GNC 10-Q 29 Oct 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Oct. 23, 2015
Document and Entity Information
Entity Registrant Name	GNC HOLDINGS, INC.
Entity Central Index Key	1,502,034
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		82,653,778
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus (Q1,Q2,Q3,FY)	Q3

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 164,074	$ 133,834
Receivables, net	145,612	136,361
Inventory	551,783	569,132
Prepaid income taxes	10,589	2,208
Prepaids and other current assets	35,851	34,808
Total current assets	907,909	876,343
Long-term assets:
Goodwill	649,499	672,293
Brands	720,000	720,000
Other intangible assets, net	121,145	132,992
Property, plant and equipment, net	223,950	232,397
Other long-term assets	41,023	43,775
Total long-term assets	1,755,617	1,801,457
Total assets	2,663,526	2,677,800
Current liabilities:
Accounts payable	140,652	129,064
Current portion of long-term debt	4,571	4,740
Deferred revenue and other current liabilities	120,930	106,539
Total current liabilities	266,153	240,343
Long-term liabilities:
Long-term debt	1,403,431	1,337,638
Deferred tax liabilities, net	298,313	282,842
Other long-term liabilities	58,491	60,934
Total long-term liabilities	1,760,235	1,681,414
Total liabilities	$ 2,026,388	$ 1,921,757
Contingencies
Stockholders’ equity:
Common stock	$ 114	$ 113
Paid-in capital	917,105	879,655
Retained earnings	1,028,965	898,574
Treasury stock, at cost	(1,298,649)	(1,018,470)
Accumulated other comprehensive loss	(10,397)	(3,829)
Total stockholders’ equity	637,138	756,043
Total liabilities and stockholders’ equity	$ 2,663,526	$ 2,677,800

Consolidated Statements of Inco

Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Statement [Abstract]
Revenue	$ 672,244	$ 656,326	$ 2,021,011	$ 2,005,999
Cost of sales, including warehousing, distribution and occupancy	421,600	408,578	1,264,602	1,245,953
Gross profit	250,644	247,748	756,409	760,046
Selling, general and administrative	141,155	147,382	421,013	422,838
Long-lived asset impairments	28,333	0	28,333	0
Other income, net	(994)	(8,359)	(2,330)	(13,823)
Operating income	82,150	108,725	309,393	351,031
Interest expense, net	13,753	11,781	36,912	34,987
Income before income taxes	68,397	96,944	272,481	316,044
Income tax expense	22,647	32,630	96,104	111,940
Net income	$ 45,750	$ 64,314	$ 176,377	$ 204,104
Earnings per share:
Basic (in dollars per share)	$ 0.55	$ 0.72	$ 2.06	$ 2.24
Diluted (in dollars per share)	$ 0.54	$ 0.71	$ 2.05	$ 2.23
Weighted average common shares outstanding:
Basic (in shares)	83,669	89,814	85,663	91,056
Diluted (in shares)	83,958	90,233	85,930	91,635
Dividends declared per share: (in dollars per share)	$ 0.18	$ 0.16	$ 0.54	$ 0.48

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Statement of Comprehensive Income [Abstract]
Net income	$ 45,750	$ 64,314	$ 176,377	$ 204,104
Other comprehensive loss:
Foreign currency translation loss	(3,406)	(3,851)	(6,568)	(3,035)
Comprehensive income	$ 42,344	$ 60,463	$ 169,809	$ 201,069

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Treasury Stock	Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income/(Loss)
Beginning balance (in shares) at Dec. 31, 2013		93,989
Beginning balance at Dec. 31, 2013	$ 815,579	$ 112	$ (734,482)	$ 847,886	$ 700,108	$ 1,955
Increase (Decrease) in Stockholders' Equity
Comprehensive income (loss)	201,069				204,104	(3,035)
Repurchase of treasury stock (in shares)		(5,326)
Repurchase of treasury stock	(230,345)		(230,345)
Common stock dividends	(43,394)				(43,394)
Conversions to common stock (in shares)		924
Conversions to common stock	22,691	$ 1		22,690
Stock-based compensation	5,145			5,145
Ending balance (in shares) at Sep. 30, 2014		89,587
Ending balance at Sep. 30, 2014	770,745	$ 113	(964,827)	875,721	860,818	(1,080)
Beginning balance (in shares) at Dec. 31, 2014		88,335
Beginning balance at Dec. 31, 2014	756,043	$ 113	(1,018,470)	879,655	898,574	(3,829)
Increase (Decrease) in Stockholders' Equity
Comprehensive income (loss)	169,809				176,377	(6,568)
Repurchase of treasury stock (in shares)		(6,012)
Repurchase of treasury stock	(280,179)		(280,179)
Common stock dividends	(45,986)				(45,986)
Conversions to common stock (in shares)		93
Conversions to common stock	2,195	$ 1		2,194
Stock-based compensation	4,747			4,747
Equity component of convertible note	49,680			49,680
Equity component of deferred financing fees	(1,421)			(1,421)
Convertible note tax impact	(17,750)			(17,750)
Ending balance (in shares) at Sep. 30, 2015		82,416
Ending balance at Sep. 30, 2015	$ 637,138	$ 114	$ (1,298,649)	$ 917,105	$ 1,028,965	$ (10,397)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash flows from operating activities:
Net income	$ 176,377	$ 204,104
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	43,100	41,418
Amortization of debt-related costs	3,538	1,343
Increase in provision for inventory losses	15,892	16,129
Gain on sale of company-owned stores to franchisees	(2,436)	(9,662)
Long-lived asset impairments	28,333	0
(Increase) decrease in receivables	(6,275)	5,734
(Increase) in inventory	(3,855)	(62,513)
(Increase) decrease in prepaid and other assets	(9,084)	9,898
Increase in accounts payable	14,691	8,863
Increase in deferred revenue and other liabilities	11,635	8,518
Other operating activities	2,823	14,182
Net cash provided by operating activities	274,739	238,014
Cash flows from investing activities:
Capital expenditures	(30,432)	(55,236)
Cash paid for acquisitions, net of cash acquired	0	(6,402)
Other investing activities	(719)	631
Net cash used in investing activities	(31,151)	(61,007)
Cash flows from financing activities:
Dividends paid to shareholders	(45,904)	(43,287)
Payments on long-term debt	(167,901)	(4,243)
Proceeds from exercised stock options	1,597	20,186
Excess tax benefits from stock-based compensation	597	2,504
Repurchase of treasury stock	(280,179)	(230,345)
Proceeds from issuance of convertible senior notes	287,500	0
Debt issuance costs on convertible senior notes	(8,225)	0
Net cash used in financing activities	(212,515)	(255,185)
Effect of exchange rate changes on cash and cash equivalents	(833)	204
Net increase (decrease) in cash and cash equivalents	30,240	(77,974)
Beginning balance, cash and cash equivalents	133,834	226,217
Ending balance, cash and cash equivalents	$ 164,074	$ 148,243

