,703	456,237	3,346		111
Balance (in shares) at Sep. 30, 2012							99,073
Balance at Dec. 31, 2012	882,039	-423,900	810,094	492,687	3,047		111
Balance (in shares) at Dec. 31, 2012						99,244	99,244
Increase (Decrease) in Stockholders' Equity
Comprehensive income (loss)	216,486			217,364	-878
Repurchase of treasury stock	-238,406	-238,406
Repurchase of treasury stock (in shares)							-5,328
Common stock dividends	-43,344			-43,344
Conversions to common stock	21,245		21,244				1
Conversions to common stock (in shares)							959
Non-cash stock-based compensation	5,861		5,861
Balance at Sep. 30, 2013	$843,881	($662,306)	$837,199	$666,707	$2,169		$112
Balance (in shares) at Sep. 30, 2013						94,875	94,875

Consolidated_Statements_of_Cas

Consolidated Statements of Cash Flows (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$217,364	$192,757
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	37,922	36,476
Amortization of debt costs	1,887	1,811
Increase in provision for inventory losses	13,315	8,902
Increase in receivables	-24,343	-23,273
Increase in inventory	-65,270	-78,193
Decrease in prepaids and other current assets	4,217	4,568
Increase (decrease) in accounts payable	36,091	-7,855
(Decrease) increase in deferred revenue and other current liabilities	-14,254	8,721
Other operating activities	8,455	-1,962
Net cash provided by operating activities	215,384	141,952
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	-33,631	-29,856
Other investing activities	-1,101	-1,966
Net cash used in investing activities	-34,732	-31,822
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid to shareholders	-43,309	-34,300
Payments on long-term debt	-2,850	-1,757
Proceeds from exercised stock options	10,282	23,840
Tax benefit from exercise of stock options	12,195	35,605
Repurchase of treasury stock	-238,406	-359,990
Proceeds from issuance of long-term debt		199,000
Deferred financing fees		-1,148
Other financing activities		-2,500
Net cash used in financing activities	-262,088	-141,250
Effect of exchange rate on cash and cash equivalents	573	-523
Net decrease in cash and cash equivalents	-80,863	-31,643
Beginning balance, cash and cash equivalents	158,541	128,438
Ending balance, cash and cash equivalents	$77,678	$96,795

NATURE_OF_BUSINESS

NATURE OF BUSINESS	9 Months Ended
	Sep. 30, 2013
NATURE OF BUSINESS
NATURE OF BUSINESS	NOTE 1.  NATURE OF BUSINESS
	General Nature of Business. GNC Holdings, Inc., a Delaware corporation (“Holdings,” and collectively with its subsidiaries and, unless the context requires otherwise, its and their respective predecessors, the “Company”), is a global specialty retailer of health and wellness products, which include: vitamins, minerals and herbal supplements, sports nutrition products, diet products and other wellness products.
	The Company is vertically integrated, as its operations consist of purchasing raw materials, formulating and manufacturing products and selling the finished products through its three segments: Retail, Franchising and Manufacturing/Wholesale. Corporate retail store operations are located in the United States, Canada and Puerto Rico, and in addition, the Company offers products domestically through GNC.com, LuckyVitamin.com and www.drugstore.com. Franchise stores are located in the United States and over 50 international countries (including distribution centers where retail sales are made). The Company operates its primary manufacturing facilities in South Carolina and distribution centers in Arizona, Pennsylvania and South Carolina. The Company manufactures the majority of its branded products, but also merchandises various third-party products. Additionally, the Company licenses the use of its trademarks and trade names.
	The processing, formulation, packaging, labeling and advertising of the Company’s products are subject to regulation by one or more federal agencies, including the Food and Drug Administration (the “FDA”), the Federal Trade Commission, the Consumer Product Safety Commission, the United States Department of Agriculture and the Environmental Protection Agency. These activities are also regulated by various agencies of the states and localities in which the Company’s products are sold.
	Recent Significant Transactions. In April 2011, Holdings consummated an initial public offering (the “IPO”) of 25.9 million shares of its Class A common stock, par value $0.001 per share (the “Class A common stock”), at an IPO price of $16.00 per share. Prior to the IPO, Holdings’ outstanding common stock was principally owned by Ontario Teachers’ Pension Plan Board (“OTPP”) and Ares Corporate Opportunities Fund II L.P. (“Ares”, and together with OTPP, collectively referred to as the “Sponsors”). In March 2012, OTPP converted all of its shares of Class B common stock into an equal number of shares of Class A common stock. Subsequent to the IPO, certain of Holdings’ stockholders, including the Sponsors, completed the following registered offerings of Class A common stock:
	·                  in October 2011, 23.0 million shares at $24.75 per share;
	·                  in March 2012, 19.6 million shares at $33.50 per share;
	·                  in August 2012,10.0 million shares at $38.42 per share; and
	·                  in November 2012, 11.7 million shares at $35.20 per share.
	In conjunction with the August 2012 offering, the Company repurchased an additional six million shares of Class A common stock from Ares as part of a share repurchase program. As of December 31, 2012, Ares no longer owns any shares of our capital stock and OTPP owns less than 10,000 shares of our Class A common stock. The IPO, the offerings, and the repurchase of the six million shares of Class A common stock are collectively herein referred to as the “Offerings.”
	As of September 30, 2013, the Company had completed $238.4 million of its February 2013 approved $250.0 million share repurchase program of Class A common stock.
	In March 2011, GNC Corporation and General Nutrition Centers, Inc., each a wholly owned subsidiary of Holdings, entered into a Credit Agreement (the “Credit Agreement”), that provided for a $1.2 billion term loan (the “Term Loan Facility”) and an $80.0 million revolving credit facility (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Senior Credit Facility”). In August 2012, the Credit Agreement was amended to increase the outstanding borrowings by $200.0 million (the “Incremental Term Loan”).  In October 2012, the Credit Agreement was amended to adjust the per annum interest rate to the greater of LIBOR and 1.00%, plus an applicable margin of 2.75%.

BASIS_OF_PRESENTATION_AND_SUMM

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2013
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2.  BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	The accompanying unaudited consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. The year-end consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“U.S. GAAP”). These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s audited financial statements in Holdings’ Annual Report on Form 10-K filed for the year ended December 31, 2012. There have been no material changes to the application of significant accounting policies and significant judgments and estimates since December 31, 2012.
	The accompanying unaudited consolidated financial statements include all adjustments (consisting of a normal and recurring nature) that management considers necessary for a fair statement of financial information for the interim periods. Interim results are not necessarily indicative of the results that may be expected for the remainder of the year ending December 31, 2013.
	Principles of Consolidation. The consolidated financial statements include the accounts of Holdings and all of its subsidiaries. All material intercompany transactions have been eliminated in consolidation.
	The Company has no relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off balance sheet arrangements or other contractually narrow or limited purposes.
	Use of Estimates.  The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. Accordingly, these estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Some of the most significant estimates pertaining to the Company include the valuation of inventories, the allowance for doubtful accounts and income taxes. On a regular basis, management reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.
	Transaction Related Costs.  The Company recognizes transaction related costs as expenses in the period incurred.  For the three and nine months ended September 30, 2013, the Company incurred no transaction related costs. For the three and nine months ended September 30, 2012, the Company incurred $0.9 million and $1.6 million of expenses, respectively, related to the Offerings and the Incremental Term Loan.
	Recent Accounting Pronouncements
	In February 2013, the Financial Accounting Standards Board (the “FASB”) issued an accounting standard regarding the reclassification of amounts out of accumulated other comprehensive income (“AOCI”).  This standard does not change the current requirements for reporting net income or other comprehensive income. However, the standard requires disclosure of amounts reclassified out of AOCI in its entirety, by component, on the face of the statement of operations or in the footnotes to the financial statements. Amounts that are not required to be reclassified in their entirety to net income must be cross-referenced to other disclosures that provide additional detail. This guidance is effective for fiscal years beginning after December 15, 2012. The Company adopted this guidance during the first quarter of 2013. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.
	In July 2013, the FASB issued an accounting standard regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists.  This standard requires entities to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (“NOL”) or tax credit carryforward whenever the NOL or tax credit carryforward would be available to reduce the additional taxable income or tax due if the tax position is disallowed. This accounting standard update requires entities to assess whether to net the unrecognized tax benefit with a deferred tax asset as of the reporting date.  This guidance is effective for fiscal years beginning after December 15, 2013, with early adoption permitted.  The Company will adopt this guidance during the first quarter of 2014, and is currently evaluating the impact of this guidance on the financial statements.

INVENTORIES

INVENTORIES	9 Months Ended
	Sep. 30, 2013
INVENTORIES
INVENTORIES	NOTE 3.  INVENTORIES
	The net carrying value of inventories consisted of the following:
		September 30,		December 31,
		2013		2012
		(unaudited)
		(in thousands)
	Finished product ready for sale	$	451,687	$	415,096
	Work-in-process, bulk product and raw materials	84,764		70,022
	Packaging supplies	7,432		6,481
	Total	$	543,883	$	491,599

GOODWILL_AND_INTANGIBLE_ASSETS

GOODWILL AND INTANGIBLE ASSETS, NET	9 Months Ended
	Sep. 30, 2013
GOODWILL AND INTANGIBLE ASSETS, NET
GOODWILL AND INTANGIBLE ASSETS, NET	NOTE 4. GOODWILL AND INTANGIBLE ASSETS, NET
	For the nine months ended September 30, 2013 and 2012, the Company acquired 13 and 23 franchise stores, respectively. These acquisitions were accounted for using the acquisition method of accounting and the Company recorded the acquired inventory, fixed assets, franchise rights and goodwill, with an applicable reduction to receivables and cash. For the nine months ended September 30, 2013 and 2012, the total purchase price associated with these acquisitions was $2.1 million and $3.6 million, respectively, of which $1.3 million and $1.8 million, respectively, was paid in cash.
	The following table summarizes the Company’s goodwill activity:
								Manufacturing/
		Retail			Franchising			Wholesale			Total
		(in thousands)
	Balance at December 31, 2012	$	319,771		$	117,303		$	202,841		$	639,915
	Acquired franchise stores	1,111			-			-			1,111
	Balance at September 30, 2013 (unaudited)	$	320,882		$	117,303		$	202,841		$	641,026
	Intangible assets other than goodwill consisted of the following:
		Retail				Franchise				Operating			Other
		Brand				Brand				Agreements			Intangibles				Total
		(in thousands)
	Balance at December 31, 2012	$	500,000			$	220,000			$	132,317		$	9,400			$	861,717
	Acquired franchise stores	-				-				-			249				249
	Amortization expense	-				-				(4,989		)	(1,270		)		(6,259		)
	Balance at September 30, 2013 (unaudited)	$	500,000			$	220,000			$	127,328		$	8,379			$	855,707
	The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset:
		Weighted -		September 30, 2013									December 31, 2012
		Average					Accumulated				Carrying					Accumulated				Carrying
		Life		Cost			Amortization				Amount		Cost			Amortization				Amount
							(unaudited)
				(in thousands)
	Brands - retail	-		$	500,000		$	-			$	500,000	$	500,000		$	-			$	500,000
	Brands - franchise	-		220,000			-				220,000		220,000			-				220,000
	Retail agreements	30.2		31,000			(7,038		)		23,962		31,000			(6,249		)		24,751
	Franchise agreements	25		70,000			(18,317		)		51,683		70,000			(16,217		)		53,783
	Manufacturing agreements	25		70,000			(18,317		)		51,683		70,000			(16,217		)		53,783
	Other intangibles	11.4		10,600			(3,061		)		7,539		10,600			(2,151		)		8,449
	Franchise rights	3.7		5,383			(4,543		)		840		5,134			(4,183		)		951
	Total	24.5		$	906,983		$	(51,276	)		$	855,707	$	906,734		$	(45,017	)		$	861,717
	The following table represents future estimated amortization expense of intangible assets with finite lives at September 30, 2013:
		Estimated
		amortization
	Years ending December 31,	expense
		(unaudited)
		(in thousands)
	2013	$	2,078
	2014	8,018
	2015	7,880
	2016	7,770
	2017	7,718
	Thereafter	102,243
	Total	$	135,707

LONGTERM_DEBT_INTEREST_EXPENSE

LONG-TERM DEBT / INTEREST EXPENSE	9 Months Ended
	Sep. 30, 2013
LONG-TERM DEBT / INTEREST EXPENSE
LONG-TERM DEBT / INTEREST EXPENSE	NOTE 5.  LONG-TERM DEBT / INTEREST EXPENSE
	Long-term debt consisted of the following:
		September 30,			December 31,
		2013			2012
		(unaudited)
		(in thousands)
	Senior Credit Facility	$	1,094,993		$	1,096,112
	Mortgage	1,097			2,444
	Capital leases	2			6
	Total debt	1,096,092			1,098,562
	Less: current maturities	(3,099		)	(3,817		)
	Long-term debt	$	1,092,993		$	1,094,745
	For the nine months ended September 30, 2013 and 2012, net interest expense was $33.4 million and $33.0 million, respectively, and consisted primarily of interest on outstanding borrowings under the Term Loan Facility. Interest under both the Term Loan Facility and the Revolving Credit Facility is based on variable rates. At both September 30, 2013 and December 31, 2012, the interest rate under the Term Loan Facility was 3.75%. The Revolving Credit Facility was undrawn and had outstanding letters of credit of $1.1 million at both September 30, 2013 and December 31, 2012. At both September 30, 2013 and December 31, 2012, the commitment fee on the undrawn portion of the Revolving Credit Facility was 0.5%, and the outstanding letters of credit fee was 3.00%.
	As of September 30, 2013, the Company believes that it is in compliance with all covenants under the Senior Credit Facility.

FINANCIAL_INSTRUMENTS

FINANCIAL INSTRUMENTS	9 Months Ended
	Sep. 30, 2013
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS	NOTE 6.  FINANCIAL INSTRUMENTS
	At September 30, 2013 and December 31, 2012, the Company’s financial instruments consisted of cash and cash equivalents, receivables, franchise notes receivable, accounts payable, certain accrued liabilities and long-term debt. The carrying amount of cash and cash equivalents, receivables, accounts payable and accrued liabilities approximates their respective fair values because of the short maturities of these instruments. Based on the interest rates currently available and their underlying risk, the carrying value of the franchise notes receivable approximates their respective fair values. These fair values are reflected net of reserves for uncollectible amounts. As considerable judgment is required to determine these estimates and assumptions, changes in the assumptions or methodologies may have an effect on these estimates. The Company determined the estimated fair values of its debt by using currently available market information. The fair value measurement for debt is classified as a Level 2 input on the fair value hierarchy, as defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. The actual and estimated fair values of the Company’s financial instruments are as follows:
		September 30, 2013				31-Dec-12
		Carrying		Fair		Carrying		Fair
		Amount		Value		Amount		Value
		(unaudited)
		(in thousands)
	Cash and cash equivalents	$	77,678	$	77,678	$	158,541	$	158,541
	Receivables, net	152,452		152,452		129,641		129,641
	Franchise notes receivable, net	8,276		8,276		7,589		7,589
	Accounts payable	161,736		161,736		125,165		125,165
	Long-term debt (including current portion)	1,096,092		1,098,832		1,098,562		1,101,309