NATURE OF BUSINESS

NATURE OF BUSINESS	9 Months Ended
	Sep. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF BUSINESS	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, wellness and performance products, including 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, which are Retail, Franchising and Manufacturing/Wholesale. Corporate retail store operations are located in the United States, Canada, Puerto Rico and beginning with the acquisition of THSD d/b/a The Health Store ("The Health Store") in 2014, Ireland. In addition, the Company offers products domestically through GNC.com, LuckyVitamin.com, Drugstore.com, and beginning with the acquisition of A1 Sports Limited d/b/a DiscountSupplements in 2013, internationally through DiscountSupplements.co.uk. Franchise locations exist in the United States and more than 50 other countries. The Company operates its primary manufacturing facility in South Carolina and distribution centers in Arizona, Indiana, 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 various federal agencies, including the Food and Drug Administration, 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.

BASIS OF PRESENTATION

BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements, which have been prepared in accordance with the applicable rules of the Securities and Exchange Commission, include all adjustments (consisting of a normal and recurring nature) that management considers necessary to fairly state the Company's results of operations, financial position and cash flows. The December 31, 2014 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 its Annual Report on Form 10-K for the year ended December 31, 2014 ("2014 10-K"). Interim results are not necessarily indicative of the results that may be expected for the remainder of the year ending December 31, 2015 . Correction of Immaterial Error. During the quarter ended March 31, 2015, the Company identified a $2.8 million error relating to prior periods in the calculation of the portion of the accrued payroll liability relating to certain amounts paid to store employees. The impact of this error was not material to any prior period. In addition, the cumulative impact of the correction was not material to the Company's consolidated financial statements for the quarter ended March 31, 2015 or the nine months ended September 30, 2015. Consequently, the Company corrected the error in the first quarter of 2015 by increasing selling, general and administrative expense on the consolidated statement of income and deferred revenue and other current liabilities on the consolidated balance sheet by $2.8 million . The impact to net income was a decrease of $1.8 million for the nine months ended September 30, 2015. This correction had no impact on cash flows from operations for the current nine-month period. Revision. Certain amounts in the consolidated financial statements for prior year periods have been revised to conform to the current period's presentation with no impact on previously reported operating income, net income or stockholders' equity. None of these revisions are material to prior periods. Recent Accounting Pronouncements . In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update ("ASU") 2015-03, which requires an entity to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with the treatment of debt discounts. This standard does not affect the recognition and measurement guidance for debt issuance costs. This standard is effective for fiscal years beginning after December 15, 2015. The impact of this guidance will not have a material effect on the Company's consolidated financial statements. In June 2014, the FASB issued ASU 2014-12, which updates guidance on performance stock awards. The update states that for any award that has a performance target that affects vesting and that could be achieved after the requisite period, that performance target should still be treated as a performance condition. This standard is effective for fiscal years beginning after December 15, 2015. The Company is currently evaluating the impact this guidance will have on the consolidated financial statements but does not expect the effect to be material. In May 2014, the FASB issued ASU 2014-09, which updates revenue recognition guidance relating to contracts with customers. This standard states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This standard is effective for fiscal years beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on the consolidated financial statements.

INVENTORY

INVENTORY	9 Months Ended
	Sep. 30, 2015
Inventory Disclosure [Abstract]
INVENTORY	INVENTORY The net realizable value of inventory consisted of the following: September 30, 2015 December 31, 2014 (in thousands) Finished product ready for sale $ 477,961 $ 501,027 Work-in-process, bulk product and raw materials 66,001 60,911 Packaging supplies 7,821 7,194 Total inventory $ 551,783 $ 569,132