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2013
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 7.  COMMITMENTS AND CONTINGENCIES
	The Company is engaged in various legal actions, claims and proceedings arising in the normal course of business, including claims related to breach of contracts, products liabilities, intellectual property matters and employment-related matters resulting from the Company’s business activities.  The Company records accruals for outstanding legal matters when it believes it is probable that a loss will be incurred and the amount of such loss can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in legal matters that could affect the amount of any accrual and developments that would make a loss contingency both probable and reasonably estimable. If a loss contingency is not both probable and estimable, the Company does not establish an accrued liability.  Currently, none of the Company’s accruals for outstanding legal matters are material individually or in the aggregate to the Company’s financial position. However, if the Company ultimately is required to make a payment in connection with an adverse outcome in any of the matters discussed below, it is possible that it could have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
	The Company’s contingencies are subject to substantial uncertainties, including for each such contingency the following, among other factors: (i) the procedural status of the case; (ii) whether the case has or may be certified as a class action suit; (iii) the outcome of preliminary motions; (iv) the impact of discovery; (v) whether there are significant factual issues to be determined or resolved; (vi) whether the proceedings involve a large number of parties and/or parties and claims in multiple jurisdictions or jurisdictions in which the relevant laws are complex or unclear; (vii) the extent of potential damages, which are often unspecified or indeterminate; and (viii) the status of settlement discussions, if any, and the settlement posture of the parties.  Consequently, except as otherwise noted below with regard to a particular matter, the Company cannot predict with any reasonable certainty the timing or outcome of the legal matters described below, and the Company is unable to estimate a possible loss or range of loss.
	As a manufacturer and retailer of nutritional supplements and other consumer products that are ingested by consumers or applied to their bodies, the Company has been and is currently subjected to various product liability claims. Although the effects of these claims to date have not been material to the Company, it is possible that current and future product liability claims could have a material adverse impact on its business or financial condition, results of operations, or cash flows. The Company currently maintains product liability insurance with a deductible/retention of $4.0 million per claim with an aggregate cap on retained loss of $10.0 million. The Company typically seeks and has obtained contractual indemnification from most parties that supply raw materials for its products or that manufacture or market products it sells. The Company also typically seeks to be added, and has been added, as an additional insured under most of such parties’ insurance policies. The Company is also entitled to indemnification by Numico for certain losses arising from claims related to products containing ephedra or Kava Kava sold prior to December 5, 2003. However, any such indemnification or insurance is limited by its terms and any such indemnification, as a practical matter, is limited to the creditworthiness of the indemnifying party and its insurer, and the absence of significant defenses by the insurers. Consequently, the Company may incur material product liability claims, which could increase its costs and adversely affect its reputation, revenue and operating income.
	Litigation
	Hydroxycut Claims. In 2009, the FDA issued a warning on several Hydroxycut-branded products manufactured by Iovate Health Sciences U.S.A., Inc. (“Iovate”) based on 23 reports of liver injuries from consumers who claimed to have used the products between 2002 and 2009. As a result, Iovate voluntarily recalled 14 Hydroxycut-branded products.
	Following the recall, the Company was named, among other defendants, in approximately 93 lawsuits, including a number of putative class action cases, related to Hydroxycut-branded products in 14 states.  Iovate accepted the Company’s tender request for defense and indemnification under its purchasing agreement in these matters.
	As of September 30, 2013, there were 73 pending lawsuits related to Hydroxycut in which the Company has been named, including 67 individual, largely personal injury claims and six putative class action cases, generally inclusive of claims of consumer fraud, misrepresentation, strict liability and breach of warranty. The United States Judicial Panel on Multidistrict Litigation consolidated pretrial proceedings of many of the pending actions in the Southern District of California (In re: Hydroxycut Marketing and Sales Practices Litigation, MDL No. 2087).
	The parties in the consolidated class actions reached a settlement, which remains subject to final approval by the Court. There is one remaining objector to the settlement, and the Court has scheduled a related evidentiary hearing for November 15, 2013. The Company is not required to make any payments under the settlement agreement.
	In May 2013, the parties to the individual personal injury cases signed a Master Settlement Agreement, under which the Company is not required to make any payments. After the Master Settlement Agreement was signed, a new case was filed against Iovate and several other defendants, including the Company, in Alabama state court. Iovate is working to include this case into the master settlement.  Assuming that this most recently filed case is included in the Master Settlement Agreement, and following final court approval of the Master Settlement Agreement pertaining to the individual personal injury cases and the settlement of the consolidated class action suits, all of the Hydroxycut claims currently pending against the Company will be resolved without any payment by the Company.
	Commitments
	In addition to operating leases obtained in the normal course of business, the Company maintains certain purchase commitments with various vendors to ensure its operational needs are fulfilled.  As of September 30, 2013, such future purchase commitments consisted of $2.6 million. Other commitments related to the Company’s business operations cover varying periods of time and are not significant. All of these commitments are expected to be fulfilled with no adverse consequences to the Company’s operations or financial condition.
	Environmental Compliance
	In March 2008, the South Carolina Department of Health and Environmental Control (the “DHEC”) requested that the Company investigate contamination associated with historical activities at its South Carolina facility. These investigations have identified chlorinated solvent impacts in soils and groundwater that extend offsite from the facility. The Company entered into a Voluntary Cleanup Contract with the DHEC regarding the matter on September 24, 2012. Pursuant to that contract, the Company is working under the DHEC’s supervision to complete additional investigations to characterize the contamination. After the Company completes the investigations to understand the extent of the chlorinated solvent impacts, the Company will develop appropriate remedial measures for DHEC approval. At this stage of the investigation, however, it is not possible to estimate the timing and extent of any remedial action that may be required, the ultimate cost of remediation, or the amount of the Company’s potential liability.
	In addition to the foregoing, the Company is subject to numerous federal, state, local and foreign environmental and health and safety laws and regulations governing its operations, including the handling, transportation and disposal of the Company’s non-hazardous and hazardous substances and wastes, as well as emissions and discharges from its operations into the environment, including discharges to air, surface water and groundwater. Failure to comply with these laws and regulations could result in costs for remedial actions, penalties or the imposition of other liabilities.  New laws, changes in existing laws or the interpretation thereof, or the development of new facts or changes in their processes could also cause the Company to incur additional capital and operating expenditures to maintain compliance with environmental laws and regulations and environmental permits. The Company is also subject to laws and regulations that impose liability and cleanup responsibility for releases of hazardous substances into the environment without regard to fault or knowledge about the condition or action causing the liability. Under certain of these laws and regulations, such liabilities can be imposed for cleanup of previously owned or operated properties, or for properties to which substances or wastes that were sent in connection with current or former operations at its facilities. The presence of contamination from such substances or wastes could also adversely affect the Company’s ability to sell or lease its properties, or to use them as collateral for financing. From time to time, the Company has incurred costs and obligations for correcting environmental and health and safety noncompliance matters and for remediation at or relating to certain of the Company’s properties or properties at which the Company’s waste has been disposed. However, compliance with the provisions of national, state and local environmental laws and regulations has not had a material effect upon the Company’s capital expenditures, earnings, financial position, liquidity or competitive position. The Company believes it has complied with, and is currently complying with, its environmental obligations pursuant to environmental and health and safety laws and regulations and that any liabilities for noncompliance will not have a material adverse effect on its business, financial performance or cash flows. However, it is difficult to predict future liabilities and obligations, which could be material.

STOCKBASED_COMPENSATION_PLANS

STOCK-BASED COMPENSATION PLANS	9 Months Ended
	Sep. 30, 2013
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS	NOTE 8.  STOCK-BASED COMPENSATION PLANS
	The Company has outstanding stock-based compensation awards that were granted by the Compensation Committee (the “Compensation Committee”) of Holdings’ board of directors under the following two stock-based employee compensation plans:
	·                  the GNC Holdings, Inc. 2011 Stock and Incentive Plan (the “2011 Stock Plan”) adopted in March 2011; and
	·                  the GNC Acquisition Holdings Inc. 2007 Stock Incentive Plan adopted in March 2007 (as amended, the “2007 Stock Plan”).
	Both plans have provisions that allow for the granting of stock options, restricted stock and other stock based awards and are available to certain eligible employees, directors, consultants or advisors as determined by the Compensation Committee. Stock options under the plans were granted with exercise prices at or above fair market value on the date of grant, typically vest over a four- or five-year period, and expire seven or ten years from the date of grant.
	Up to 8.5 million shares of Class A common stock may be issued under the 2011 Stock Plan (subject to adjustment to reflect certain transactions and events specified in the 2011 Stock Plan for any award grant). If any award granted under the 2011 Stock Plan expires, terminates or is cancelled without having been exercised in full, the number of shares underlying such unexercised award will again become available for awards under the 2011 Stock Plan. The total number of shares of Class A common stock available for awards under the 2011 Stock Plan will be reduced by (i) the total number of stock options or stock appreciation rights exercised, regardless of whether any of the shares of Class A common stock underlying such awards are not actually issued to the participant as the result of a net settlement, and (ii) any shares of Class A common stock used to pay any exercise price or tax withholding obligation. In addition, the number of shares of Class A common stock that are subject to restricted stock, performance shares or other stock-based awards that are not subject to the appreciation of the value of a share of Class A common stock (“Full Share Awards”) that may be granted under the 2011 Stock Plan is limited by counting shares granted pursuant to such awards against the aggregate share reserve as 1.8 shares for every share granted. If any stock option, stock appreciation right or other stock-based award that is not a Full Share Award is cancelled, expires or terminates unexercised for any reason, the shares covered by such awards will again be available for the grant of awards under the 2011 Stock Plan. If any shares of Class A common stock that are subject to restricted stock, performance shares or other stock-based awards that are Full Share Awards are forfeited for any reason, 1.8 shares of Class A common stock for each Full Share Award forfeited will again be available for the grant of awards under the 2011 Stock Plan.
	The Company will not grant any additional awards under the 2007 Stock Plan.  No stock appreciation rights, restricted stock, deferred stock or performance shares were granted under the 2007 Stock Plan.
	The Company utilizes the Black Scholes model to calculate the fair value of options under both the 2011 Stock Plan and the 2007 Stock Plan. The grant-date fair value of the Company’s restricted stock awards and restricted stock units is based on the closing price of a share of the Company’s common stock on the New York Stock Exchange on the date of the grant. The resulting compensation cost is recognized in the Company’s financial statements over the vesting period. The Company recognized $5.9 million and $3.6 million of total non-cash stock-based compensation expense for the nine months ended September 30, 2013 and 2012, respectively. At September 30, 2013, there was approximately $17.4 million of total unrecognized compensation cost related to non-vested stock-based compensation for all awards previously made that are expected to be recognized over a weighted average period of approximately 1.8 years. All expense for the stock-based compensation plans is recorded to paid-in-capital.
	During the nine months ended September 30, 2013, the total intrinsic value of awards exercised was $32.6 million and the total amount received by Holdings from the exercise of options was $10.3 million. The total tax impact associated with the exercise of awards for the nine months ended September 30, 2013 was a benefit of $12.2 million, of which $11.0 million was recorded to paid-in-capital.
	During the nine months ended September 30, 2012, the total intrinsic value of awards exercised was $96.8 million, and the total amount received by Holdings from the exercise of options was $23.8 million. The total tax impact associated with the exercise of awards for the nine months ended September 30, 2012 was a benefit of $35.6 million, of which $33.4 million was recorded to paid-in-capital.
	Stock Options
	The following table sets forth a summary of stock options under all plans for the nine months ended September 30, 2013:
		Total Options	Weighted		Weighted	Aggregate
			Average		Average	Intrinsic
			Exercise		Remaining	Value (in
			Price		Contractual Term	thousands)
					(in years)
	Outstanding at December 31, 2012	3,159,542	$	18.96
	Granted	22,302	44.29
	Exercised	-945,882	10.74
	Forfeited	-70,193	26.55
	Outstanding at September 30, 2013	2,165,769	$	22.57	5.7	$	69,433
	Exercisable at September 30, 2013	589,404	$	18.11	5.5	$	21,522
	The weighted average fair value per share of options granted during the nine months ended September 30, 2013 and 2012 was $14.20 and $11.09, respectively. Fair value of options vested during the nine months ended September 30, 2013 and 2012 was $2.2 million and $3.1 million, respectively.
	The Black Scholes model utilizes the following assumptions in determining a fair value: price of underlying stock, award exercise price, expected term, risk-free interest rate, expected dividend yield and expected stock price volatility over the award’s expected term. Due to the utilization of these assumptions, the existing models do not necessarily represent the definitive fair value of awards for future periods. As the IPO occurred during the second quarter of 2011, the option term has been estimated by considering both the vesting period, which typically for both plans has been four or five years, and the contractual term, which historically has been either seven or ten years. Prior to the IPO, the fair value of the Class A common stock was estimated based upon the net enterprise value of the Company, discounted to reflect the lack of liquidity and control associated with the stock.  Since the consummation of the IPO, the fair value of the Class A common stock has been based upon the closing price of the Class A common stock as reported on the New York Stock Exchange. Volatility is estimated based upon the current peer group average utilized by the Company.
	The assumptions used in the Company’s Black Scholes valuation related to stock option grants made during the nine months ended September 30, 2013 were as follows:
	Dividend yield	1.1% - 1.4%
	Expected option life	4.8 years
	Volatility factor percentage of market price	39.7% - 40.5%
	Discount rate	0.7% - 1.4%
	Restricted Stock Awards
	The following table sets forth a summary of restricted stock awards granted under the 2011 Stock Plan and related information for the nine months ended September 30, 2013:
		Restricted	Weighted
		Stock	Average
			Grant-Date
			Fair Value
	Outstanding at December 31, 2012	123,941	$	24.24
	Granted	18,497	44.15
	Vested	-12,736	39.74
	Forfeited	-10,435	27.51
	Outstanding at September 30, 2013	119,267	$	25.39
	Restricted Stock Units — Time Vesting and Performance Vesting
	Under the 2011 Stock Plan, the Company granted time vesting and performance vesting restricted stock units. Time vesting restricted stock units vest over a period of three years. Performance vesting restricted stock units vest based on the passage of time and the achievement of certain criteria; based on the extent to which the targets are achieved, vested shares may range from 0% to 200% of the original share amount. The unrecognized compensation cost related to the performance vesting restricted stock units is adjusted as necessary to reflect changes in the probability that the vesting criteria will be achieved.
	The following table sets forth a summary of restricted stock units and performance stock units granted under the 2011 Stock Plan and related information for the nine months ended September 30, 2013:
		Time	Weighted		Performance	Weighted
		Vesting	Average		Vesting	Average
		Restricted	Grant-Date		Restricted	Grant-Date
		Stock Units	Fair Value		Stock Units	Fair Value
	Outstanding at December 31, 2012	171,937	$	36.16	-	$	-
	Granted	13,224	43.49		46,285	42.4
	Forfeited	-8,290	37.87		-1,379	42.19
	Outstanding at September 30, 2013	176,871	$	36.63	44,906	$	42.41
	No time vesting or performance vesting shares vested during the nine months ended September 30, 2013.

SEGMENTS

SEGMENTS	9 Months Ended
	Sep. 30, 2013
SEGMENTS
SEGMENTS	NOTE 9.  SEGMENTS
	The Company has three reportable segments, each of which represents an identifiable component of the Company for which separate financial information is available. This information is utilized by management to assess performance and allocate assets accordingly. The Company’s management evaluates segment operating results based on several indicators. The primary key performance indicators are sales and operating income or loss for each segment. Operating income or loss, as evaluated by management, excludes certain items that are managed at the consolidated level, such as distribution and warehousing, impairments and other corporate costs. The Retail reportable segment includes the Company’s corporate store operations in the United States, Canada and Puerto Rico and its GNC.com and LuckyVitamin.com businesses. The Franchise reportable segment represents the Company’s franchise operations, both domestically and internationally. The Manufacturing/Wholesale reportable segment represents the Company’s manufacturing operations in South Carolina and the Wholesale sales business. This segment supplies the Retail and Franchise segments, along with various third parties, with finished products for sale. The Warehousing and Distribution and Corporate costs represent the Company’s administrative expenses. The accounting policies of the segments are the same as those described in the “Basis of Presentation and Summary of Significant Accounting Policies.”
	The following table represents key financial information of the Company’s segments:
		Three months ended September 30,				Nine months ended September 30,
		2013		2012		2013		2012
		(unaudited)
		(in thousands)
	Revenue:
	Retail	$	487,271	$	445,008	$	1,483,228	$	1,373,460
	Franchise	118,873		108,785		337,320		313,809
	Manufacturing/Wholesale:
	Intersegment revenues	66,231		65,813		199,248		202,931
	Third Party	69,450		67,814		196,013		177,692
	Subtotal Manufacturing/Wholesale	135,681		133,627		395,261		380,623
	Subtotal segment revenues	741,825		687,420		2,215,809		2,067,892
	Elimination of intersegment revenues	-66,231		-65,813		-199,248		-202,931
	Total revenue	$	675,594	$	621,607	$	2,016,561	$	1,864,961
	Operating income:
	Retail	$	92,580	$	86,257	$	291,507	$	277,050
	Franchise	41,612		36,319		116,687		103,038
	Manufacturing/Wholesale	28,436		26,455		76,869		73,150
	Unallocated corporate and other costs:
	Warehousing and distribution costs	-17,513		-16,181		-50,737		-47,601
	Corporate costs	-19,141		-20,749		-60,161		-63,720
	Transaction related costs	—		-924		—		-1,610
	Subtotal unallocated corporate and
	other costs	-36,654		-37,854		-110,898		-112,931
	Total operating income	125,974		111,177		374,165		340,307
	Interest expense, net	11,237		12,080		33,353		32,958
	Income before income taxes	$	114,737	$	99,097	$	340,812	$	307,349