GOODWILL AND INTANGIBLE ASSETS,

GOODWILL AND INTANGIBLE ASSETS, NET	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets, Net	GOODWILL AND INTANGIBLE ASSETS, NET Current Period Charges As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, the estimated fair value for the Discount Supplements reporting unit exceeded its carrying value by less than 10% as of December 31, 2014. During the third quarter of 2015, the Company evaluated the financial results of key strategic initiatives, which were undertaken as a result of declining results in the first half of 2015 and continued deterioration of market share. Based on the financial results for the quarter ended September 30, 2015, the Company concluded that these strategic measures were unsuccessful. As a result, the Company determined the Discount Supplements business does not fit into the Company’s strategic plan for maximizing long-term shareholder returns based on the Company’s expectations of the required investments necessary to improve the financial performance of the business, both in the short and long-term. The Company is currently considering strategic options for the business, one of which is to cease operations beginning in the fourth quarter of 2015, subject to the outcome of legally-required consultation with employee representatives in the United Kingdom. The current and anticipated financial performance of the business, coupled with the Company’s consideration of future strategic options was considered a triggering event requiring an interim goodwill impairment review of the Discount Supplements reporting unit as of September 30, 2015. The determination of whether any impairment of goodwill exists is based upon a two-step process. In step one of the analysis, the fair value of the reporting unit is compared to the unit’s carrying value, including goodwill, to determine if there is a potential impairment. If the fair value exceeds the carrying amount, the goodwill of the reporting unit is considered not impaired and no further analysis or action is required. If the analysis in step one indicates that the carrying value exceeds the fair value, step two of the test is performed to determine the amount of goodwill impairment loss, if any. In step two of the test, the implied fair value of a reporting unit’s goodwill is compared to the carrying amount of that goodwill. The implied fair value of the goodwill is determined in the same manner as the amount of goodwill recognized in a business combination is determined. That is, the fair value of a reporting unit is allocated to the fair value of assets and liabilities of that reporting unit, including unrecognized intangible assets, as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the price paid to acquire the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to its net assets represents the implied fair value of goodwill, which is compared to its carrying value to determine the impairment charge for any deficit. The Company determined the fair value of the Discount Supplements reporting unit using a discounted cash flow method (income approach), which requires the use of internal business plans that are based on judgments and estimates. The use of judgments and estimates involves inherent uncertainties. The Company's measurement of the fair value of the Discount Supplements reporting unit depends on the accuracy of the assumptions used and how the Company's estimates compare to future operating performance. The key assumptions used are, but not limited to, the following: • Future cash flow assumptions - The Company's projections for Discount Supplements are based on organic growth and are derived from historical experience and assumptions regarding future growth and profitability trends. These projections also take into account the current economic climate in the United Kingdom where Discount Supplements operates, and the extent to which the regulatory environment is expected to impact future growth opportunities. The Company's analysis incorporated an assumed period of cash flows of five years with a terminal value. • Discount rate - The discount rate is based on Discount Supplements' estimated weighted average cost of capital ("WACC"). The components of WACC are the cost of equity and the cost of debt, each of which requires judgment by management to estimate. The Company develops its cost of equity estimate based on perceived risks and predictability of future cash flows. At September 30, 2015, the WACC used to estimate the fair value of the Discount Supplements reporting unit was 16.5% . As a result of the review, the Company concluded that the carrying value of the Discount Supplements reporting unit exceeded its fair value and conducted a step two analysis. Based on the results of the step two analysis, the Company concluded that this reporting unit was fully impaired; as a result, a goodwill impairment charge of $23.3 million was recorded in the current quarter. As a result of the impairment indicators, the Company also performed an impairment analysis with respect to its definite-long-lived assets at Discount Supplements, consisting of trade name and website intangibles and property and equipment. The fair value of these assets were determined using various income approaches. Based on the results of the analyses, the Company recorded impairment charges of $4.4 million on the trade name and website intangible assets and $0.6 million on property and equipment. All of the aforementioned charges totaling $28.3 million are recorded in long-lived asset impairments in the consolidated statement of operations. The aforementioned charges resulted in goodwill, intangible assets and property and equipment for Discount Supplements being measured at fair value on a non-recurring basis at September 30, 2015, which utilized a significant number of unobservable Level 3 inputs, such as future cash flow assumptions. See Note 6, "Fair Value Measurements," for a definition of Level 3 Inputs. Goodwill The following table summarizes the Company’s goodwill activity: Retail Franchising Manufacturing/ Wholesale Total (in thousands) Balance at December 31, 2014 $ 352,149 $ 117,303 $ 202,841 $ 672,293 Acquired franchise stores 1,363 — — 1,363 Translation effect of exchange rates (898 ) — — (898 ) Impairment charge (23,259 ) — — (23,259 ) Balance at September 30, 2015 $ 329,355 $ 117,303 $ 202,841 $ 649,499 Intangible Assets Intangible assets other than goodwill consisted of the following: Retail Brand Franchise Brand Operating Agreements Other Intangibles Total (in thousands) Balance at December 31, 2014 $ 500,000 $ 220,000 $ 119,012 $ 13,980 $ 852,992 Acquired franchise stores — — — 716 716 Amortization expense — — (4,990 ) (3,090 ) (8,080 ) Translation effect of exchange rates — — — (122 ) (122 ) Impairment charge — — — (4,361 ) (4,361 ) Balance at September 30, 2015 $ 500,000 $ 220,000 $ 114,022 $ 7,123 $ 841,145 The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: Weighted- Average Life September 30, 2015 December 31, 2014 Cost Accumulated Amortization Carrying Amount Cost Accumulated Amortization Carrying Amount (in thousands) Brands - retail Indefinite $ 500,000 $ — $ 500,000 $ 500,000 $ — $ 500,000 Brands - franchise Indefinite 220,000 — 220,000 220,000 — 220,000 Retail agreements 30.3 31,000 (9,144 ) 21,856 31,000 (8,354 ) 22,646 Franchise agreements 25.0 70,000 (23,917 ) 46,083 70,000 (21,817 ) 48,183 Manufacturing agreements 25.0 70,000 (23,917 ) 46,083 70,000 (21,817 ) 48,183 Other intangibles 11.8 10,241 (4,286 ) 5,955 20,457 (7,427 ) 13,030 Franchise rights 3.0 6,959 (5,791 ) 1,168 6,243 (5,293 ) 950 Total $ 908,200 $ (67,055 ) $ 841,145 $ 917,700 $ (64,708 ) $ 852,992 The following table represents future estimated amortization expense of intangible assets with finite lives at September 30, 2015 : Years ending December 31, Estimated amortization expense (in thousands) 2015 (remainder) $ 2,110 2016 8,056 2017 7,496 2018 7,335 2019 7,250 Thereafter 88,898 Total $ 121,145

LONG-TERM DEBT

LONG-TERM DEBT	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
LONG-TERM DEBT	LONG-TERM DEBT Long-term debt consisted of the following: September 30, December 31, (in thousands) Term Loan Facility (net of $2.4 million and $3.3 million discount) $ 1,175,342 $ 1,342,165 Convertible senior notes 232,639 — Other 21 213 Total debt 1,408,002 1,342,378 Less: current maturities (4,571 ) (4,740 ) Long-term debt $ 1,403,431 $ 1,337,638 The Company maintains a $1.2 billion term loan facility (the “Term Loan Facility”) that matures in March 2019. The Company also maintains a $130.0 million revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Senior Credit Facility”) that matures in March 2017. On August 10, 2015, the Company entered into a $287.5 million convertible debt transaction as detailed below. In connection with this transaction, the Company paid down $164.3 million of its outstanding Term Loan Facility. Convertible Debt Summary of Terms . On August 10, 2015, the Company issued $287.5 million principal amount of 1.5% convertible senior notes due 2020 (the “Notes”) in a private offering. The Notes are governed by the terms of an indenture between the Company and BNY Mellon Trust Company, N.A., as the Trustee (the "Indenture"). The Notes will mature on August 15, 2020, unless earlier purchased by the Company or converted. The Notes will bear interest at a rate of 1.5% per annum, and additionally will be subject to special interest in connection with any failure of the Company to perform certain of its obligations under the Indenture. The Notes are unsecured obligations and do not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company or any of its subsidiaries. Certain events are considered “events of default” under the Notes, which may result in the acceleration of the maturity of the Notes, as described in the indenture governing the Notes. The Notes are fully and unconditionally guaranteed by certain operating subsidiaries of the Company (“Subsidiary Guarantors”) and are subordinated to the Subsidiary Guarantors obligations from time to time with respect to the Senior Credit Facility and ranks equal in right of payment with respect to the Subsidiary Guarantor’s other obligations. The initial conversion rate applicable to the Notes is 15.1156 shares of common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $66.16 per share. The conversion rate will be subject to adjustment upon the occurrence of certain specified events, but will not be adjusted for any accrued and unpaid special interest. In addition, upon the occurrence of a “make-whole fundamental change" as defined in the Indenture, the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its Notes in connection with such make-whole fundamental change. Prior to May 15, 2020, the Notes will be convertible only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2015, if, for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on the last trading day of the immediately preceding calendar quarter, the last reported sale price of the Company’s common stock on such trading day is greater than or equal to 130% of the applicable conversion price on such trading day; (2) during the five consecutive business day period after any ten consecutive trading day period in which, for each day of that period, the trading price per $1,000 principal amount of Notes for such trading day was less than 98% of the product of the last reported sale price of the Company’s common stock and the applicable conversion rate on such trading day; or (3) upon the occurrence of specified corporate transactions. On and after May 15, 2020, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Notes will be settled, at the Company’s election, in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. If the Company has not delivered a notice of its election of settlement method prior to the final conversion period it will be deemed to have elected combination settlement with a dollar amount per note to be received upon conversion of $1,000 . Accounting Treatment. Under GAAP, certain convertible debt instruments that may be settled in cash on conversion are required to be separately accounted for as liability and equity components of the instrument in a manner that reflects the issuer’s non-convertible debt borrowing rate. Accordingly, in accounting for the issuance of the Notes, the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component, which is recognized as a debt discount recorded as additional paid-in capital on the consolidated balance sheet represents the difference between the proceeds from the issuance of the Notes and the fair value of the liability component of the Notes and will be amortized to interest expense together with debt issuance costs described below using an effective interest rate of 6.1% over the term of the Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The Company recorded a deferred tax liability in connection with the convertible debt instrument, which represents the difference between the carrying value of the debt for book purposes and tax purposes, the latter of which excludes the conversion feature bifurcation. The recognition of this deferred tax liability was recorded as a reduction to additional paid-in capital on the accompanying consolidated balance sheet. In accounting for the debt issuance costs related to the issuance of the Notes, the Company allocated the total amount incurred to the liability and equity components based on their relative values. Debt issuance costs attributable to the liability component are amortized to interest expense using the effective interest method over the term of the Notes, and debt issuance costs attributable to the equity component are netted with the equity component in stockholders’ equity. Debt issuance costs related to the Notes were comprised of discounts and commissions payable to the initial purchasers of $7.9 million and third party offering costs of $0.3 million . Discounts and commissions payable to the initial purchasers attributable to the liability component were recorded as a contra-liability and are presented net against the convertible senior notes balance on the consolidated balance sheets. Third party offering costs attributable to the liability component were recorded as an asset and are presented in other long-term assets on the condensed consolidated balance sheets. The Notes consist of the following components as of September 30, 2015 (in thousands): Liability component Principal $ 287,500 Conversion feature (48,461 ) Discount related to debt issuance costs (6,400 ) Net carrying amount $ 232,639 Equity component (*) $ 30,509 (*) As displayed in the accompanying consolidated statement of equity, balance is included in additional paid-in capital on the consolidated balance sheet and represents the portion of the convertible debt proceeds and debt issuance costs allocated to the conversion feature, net of tax. Interest Expense Interest expense consisted of the following (in thousands): For the three months ended September 30, For the nine months ended September 30, 2015 2014 2015 2014 Senior Credit Facility: Term Loan Facility coupon $ 10,390 $ 11,194 $ 32,366 $ 33,243 Revolver 172 172 510 510 Amortization of discount and deferred financing fees (*) 1,243 448 2,168 1,343 Subtotal: Senior Credit Facility 11,805 11,814 35,044 35,096 Convertible Senior Notes: Coupon 623 — 623 — Amortization of conversion feature 1,218 — 1,218 — Amortization of discount and deferred financing fees 147 — 147 — Subtotal: Convertible Senior Notes 1,988 — 1,988 — Mortgage and other interest expense 20 17 31 62 Interest income (60 ) (50 ) (151 ) (171 ) Interest expense, net $ 13,753 $ 11,781 $ 36,912 $ 34,987 (*) In connection with the partial pay-down of $164.3 million of the Term Loan Facility, the Company recorded $0.8 million in accelerated amortization, which represents the pro-rata portion of the original issuance discount and deferred financing fees associated with the paid-down balance . At September 30, 2015 and December 31, 2014 , the interest rate under the Term Loan Facility was 3.25% . The Revolving Credit Facility was undrawn and had outstanding letters of credit of $1.1 million at September 30, 2015 and December 31, 2014 . At September 30, 2015 and December 31, 2014 , the commitment fee on the undrawn portion of the Revolving Credit Facility was 0.5% , and the fee on outstanding letters of credit was 2.50% . As of September 30, 2015 , the Company is in compliance with all covenants under the Senior Credit Facility.