INCOME_TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2013
INCOME TAXES
INCOME TAXES	NOTE 10.  INCOME TAXES
	The Company recognized $123.4 million of income tax expense (or 36.2% of pre-tax income) during the nine months ended September 30, 2013 compared to $114.6 million (or 37.3% of pre-tax income) for the same period in 2012. The income tax rate was lower for the nine months ended September 30, 2013 compared to the same period in 2012 as a result of changes to valuation allowances recorded against certain state deferred tax assets.
	The Company files a consolidated U.S. federal tax return and various consolidated and separate tax returns as prescribed by the tax laws of the state, local and international jurisdictions in which it operates. The Company’s 2010 and 2011 federal income tax returns have been examined by the Internal Revenue Service. The Company has various state and local jurisdiction tax years open to examination (the earliest open period is 2005), and the Company also has certain state and local jurisdictions currently under audit. As of September 30, 2013, the Company believes that it has appropriately reserved for potential federal and state income tax exposures.
	At September 30, 2013 and December 31, 2012, the Company had $12.6 million and $12.9 million of unrecognized tax benefits, respectively. As of September 30, 2013, the Company is not aware of any tax positions for which it is reasonably possible that the amounts of unrecognized tax benefits will significantly increase or decrease within the next 12 months. The amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate is approximately $12.6 million. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company had accrued approximately $5.2 million and $5.7 million at September 30, 2013 and December 31, 2012, respectively, for potential interest and penalties associated with uncertain tax positions. To the extent interest and penalties are not assessed with respect to the ultimate settlement of uncertain tax positions, amounts previously accrued will be reduced and reflected as a reduction of the overall income tax provision.

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2013
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 11. RELATED PARTY TRANSACTIONS
	Sponsors. Prior to the IPO, Holdings’ outstanding common stock was principally owned by the Sponsors. In March 2012, OTPP converted all of its shares of Class B common stock into an equal number of shares of Class A common stock. As of December 31, 2012 Ares did not own any shares of the Company’s capital stock and OTPP owned less than 10,000 shares of the Company’s Class A common stock, and therefore the Sponsors are no longer considered related parties.
	Lease Agreements. General Nutrition Centres Company, the Company’s wholly owned subsidiary, is a party, as lessee, to 16 lease agreements with Cadillac Fairview Corporation (“Cadillac Fairview”), as lessor, and 1 lease agreement with Ontrea, Inc. (“Ontrea”), as lessor, with respect to properties located in Canada.  Cadillac Fairview and Ontrea are direct wholly owned subsidiaries of OTPP. For the nine months ended September 30, 2012, the Company paid $1.9 million under the lease agreements with Cadillac Fairview, and an immaterial amount for the nine months ended September 30, 2012 under the lease agreement with Ontrea. Each lease was negotiated in the ordinary course of business on an arm’s length basis.
	Share Repurchase On August 9, 2012, in conjunction with the August 2012 Offering, the Company entered into an agreement to repurchase six million shares of common stock directly from Ares at a price of $38.42 per share. The Company funded this repurchase from borrowings under the Incremental Term Loan, together with cash on hand.

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2013
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 12. SUBSEQUENT EVENTS
	On October 2, 2013, the Company acquired A1 Sports Limited d/b/a Discount Supplements, an online retailer of multi-brand sports nutrition products in the United Kingdom. The Company expects the acquisition of Discount Supplements to have an immaterial impact on operating income during 2013.
	On October 17, 2013, the board of directors authorized and declared a cash dividend for the fourth quarter of 2013 of $0.15 per share of Class A common stock, payable on or about December 27, 2013 to stockholders of record as of the close of business on December 13, 2013.
	On October 4, 2013, the Company announced the transition to a third party pooled carrier product transportation network and move away from its existing private fleet. The transition will result in a one-time pre-tax expense in the fourth quarter of 2013 of approximately $8.5 million associated with employee severance and early lease termination on transportation equipment.

BASIS_OF_PRESENTATION_AND_SUMM1

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2013
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation	Principles of Consolidation. The consolidated financial statements include the accounts of Holdings and all of its subsidiaries. All material intercompany transactions have been eliminated in consolidation.
	The Company has no relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off balance sheet arrangements or other contractually narrow or limited purposes.
Use of Estimates	Use of Estimates.  The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. Accordingly, these estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Some of the most significant estimates pertaining to the Company include the valuation of inventories, the allowance for doubtful accounts and income taxes. On a regular basis, management reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.
Transaction Related Cost	Transaction Related Costs.  The Company recognizes transaction related costs as expenses in the period incurred.  For the three and nine months ended September 30, 2013, the Company incurred no transaction related costs. For the three and nine months ended September 30, 2012, the Company incurred $0.9 million and $1.6 million of expenses, respectively, related to the Offerings and the Incremental Term Loan.
Recent Accounting Pronouncements	Recent Accounting Pronouncements
	In February 2013, the Financial Accounting Standards Board (the “FASB”) issued an accounting standard regarding the reclassification of amounts out of accumulated other comprehensive income (“AOCI”).  This standard does not change the current requirements for reporting net income or other comprehensive income. However, the standard requires disclosure of amounts reclassified out of AOCI in its entirety, by component, on the face of the statement of operations or in the footnotes to the financial statements. Amounts that are not required to be reclassified in their entirety to net income must be cross-referenced to other disclosures that provide additional detail. This guidance is effective for fiscal years beginning after December 15, 2012. The Company adopted this guidance during the first quarter of 2013. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.
	In July 2013, the FASB issued an accounting standard regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists.  This standard requires entities to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (“NOL”) or tax credit carryforward whenever the NOL or tax credit carryforward would be available to reduce the additional taxable income or tax due if the tax position is disallowed. This accounting standard update requires entities to assess whether to net the unrecognized tax benefit with a deferred tax asset as of the reporting date.  This guidance is effective for fiscal years beginning after December 15, 2013, with early adoption permitted.  The Company will adopt this guidance during the first quarter of 2014, and is currently evaluating the impact of this guidance on the financial statements.

INVENTORIES_Tables

INVENTORIES (Tables)	9 Months Ended
	Sep. 30, 2013
INVENTORIES
Schedule of net carrying value of inventories		September 30,		December 31,
		2013		2012
		(unaudited)
		(in thousands)
	Finished product ready for sale	$	451,687	$	415,096
	Work-in-process, bulk product and raw materials	84,764		70,022
	Packaging supplies	7,432		6,481
	Total	$	543,883	$	491,599