FAIR VALUE MEASUREMENTS AND FIN

FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS	9 Months Ended
	Sep. 30, 2015
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS	FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS Fair value is defined as a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the standard establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 — observable inputs such as quoted prices in active markets for identical assets and liabilities; Level 2 — observable inputs such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, other inputs that are observable, or can be corroborated by observable market data; and Level 3 — unobservable inputs for which there are little or no market data, which require the reporting entity to develop its own assumptions. The following table presents the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2015 by level within the fair value hierarchy: Fair Value Measurements Using Level 1 Level 2 Level 3 (in thousands) Cash and cash equivalents $ 164,074 $ — $ — Other long-term assets — 7,813 — The following table presents the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2014 by level within the fair value hierarchy: Fair Value Measurements Using Level 1 Level 2 Level 3 (in thousands) Cash and cash equivalents $ 133,834 $ — $ — Other long-term assets — 7,814 — Other long-term assets consist of assets related to the Company's non-qualified deferred compensation plan. The assets related to this plan are adjusted based on changes in the fair value of the underlying investments. Since the fair value of the investments is based on quoted prices of similar items in active markets, the assets are classified within Level 2 on the fair value hierarchy. The carrying amounts of cash and cash equivalents, receivables and accounts payable approximate 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 franchise notes receivable approximates its fair value. The actual carrying value and estimated fair value of the Notes (excluding the equity component classified in stockholders’ equity) and Term Loan Facility were as follows: September 30, 2015 December 31, 2014 Carrying Fair Carrying Fair (in thousands) Term Loan Facility and other $ 1,175,363 $ 1,160,671 $ 1,342,378 $ 1,288,683 Convertible senior notes 232,639 215,458 — — The fair value of the Term Loan Facility was determined using the instrument’s trading value in markets that are not active, which are considered Level 2 inputs. The fair value of the Notes was determined based on quoted market prices and bond terms and conditions, which are considered Level 2 inputs. As described in Note 4, "Goodwill and Intangible Assets, Net," the Company recorded asset impairments in the current quarter. This resulted in goodwill and definite-long-lived assets for the Discount Supplements reporting unit being measured at fair value on a non-recurring basis using Level 3 inputs.

CONTINGENCIES

CONTINGENCIES	9 Months Ended
	Sep. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES	CONTINGENCIES Litigation 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, product 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. If the Company ultimately is required to make a payment exceeding amounts accrued 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 effect 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 annual 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. DMAA / Aegeline Claims . Prior to December 2013, the Company sold products manufactured by third parties that contained derivatives from geranium known as 1.3-dimethylpentylamine/dimethylamylamine/13-dimethylamylamine, or “DMAA,” which were recalled from its stores in November 2013, and/or Aegeline, a compound extracted from bael trees. As of September 30, 2015 , the Company was named in approximately 33 personal injury lawsuits involving products containing DMAA and/or Aegeline. One of the personal injury suits in which the Company is named, Leanne Sparling and Michael Sparling on behalf of Michael Sparling, deceased v. USPLabs, GNC Corporation, et al., Superior Court of California, County of San Diego (Case No. 2013-00034663-CU-PL-CTL), filed February 13, 2013, is the subject of pending motions for summary judgment filed by the Company, while the trial previously scheduled for June 2015 has been postponed until February 2016. As a general matter, the proceedings associated with these cases, which generally seek indeterminate money damages, are in the early stages, and any liabilities that may arise from these matters are not probable or reasonably estimable at this time. The Company is contractually entitled to indemnification by its third-party vendor with regard to these matters, although the Company’s ability to obtain full recovery in respect of any such claims against it is dependent upon the creditworthiness of the vendor and/or its insurance coverage and the absence of any significant defenses available to its insurer. California Wage and Break Claims. In July 2011, Charles Brewer, on behalf of himself and all others similarly situated, sued General Nutrition Corporation in federal court, alleging state and federal wage and hour claims (U.S. District Court, Northern District of California, Case No. 11CV3587). In October 2011, plaintiff filed an eight -count amended complaint alleging, inter alia , meal, rest break and overtime violations on behalf of sales associates and assistant store managers, and the Company filed a motion to dismiss the complaint. In January 2013, the Court conditionally certified a Fair Labor Standards Act class with respect to one of Plaintiff's claims, and in November 2014, the Court granted in part and denied in part Plaintiff’s Motion to Certify a California class, and granted Defendant’s Motion for Decertification of FLSA Collective Action. In May 2015, plaintiffs filed a motion for partial summary judgment as to the Company's alleged liability for non-compliant wage statements, which was granted in part and denied in part in August 2015. The trial in this matter previously scheduled for November 2015 has been postponed until February 2016. As of September 30, 2015, an immaterial liability has been accrued in the accompanying financial statements. In February 2012, former Senior Store Manager, Elizabeth Naranjo, individually and on behalf of all others similarly situated sued General Nutrition Corporation in the Superior Court of the State of California for the County of Alameda (Case No. RG 12619626). The complaint contains eight causes of action, alleging, inter alia , meal, rest break, and overtime violations. In October 2014, the Court granted Plaintiff’s Motion to Certify a Class of approximately 900 current and former managers. A mediation conducted in April 2015 was unsuccessful in resolving the Plaintiff's claims. As of September 30, 2015, an immaterial liability has been accrued in the accompanying financial statements. Jason Olive v. General Nutrition Corp. In April 2012, Jason Olive filed a complaint in the Superior Court of California, County of Los Angeles (Case No. BC482686), for misappropriation of likeness in which he alleges that the Company continued to use his image in stores after the expiration of the license to do so in violation of common law and California statutes. Mr. Olive is seeking compensatory, punitive and statutory damages and attorneys’ fees and costs. The trial in this matter previously scheduled for December 2014 was postponed and no new trial date has been set. As of September 30, 2015, an immaterial liability has been accrued in the accompanying financial statements. Oregon Attorney General. On October 22, 2015, the Attorney General for the State of Oregon sued General Nutrition Corporation in Multnomah County Circuit Court (Case No. 15CV28591) for alleged violations of Oregon’s Unlawful Trade Practices Act, in connection with its sale in Oregon of certain third-party products. The Company intends to vigorously defend against these allegations. As any losses that may arise from this matter are not probable or reasonably estimable at this time, no liability has been accrued in the accompanying interim consolidated financial statements. 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 such contract, the Company is completing additional investigations with the DHEC's 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, therefore no liability is recorded. 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 such 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.

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2015
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE The following table represents the Company's basic and dilutive weighted average shares: Three months ended September 30, Nine months ended September 30, 2015 2014 2015 2014 (in thousands) Basic weighted-average shares 83,669 89,814 85,663 91,056 Effect of dilutive stock-based awards 289 419 267 579 Diluted weighted-average shares 83,958 90,233 85,930 91,635 For the three and nine months ended September 30, 2015 and 2014, the Company had immaterial amounts of shares from unexercised stock options that were not included in the computation of diluted earnings per share because the impact of applying the treasury stock method to these options was anti-dilutive. The Company has the intent and ability to settle the principal portion of its Notes in cash, and as such, has applied the treasury stock method, which has resulted in all underlying convertible shares being anti-dilutive in the current quarter and year-to-date period as the Company's average stock price from the issuance of the Notes through September 30, 2015 is less than the conversion price. Refer to Note 5, "Long-Term Debt / Interest Expense" for more information on the Notes.

STOCK-BASED COMPENSATION PLANS

STOCK-BASED COMPENSATION PLANS AND SHARE REPURCHASE PROGRAM	9 Months Ended
	Sep. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK-BASED COMPENSATION PLANS AND SHARE REPURCHASE PROGRAM	STOCK-BASED COMPENSATION PLANS AND SHARE REPURCHASE PROGRAM Stock and Incentive Plans The Company has outstanding stock-based compensation awards that were granted by the Compensation and Organizational Development Committee (the “Compensation Committee”) of Holdings’ board of directors (the "Board") under the following stock-based employee compensation plans: • the GNC Holdings, Inc. 2015 Stock and Incentive Plan (the "2015 Stock Plan"); • the GNC Holdings, Inc. 2011 Stock and Incentive Plan (the “2011 Stock Plan”); and • the GNC Acquisition Holdings Inc. 2007 Stock Incentive Plan (as amended, the “2007 Stock Plan”). Each plan allows for the grant of stock options, restricted stock and other stock-based awards to eligible employees, directors, consultants or advisers as determined by the Compensation Committee. Stock options under the 2007, 2011 and 2015 Stock 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. As of September 30, 2015, approximately 8.4 million shares were available for issuance under the 2015 Stock Plan. Stock-Based Compensation Activity During the nine months ended September 30, 2015, the Company granted the following share-based compensation awards (in thousands): Time-based stock options 36 Time-based restricted stock awards 138 Performance-based restricted stock 101 Total 275 Time-based stock options vest 25% per year over a period of four years and the fair value was determined using the Black-Scholes model. Time-based restricted stock awards vest one-third per year over a period of three years. Performance-based restricted stock vests at the end of a three -year performance period based on the Company's achievement of pre-determined earnings per share and revenue growth targets; based on the extent to which the targets are achieved, vested shares may range from 0% to 200% of the original target grant. Compensation cost related to performance-based stock will be adjusted as necessary to reflect changes in probability that the vesting criteria will be achieved. The above awards will result in compensation expense of $11.7 million , net of expected forfeitures, over the requisite service period assuming the performance-based units vest at 100% of the original target award. The Company recognized $1.7 million and $1.8 million of total non-cash stock-based compensation expense for the three months ended September 30, 2015 and 2014, respectively. For the nine months ended September 30, 2015 and 2014, the Company recognized $4.7 million and $5.1 million , respectively, of total non-cash stock-based compensation expense. At September 30, 2015 , there was approximately $11.9 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 2.0 years . Share Repurchase Program In August 2015, the Board approved a $500.0 million multi-year repurchase program in addition to the $500.0 million multi-year program approved in August 2014, bringing the aggregate share repurchase program to $1.0 billion of Holdings' common stock. Holdings repurchased $279.8 million of common stock during the nine months ended September 30, 2015 and has utilized $373.0 million of the current repurchase program. As of September 30, 2015, $627.0 million remains available for purchase under the program.