GOODWILL_AND_INTANGIBLE_ASSETS1

GOODWILL AND INTANGIBLE ASSETS, NET (Tables)	9 Months Ended
	Sep. 30, 2013
GOODWILL AND INTANGIBLE ASSETS, NET
Summary of goodwill activity								Manufacturing/
		Retail			Franchising			Wholesale			Total
		(in thousands)
	Balance at December 31, 2012	$	319,771		$	117,303		$	202,841		$	639,915
	Acquired franchise stores	1,111			-			-			1,111
	Balance at September 30, 2013 (unaudited)	$	320,882		$	117,303		$	202,841		$	641,026
Summary of intangible asset activity		Retail				Franchise				Operating			Other
		Brand				Brand				Agreements			Intangibles				Total
		(in thousands)
	Balance at December 31, 2012	$	500,000			$	220,000			$	132,317		$	9,400			$	861,717
	Acquired franchise stores	-				-				-			249				249
	Amortization expense	-				-				(4,989		)	(1,270		)		(6,259		)
	Balance at September 30, 2013 (unaudited)	$	500,000			$	220,000			$	127,328		$	8,379			$	855,707
Schedule of the gross carrying amount and accumulated amortization for each major intangible asset		Weighted -		September 30, 2013									December 31, 2012
		Average					Accumulated				Carrying					Accumulated				Carrying
		Life		Cost			Amortization				Amount		Cost			Amortization				Amount
							(unaudited)
				(in thousands)
	Brands - retail	-		$	500,000		$	-			$	500,000	$	500,000		$	-			$	500,000
	Brands - franchise	-		220,000			-				220,000		220,000			-				220,000
	Retail agreements	30.2		31,000			(7,038		)		23,962		31,000			(6,249		)		24,751
	Franchise agreements	25		70,000			(18,317		)		51,683		70,000			(16,217		)		53,783
	Manufacturing agreements	25		70,000			(18,317		)		51,683		70,000			(16,217		)		53,783
	Other intangibles	11.4		10,600			(3,061		)		7,539		10,600			(2,151		)		8,449
	Franchise rights	3.7		5,383			(4,543		)		840		5,134			(4,183		)		951
	Total	24.5		$	906,983		$	(51,276	)		$	855,707	$	906,734		$	(45,017	)		$	861,717
Schedule of future estimated amortization expense of other intangible assets, net, with definite lives		Estimated
		amortization
	Years ending December 31,	expense
		(unaudited)
		(in thousands)
	2013	$	2,078
	2014	8,018
	2015	7,880
	2016	7,770
	2017	7,718
	Thereafter	102,243
	Total	$	135,707

LONGTERM_DEBT_INTEREST_EXPENSE1

LONG-TERM DEBT / INTEREST EXPENSE (Tables)	9 Months Ended
	Sep. 30, 2013
LONG-TERM DEBT / INTEREST EXPENSE
Schedule of long-term debt		September 30,			December 31,
		2013			2012
		(unaudited)
		(in thousands)
	Senior Credit Facility	$	1,094,993		$	1,096,112
	Mortgage	1,097			2,444
	Capital leases	2			6
	Total debt	1,096,092			1,098,562
	Less: current maturities	(3,099		)	(3,817		)
	Long-term debt	$	1,092,993		$	1,094,745

FINANCIAL_INSTRUMENTS_Tables

FINANCIAL INSTRUMENTS (Tables)	9 Months Ended
	Sep. 30, 2013
FINANCIAL INSTRUMENTS
Schedule of carrying amount and estimated fair values of the financial instruments		September 30, 2013				31-Dec-12
		Carrying		Fair		Carrying		Fair
		Amount		Value		Amount		Value
		(unaudited)
		(in thousands)
	Cash and cash equivalents	$	77,678	$	77,678	$	158,541	$	158,541
	Receivables, net	152,452		152,452		129,641		129,641
	Franchise notes receivable, net	8,276		8,276		7,589		7,589
	Accounts payable	161,736		161,736		125,165		125,165
	Long-term debt (including current portion)	1,096,092		1,098,832		1,098,562		1,101,309

STOCKBASED_COMPENSATION_PLANS_

STOCK-BASED COMPENSATION PLANS (Tables)	9 Months Ended
	Sep. 30, 2013
STOCK-BASED COMPENSATION PLANS
Summary of stock options under all plans		Total Options	Weighted		Weighted	Aggregate
			Average		Average	Intrinsic
			Exercise		Remaining	Value (in
			Price		Contractual Term	thousands)
					(in years)
	Outstanding at December 31, 2012	3,159,542	$	18.96
	Granted	22,302	44.29
	Exercised	-945,882	10.74
	Forfeited	-70,193	26.55
	Outstanding at September 30, 2013	2,165,769	$	22.57	5.7	$	69,433
	Exercisable at September 30, 2013	589,404	$	18.11	5.5	$	21,522
Schedule of assumptions used in valuation related to stock option grants made during the period
	Dividend yield	1.1% - 1.4%
	Expected option life	4.8 years
	Volatility factor percentage of market price	39.7% - 40.5%
	Discount rate	0.7% - 1.4%
Restricted Stock
Stock-based compensation plans
Summary of stock awards (restricted stock and RSU's) granted under the 2011 Stock Plan and related information		Restricted	Weighted
		Stock	Average
			Grant-Date
			Fair Value
	Outstanding at December 31, 2012	123,941	$	24.24
	Granted	18,497	44.15
	Vested	-12,736	39.74
	Forfeited	-10,435	27.51
	Outstanding at September 30, 2013	119,267	$	25.39
Restricted Stock Units
Stock-based compensation plans
Summary of stock awards (restricted stock and RSU's) granted under the 2011 Stock Plan and related information
		Time	Weighted		Performance	Weighted
		Vesting	Average		Vesting	Average
		Restricted	Grant-Date		Restricted	Grant-Date
		Stock Units	Fair Value		Stock Units	Fair Value
	Outstanding at December 31, 2012	171,937	$	36.16	-	$	-
	Granted	13,224	43.49		46,285	42.4
	Forfeited	-8,290	37.87		-1,379	42.19
	Outstanding at September 30, 2013	176,871	$	36.63	44,906	$	42.41

SEGMENTS_Tables

SEGMENTS (Tables)	9 Months Ended
	Sep. 30, 2013
SEGMENTS
Schedule of key financial information of the segments		Three months ended September 30,				Nine months ended September 30,
		2013		2012		2013		2012
		(unaudited)
		(in thousands)
	Revenue:
	Retail	$	487,271	$	445,008	$	1,483,228	$	1,373,460
	Franchise	118,873		108,785		337,320		313,809
	Manufacturing/Wholesale:
	Intersegment revenues	66,231		65,813		199,248		202,931
	Third Party	69,450		67,814		196,013		177,692
	Subtotal Manufacturing/Wholesale	135,681		133,627		395,261		380,623
	Subtotal segment revenues	741,825		687,420		2,215,809		2,067,892
	Elimination of intersegment revenues	-66,231		-65,813		-199,248		-202,931
	Total revenue	$	675,594	$	621,607	$	2,016,561	$	1,864,961
	Operating income:
	Retail	$	92,580	$	86,257	$	291,507	$	277,050
	Franchise	41,612		36,319		116,687		103,038
	Manufacturing/Wholesale	28,436		26,455		76,869		73,150
	Unallocated corporate and other costs:
	Warehousing and distribution costs	-17,513		-16,181		-50,737		-47,601
	Corporate costs	-19,141		-20,749		-60,161		-63,720
	Transaction related costs	—		-924		—		-1,610
	Subtotal unallocated corporate and
	other costs	-36,654		-37,854		-110,898		-112,931
	Total operating income	125,974		111,177		374,165		340,307
	Interest expense, net	11,237		12,080		33,353		32,958
	Income before income taxes	$	114,737	$	99,097	$	340,812	$	307,349

NATURE_OF_BUSINESS_Details

NATURE OF BUSINESS (Details) (USD $)

9 Months Ended

1 Months Ended

9 Months Ended

0 Months Ended

1 Months Ended

In Millions, except Share data, unless otherwise specified

Sep. 30, 2013

Dec. 31, 2012

Dec. 31, 2012

Nov. 30, 2012

Aug. 31, 2012

Mar. 31, 2012

Oct. 31, 2011

Apr. 30, 2011

Sep. 30, 2013

Oct. 12, 2012

Aug. 31, 2012

Mar. 31, 2011

Mar. 31, 2011

Dec. 31, 2012

Sep. 30, 2013

item

Ares

Class A Common Stock

Class A Common Stock

Class A Common Stock

Class A Common Stock

Class A Common Stock

Class A Common Stock

Term Loan Facility

Term Loan Facility

Term Loan Facility

Revolving Credit Facility

Maximum

Minimum

Class A Common Stock

item

OTPP

General nature of business and recent significant transactions

Number of primary segments

3

Number of international countries in which franchise stores are located

50

Recent Significant Transactions

Issuance of common stock (in shares)

25,900,000

Common stock, par value (in dollars per share)

$0.00

$0.00

$0.00

IPO price of share (in dollars per share)

$16

Maximum borrowing capacity

$1,200

$80

Increase in outstanding borrowings

200

Description of variable interest rate

LIBOR

Interest rate floor (as a percent)

1.00%

Applicable margin (as a percent)