SEGMENTS

SEGMENTS	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
SEGMENTS	SEGMENTS The Company aggregates its operating segments into three reportable segments, which include Retail, Franchise, and Manufacturing/Wholesale. The Retail reportable segment includes the Company's corporate store operations in the United States, Canada, Puerto Rico, Ireland and its websites GNC.com, LuckyVitamin.com, and DiscountSupplements.co.uk. 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 business. This segment supplies the Retail and Franchise segments, along with various third parties, with finished products for sale. The Company's chief operating decision maker evaluates segment operating results based primarily on performance indicators, including revenue and operating income. Operating income of each reportable segment excludes certain items that are managed at the consolidated level, such as warehousing, distribution and other corporate costs. The Company’s long-lived asset impairment charge of $28.3 million recorded during the three months ended September 30, 2015 is included in the Company’s Retail reporting segment. The following table represents key financial information for each of the Company's reportable segments: Three months ended September 30, Nine months ended September 30, 2015 2014 2015 2014 (in thousands) Revenue: Retail $ 485,963 $ 480,691 $ 1,493,275 $ 1,495,197 Franchise 124,661 114,106 354,359 327,763 Manufacturing/Wholesale: Intersegment revenues 67,511 62,247 206,749 194,862 Third-party 61,620 61,529 173,377 183,039 Subtotal Manufacturing/Wholesale 129,131 123,776 380,126 377,901 Subtotal segment revenues 739,755 718,573 2,227,760 2,200,861 Elimination of intersegment revenues (67,511 ) (62,247 ) (206,749 ) (194,862 ) Total revenue $ 672,244 $ 656,326 $ 2,021,011 $ 2,005,999 Operating income: Retail $ 55,435 $ 89,993 $ 244,744 $ 279,862 Franchise 42,031 39,693 122,360 119,693 Manufacturing/Wholesale 23,466 22,917 66,675 69,359 Unallocated corporate and other costs: Warehousing and distribution costs (18,139 ) (17,277 ) (54,419 ) (50,258 ) Corporate costs (20,643 ) (26,601 ) (69,967 ) (67,625 ) Subtotal unallocated corporate and other costs (38,782 ) (43,878 ) (124,386 ) (117,883 ) Total operating income 82,150 108,725 309,393 351,031 Interest expense, net 13,753 11,781 36,912 34,987 Income before income taxes $ 68,397 $ 96,944 $ 272,481 $ 316,044

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2015
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company recognized $22.6 million of income tax expense (or 33.1% of pre-tax income) during the three months ended September 30, 2015 compared to $32.6 million (or 33.7% of pre-tax income) in the prior year quarter. The Company recognized $96.1 million of income tax expense (or 35.3% of pre-tax income) during the nine months ended September 30, 2015 compared to $111.9 million (or 35.4% of pre-tax income) for the same period in 2014 . As described in Note 4, "Goodwill and Intangible Assets, Net," the Company recorded a $28.3 million long-lived asset impairment in the current quarter related to the Discount Supplements business. The Company fully reduced the deferred income tax assets relating to net operating loss carryforwards of Discount Supplements by a valuation allowance the result of which was not material to the current quarter results. The Company recorded a discrete tax benefit of $11.6 million in the current quarter due to the effect of an anticipated worthless stock deduction resulting from excess tax basis in the common shares of Discount Supplements. The Company's liability for uncertain tax positions decreased by $3.1 million during the three month period ended September 30, 2015 due in part to the expiration of certain statutes of limitation with respect to the 2011 fiscal year. At September 30, 2015 and December 31, 2014 , the Company had $7.7 million (which if recognized, would affect the effective tax rate) and $11.7 million of unrecognized tax benefits, respectively, excluding interest and penalties. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company had accrued approximately $3.4 million and $4.2 million at September 30, 2015 and December 31, 2014 , 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 reversed as a reduction to income tax expense. 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 Internal Revenue Service closed the examination without making any material adjustments to the returns. The Company has various state, local and international jurisdiction tax years open to possible examination (the earliest open period is generally 2010), and the Company also has certain state and local jurisdictions currently under audit.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS On October 22, 2015, the Board authorized and declared a cash dividend for the fourth quarter of 2015 of $0.18 per share of common stock, payable on or about December 28, 2015 to stockholders of record as of the close of business on December 11, 2015.

BASIS OF PRESENTATION (Policies

BASIS OF PRESENTATION (Policies)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements . In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update ("ASU") 2015-03, which requires an entity to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with the treatment of debt discounts. This standard does not affect the recognition and measurement guidance for debt issuance costs. This standard is effective for fiscal years beginning after December 15, 2015. The impact of this guidance will not have a material effect on the Company's consolidated financial statements. In June 2014, the FASB issued ASU 2014-12, which updates guidance on performance stock awards. The update states that for any award that has a performance target that affects vesting and that could be achieved after the requisite period, that performance target should still be treated as a performance condition. This standard is effective for fiscal years beginning after December 15, 2015. The Company is currently evaluating the impact this guidance will have on the consolidated financial statements but does not expect the effect to be material. In May 2014, the FASB issued ASU 2014-09, which updates revenue recognition guidance relating to contracts with customers. This standard states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This standard is effective for fiscal years beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on the consolidated financial statements.