2.75%

Number of shares offered by stockholders

11,700,000

10,000,000

19,600,000

23,000,000

Price of shares offered by stockholders (in dollars per share)

$35.20

$38.42

$33.50

$24.75

Number of shares repurchased

6,000,000

Amount of shares repurchased

238.4

Amount of shares authorized to repurchase

$250

Number of shares of common stock owned by related party

0

10,000

BASIS_OF_PRESENTATION_AND_SUMM2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Transaction related costs
Expenses, related to the Offerings and the Incremental Term Loan	$0	$0.90	$0	$1.60

INVENTORIES_Details

INVENTORIES (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
INVENTORIES
Finished product ready for sale	$451,687	$415,096
Work-in-process, bulk product and raw materials	84,764	70,022
Packaging supplies	7,432	6,481
Total	$543,883	$491,599

GOODWILL_AND_INTANGIBLE_ASSETS2

GOODWILL AND INTANGIBLE ASSETS, NET (Details) (Franchise stores, USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012
	item	item
Franchise stores
Acquisitions
Number of franchise stores acquired	13	23
Total purchase prices associated with acquisitions	$2.10	$3.60
Cash paid	$1.30	$1.80

GOODWILL_AND_INTANGIBLE_ASSETS3

GOODWILL AND INTANGIBLE ASSETS, NET (Details 2) (USD $)	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified			Franchise stores	Retail	Retail	Retail	Franchising	Franchising	Manufacturing/Wholesale	Manufacturing/Wholesale
						Franchise stores
Changes in amount of goodwill during the period
Balance at the beginning of the period	$641,026	$639,915		$320,882	$319,771		$117,303	$117,303	$202,841	$202,841
Acquired during period			1,111			1,111
Balance at the end of the period (unaudited)	$641,026	$639,915		$320,882	$319,771		$117,303	$117,303	$202,841	$202,841

GOODWILL_AND_INTANGIBLE_ASSETS4

GOODWILL AND INTANGIBLE ASSETS, NET (Details 3) (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Changes in amount of indefinite lived intangible assets during the period
Balance at the beginning of the period	$720,000
Balance at the end of the period	720,000
Changes in amount of finite lived intangible assets during the period
Acquired franchise stores	249
Amortization expense	-6,259
Balance at the end of the period	135,707
Changes in amount of intangible assets during the period
Total at the beginning of the period	861,717
Acquired franchise stores	249
Amortization expense	-6,259
Total at the end of the period	855,707
Intangible assets, net
Weighted Average Life	24 years 6 months
Brands	720,000
Accumulated Amortization	-51,276	-45,017
Carrying Amount	135,707
Total Cost	906,983	906,734
Total Carrying Amount	855,707
Future estimated amortization expense of other intangible assets, net, with definite lives
2013	2,078
2014	8,018
2015	7,880
2016	7,770
2017	7,718
Thereafter	102,243
Total	135,707
Operating Agreements
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	132,317
Amortization expense	-4,989
Balance at the end of the period	127,328
Changes in amount of intangible assets during the period
Amortization expense	-4,989
Intangible assets, net
Carrying Amount	127,328
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	127,328
Retail agreements
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	24,751
Balance at the end of the period	23,962
Intangible assets, net
Weighted Average Life	30 years 2 months 12 days
Cost	31,000	31,000
Accumulated Amortization	-7,038	-6,249
Carrying Amount	23,962
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	23,962
Franchise agreements
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	53,783
Balance at the end of the period	51,683
Intangible assets, net
Weighted Average Life	25 years
Cost	70,000	70,000
Accumulated Amortization	-18,317	-16,217
Carrying Amount	51,683
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	51,683
Manufacturing agreements
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	53,783
Balance at the end of the period	51,683
Intangible assets, net
Weighted Average Life	25 years
Cost	70,000	70,000
Accumulated Amortization	-18,317	-16,217
Carrying Amount	51,683
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	51,683
Other Intangibles Including Franchise Rights
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	9,400
Acquired franchise stores	249
Amortization expense	-1,270
Balance at the end of the period	8,379
Changes in amount of intangible assets during the period
Acquired franchise stores	249
Amortization expense	-1,270
Intangible assets, net
Carrying Amount	8,379
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	8,379
Other intangibles
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	8,449
Balance at the end of the period	7,539
Intangible assets, net
Weighted Average Life	11 years 4 months 24 days
Cost	10,600	10,600
Accumulated Amortization	-3,061	-2,151
Carrying Amount	7,539
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	7,539
Franchise Rights
Changes in amount of finite lived intangible assets during the period
Balance at the beginning of the period	951
Balance at the end of the period	840
Intangible assets, net
Weighted Average Life	3 years 8 months 12 days
Cost	5,383	5,134
Accumulated Amortization	-4,543	-4,183
Carrying Amount	840
Future estimated amortization expense of other intangible assets, net, with definite lives
Total	840
Retail Brand
Changes in amount of indefinite lived intangible assets during the period
Balance at the beginning of the period		500,000
Balance at the end of the period	500,000	500,000
Intangible assets, net
Brands	500,000	500,000
Franchise Brand
Changes in amount of indefinite lived intangible assets during the period
Balance at the beginning of the period		220,000
Balance at the end of the period	220,000	220,000
Intangible assets, net
Brands	$220,000	$220,000

LONGTERM_DEBT_INTEREST_EXPENSE2

LONG-TERM DEBT / INTEREST EXPENSE (Details) (USD $)

3 Months Ended

9 Months Ended

9 Months Ended

9 Months Ended

12 Months Ended

9 Months Ended

12 Months Ended

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2012

Dec. 31, 2012

Sep. 30, 2013

Dec. 31, 2012

Sep. 30, 2013

Sep. 30, 2012

Dec. 31, 2012

Sep. 30, 2013

Dec. 31, 2012

Sep. 30, 2013

Dec. 31, 2012

Sep. 30, 2013

Dec. 31, 2012

Sep. 30, 2013

Dec. 31, 2012

Senior credit facility

Senior credit facility

Term Loan Facility

Term Loan Facility

Term Loan Facility

Revolving Credit Facility

Revolving Credit Facility

Letter of credit

Letter of credit

Mortgage

Mortgage

Capital leases

Capital leases

Long-term Debt

Total Debt

$1,096,092,000

$1,096,092,000

$1,098,562,000

$1,094,993,000

$1,096,112,000

$1,097,000

$2,444,000

$2,000

$6,000

Less: current maturities

-3,099,000

-3,099,000

-3,817,000

Long-term debt

1,092,993,000

1,092,993,000

1,094,745,000

Interest expense, net

11,237,000

12,080,000

33,353,000

32,958,000

33,400,000

33,000,000

Interest rate (as a percent)

3.75%

3.75%

Commitment fee respect of unutilized revolving loan commitments (as a percent)

0.50%

0.50%

Fee for letters of credit to lenders (as a percent)

3.00%

3.00%

Outstanding letters of credit

$1,100,000

$1,100,000

FINANCIAL_INSTRUMENTS_Details

FINANCIAL INSTRUMENTS (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Carrying Amount
Actual and estimated fair values of the financial instruments
Cash and cash equivalents	$77,678	$158,541
Receivables, net	152,452	129,641
Franchise notes receivable, net	8,276	7,589
Accounts payable	161,736	125,165
Long-term debt (including current portion)	1,096,092	1,098,562
Fair Value
Actual and estimated fair values of the financial instruments
Cash and cash equivalents	77,678	158,541
Receivables, net	152,452	129,641
Franchise notes receivable, net	8,276	7,589
Accounts payable	161,736	125,165
Long-term debt (including current portion)	$1,098,832	$1,101,309

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013
Commitments and contingencies
Amount of future purchase commitments	$2.60
Product liability
Commitments and contingencies
Deductible/retention per claim out of total product liability insurance	4
Aggregate cap on retained loss for deductible/retention per claim out of total product liability insurance	$10
Product liability | Hydroxycut Claims
Commitments and contingencies
Number of reports of liver injuries	23
Number of Hydroxycut-branded products recalled	14
Number of lawsuits filed against the company	93
Number of states in which lawsuits against the company are filed	14
Number of pending lawsuits in which company is named	73
Number of individual, largely personal injury claims pending	67
Number of putative class action cases pending against the company	6
Number of objectors to settlement	1

STOCKBASED_COMPENSATION_PLANS_1

STOCK-BASED COMPENSATION PLANS (Details) (USD $)	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
	plan
Stock-based compensation plans
Number of stock-based employee compensation plans	2
Non-cash stock-based compensation expense	$5,900,000	$3,600,000
Total unrecognized compensation cost related to non-vested stock awards	17,400,000
Weighted average period over which compensation cost is expected to be recognized	1 year 9 months 18 days
Stock option
Stock-based compensation plans
Total intrinsic value of awards exercised	32,600,000	96,800,000
Total amount of cash received from the exercise of options	10,300,000	23,800,000
Total tax impact associated with exercise of awards	12,200,000	35,600,000
Tax benefit associated with the exercise of awards recorded to paid-in-capital	11,000,000	33,400,000
Total Options
Outstanding at the beginning of the period (in shares)	3,159,542
Granted (in shares)	22,302
Exercised (in shares)	-945,882
Forfeited (in shares)	-70,193
Outstanding at the end of the period (in shares)	2,165,769
Exercisable at the end of the period (in shares)	589,404
Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)	$18.96
Granted (in dollars per share)	$44.29
Exercised (in dollars per share)	$10.74
Forfeited (in dollars per share)	$26.55
Outstanding at the end of the period (in dollars per share)	$22.57
Exercisable at the end of the period (in dollars per share)	$18.11
Weighted Average Remaining Contractual Term (In Years)
Outstanding at the end of the period	5 years 8 months 12 days
Exercisable at the end of the period	5 years 6 months
Aggregate Intrinsic Value
Outstanding at the end of the period	69,433,000
Exercisable at the end of the period	21,522,000
Weighted average date fair value per share of options granted (in dollars per share)	$14.20	$11.09
Fair value of options vested	$2,200,000	$3,100,000
Stock option | Minimum
Stock-based compensation plans
Vesting period	4 years
Expiration period	7 years
Stock option | Maximum
Stock-based compensation plans
Vesting period	5 years
Expiration period	10 years
2011 Stock Plan | Class A common stock
Stock-based compensation plans
Number of shares authorized for issuance	8,500,000
Number of shares reserved for every share granted that are Full Share Awards	1.8
Number of shares available for grant for every share forfeited that are Full Share Awards	1.8
2007 Stock Plan
Stock-based compensation plans
Granted (in shares)	0

STOCKBASED_COMPENSATION_PLANS_2

STOCK-BASED COMPENSATION PLANS (Details 2) (USD $)	9 Months Ended
	Sep. 30, 2013
Stock option
Assumptions used in valuation related to stock option grants
Expected option life	4 years 9 months 18 days
Minimum volatility factor percentage of market price	39.70%
Maximum volatility factor percentage of market price	40.50%
Stock option | Minimum
Assumptions used in valuation related to stock option grants
Dividend yield (as a percent)	1.10%
Discount rate (as a percent)	0.70%
Weighted Average Grant-Date Fair Value
Vesting period	4 years
Stock option | Maximum
Assumptions used in valuation related to stock option grants
Dividend yield (as a percent)	1.40%
Discount rate (as a percent)	1.40%
Weighted Average Grant-Date Fair Value
Vesting period	5 years
2011 Stock Plan | Restricted Stock
Restricted stock and restricted stock units
Outstanding at the beginning of the period (in shares)	123,941
Granted (in shares)	18,497
Vested (in shares)	-12,736
Forfeited (in shares)	-10,435
Outstanding at the end of the period (in shares)	119,267
Weighted Average Grant-Date Fair Value
Outstanding at the beginning of the period (in dollars per share)	24.24
Granted (in dollars per share)	44.15
Vested (in dollars per share)	39.74
Forfeited (in dollars per share)	27.51
Outstanding at the end of the period (in dollars per share)	25.39
2011 Stock Plan | Time Vesting Restricted Stock Units
Restricted stock and restricted stock units
Outstanding at the beginning of the period (in shares)	171,937
Granted (in shares)	13,224
Vested (in shares)	0
Forfeited (in shares)	-8,290
Outstanding at the end of the period (in shares)	176,871
Weighted Average Grant-Date Fair Value
Outstanding at the beginning of the period (in dollars per share)	36.16
Granted (in dollars per share)	43.49
Forfeited (in dollars per share)	37.87
Outstanding at the end of the period (in dollars per share)	36.63
Vesting period	3 years
2011 Stock Plan | Performance Vesting Restricted Stock Units
Restricted stock and restricted stock units
Granted (in shares)	46,285
Vested (in shares)	0
Forfeited (in shares)	-1,379
Outstanding at the end of the period (in shares)	44,906
Weighted Average Grant-Date Fair Value
Granted (in dollars per share)	42.4
Forfeited (in dollars per share)	42.19
Outstanding at the end of the period (in dollars per share)	42.41
2011 Stock Plan | Performance Vesting Restricted Stock Units | Minimum
Weighted Average Grant-Date Fair Value
Vesting percentage	0.00%
2011 Stock Plan | Performance Vesting Restricted Stock Units | Maximum
Weighted Average Grant-Date Fair Value
Vesting percentage	200.00%

SEGMENTS_Details

SEGMENTS (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
			item
SEGMENTS
Number of reportable segments			3
Segments
Total revenue	$675,594	$621,607	$2,016,561	$1,864,961
Subtotal segment revenues	741,825	687,420	2,215,809	2,067,892
Operating income	125,974	111,177	374,165	340,307
Transaction related costs		-924		-1,610
Interest expense, net	11,237	12,080	33,353	32,958
Income before income taxes	114,737	99,097	340,812	307,349
Retail
Segments
Total revenue	487,271	445,008	1,483,228	1,373,460
Operating income	92,580	86,257	291,507	277,050
Franchise
Segments
Total revenue	118,873	108,785	337,320	313,809
Operating income	41,612	36,319	116,687	103,038
Manufacturing/Wholesale
Segments
Intersegment revenues	66,231	65,813	199,248	202,931
Third Party	69,450	67,814	196,013	177,692
Subtotal segment revenues	135,681	133,627	395,261	380,623
Operating income	28,436	26,455	76,869	73,150
Elimination of intersegment revenues
Segments
Intersegment revenues	-66,231	-65,813	-199,248	-202,931
Warehousing and distribution
Segments
Warehousing and distribution costs	-17,513	-16,181	-50,737	-47,601
Unallocated corporate and other costs:
Segments
Corporate costs	-19,141	-20,749	-60,161	-63,720
Transaction related costs		-924		-1,610
Subtotal unallocated corporate and other costs	($36,654)	($37,854)	($110,898)	($112,931)

INCOME_TAXES_Details

INCOME TAXES (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
INCOME TAXES
Income tax expense	$41,704,000	$36,868,000	$123,448,000	$114,592,000
Effective income tax rate (as a percent)			36.20%	37.30%
Unrecognized tax benefits	12,600,000		12,600,000		12,900,000
Unrecognized tax benefits that would affect the effective tax rate	12,600,000		12,600,000
Interest and penalties accrued related to unrecognized tax benefits	$5,200,000		$5,200,000		$5,700,000

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details) (USD $)	9 Months Ended
In Millions, except Share data, unless otherwise specified	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012	Dec. 31, 2012	Aug. 09, 2012
	Cadillac Fairview	Cadillac Fairview	Ontrea	OTPP	Ares	Ares
		item	item	Class A Common Stock
				Maximum
Related party transaction
Number of lease agreements entered into by the company		16	1
Amount paid under lease agreements	$1.90
Number of shares of common stock owned by related party				10,000	0
Number of shares authorized to be repurchased						6,000,000
Repurchase price per share (in dollars per share)						$38.42

SUBSEQUENT_EVENTS_Details

SUBSEQUENT EVENTS (Details) (USD $)	3 Months Ended		9 Months Ended		3 Months Ended	0 Months Ended
In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2013	Oct. 17, 2013
					Subsequent event	Subsequent event
						Dividend declared
						Class A Common Stock
Subsequent events
Dividends declared per share: (in dollars per share)	$0.15	$0.11	$0.45	$0.33		$0.15
One-time pretax expense associated with employee severance and early lease termination on transportation equipment					$8.50