INVENTORY (Tables)

INVENTORY (Tables)	9 Months Ended
	Sep. 30, 2015
Inventory Disclosure [Abstract]
Schedule of Net Carrying Value of Inventories	The net realizable value of inventory consisted of the following: September 30, 2015 December 31, 2014 (in thousands) Finished product ready for sale $ 477,961 $ 501,027 Work-in-process, bulk product and raw materials 66,001 60,911 Packaging supplies 7,821 7,194 Total inventory $ 551,783 $ 569,132

GOODWILL AND INTANGIBLE ASSET21

GOODWILL AND INTANGIBLE ASSETS, NET (Tables)	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill Activity	The following table summarizes the Company’s goodwill activity: Retail Franchising Manufacturing/ Wholesale Total (in thousands) Balance at December 31, 2014 $ 352,149 $ 117,303 $ 202,841 $ 672,293 Acquired franchise stores 1,363 — — 1,363 Translation effect of exchange rates (898 ) — — (898 ) Impairment charge (23,259 ) — — (23,259 ) Balance at September 30, 2015 $ 329,355 $ 117,303 $ 202,841 $ 649,499
Schedule of Finite-Lived Intangible Assets	Intangible assets other than goodwill consisted of the following: Retail Brand Franchise Brand Operating Agreements Other Intangibles Total (in thousands) Balance at December 31, 2014 $ 500,000 $ 220,000 $ 119,012 $ 13,980 $ 852,992 Acquired franchise stores — — — 716 716 Amortization expense — — (4,990 ) (3,090 ) (8,080 ) Translation effect of exchange rates — — — (122 ) (122 ) Impairment charge — — — (4,361 ) (4,361 ) Balance at September 30, 2015 $ 500,000 $ 220,000 $ 114,022 $ 7,123 $ 841,145 The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: Weighted- Average Life September 30, 2015 December 31, 2014 Cost Accumulated Amortization Carrying Amount Cost Accumulated Amortization Carrying Amount (in thousands) Brands - retail Indefinite $ 500,000 $ — $ 500,000 $ 500,000 $ — $ 500,000 Brands - franchise Indefinite 220,000 — 220,000 220,000 — 220,000 Retail agreements 30.3 31,000 (9,144 ) 21,856 31,000 (8,354 ) 22,646 Franchise agreements 25.0 70,000 (23,917 ) 46,083 70,000 (21,817 ) 48,183 Manufacturing agreements 25.0 70,000 (23,917 ) 46,083 70,000 (21,817 ) 48,183 Other intangibles 11.8 10,241 (4,286 ) 5,955 20,457 (7,427 ) 13,030 Franchise rights 3.0 6,959 (5,791 ) 1,168 6,243 (5,293 ) 950 Total $ 908,200 $ (67,055 ) $ 841,145 $ 917,700 $ (64,708 ) $ 852,992
Schedule of Indefinite-Lived Intangible Assets	Intangible assets other than goodwill consisted of the following: Retail Brand Franchise Brand Operating Agreements Other Intangibles Total (in thousands) Balance at December 31, 2014 $ 500,000 $ 220,000 $ 119,012 $ 13,980 $ 852,992 Acquired franchise stores — — — 716 716 Amortization expense — — (4,990 ) (3,090 ) (8,080 ) Translation effect of exchange rates — — — (122 ) (122 ) Impairment charge — — — (4,361 ) (4,361 ) Balance at September 30, 2015 $ 500,000 $ 220,000 $ 114,022 $ 7,123 $ 841,145 The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: Weighted- Average Life September 30, 2015 December 31, 2014 Cost Accumulated Amortization Carrying Amount Cost Accumulated Amortization Carrying Amount (in thousands) Brands - retail Indefinite $ 500,000 $ — $ 500,000 $ 500,000 $ — $ 500,000 Brands - franchise Indefinite 220,000 — 220,000 220,000 — 220,000 Retail agreements 30.3 31,000 (9,144 ) 21,856 31,000 (8,354 ) 22,646 Franchise agreements 25.0 70,000 (23,917 ) 46,083 70,000 (21,817 ) 48,183 Manufacturing agreements 25.0 70,000 (23,917 ) 46,083 70,000 (21,817 ) 48,183 Other intangibles 11.8 10,241 (4,286 ) 5,955 20,457 (7,427 ) 13,030 Franchise rights 3.0 6,959 (5,791 ) 1,168 6,243 (5,293 ) 950 Total $ 908,200 $ (67,055 ) $ 841,145 $ 917,700 $ (64,708 ) $ 852,992
Schedule of Future Estimated Amortization Expense	The following table represents future estimated amortization expense of intangible assets with finite lives at September 30, 2015 : Years ending December 31, Estimated amortization expense (in thousands) 2015 (remainder) $ 2,110 2016 8,056 2017 7,496 2018 7,335 2019 7,250 Thereafter 88,898 Total $ 121,145

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Schedule of Long-term Debt	Long-term debt consisted of the following: September 30, December 31, (in thousands) Term Loan Facility (net of $2.4 million and $3.3 million discount) $ 1,175,342 $ 1,342,165 Convertible senior notes 232,639 — Other 21 213 Total debt 1,408,002 1,342,378 Less: current maturities (4,571 ) (4,740 ) Long-term debt $ 1,403,431 $ 1,337,638
Components of Convertible Debt	The Notes consist of the following components as of September 30, 2015 (in thousands): Liability component Principal $ 287,500 Conversion feature (48,461 ) Discount related to debt issuance costs (6,400 ) Net carrying amount $ 232,639 Equity component (*) $ 30,509 (*) As displayed in the accompanying consolidated statement of equity, balance is included in additional paid-in capital on the consolidated balance sheet and represents the portion of the convertible debt proceeds and debt issuance costs allocated to the conversion feature, net of tax.
Schedule of Interest Expense	Interest expense consisted of the following (in thousands): For the three months ended September 30, For the nine months ended September 30, 2015 2014 2015 2014 Senior Credit Facility: Term Loan Facility coupon $ 10,390 $ 11,194 $ 32,366 $ 33,243 Revolver 172 172 510 510 Amortization of discount and deferred financing fees (*) 1,243 448 2,168 1,343 Subtotal: Senior Credit Facility 11,805 11,814 35,044 35,096 Convertible Senior Notes: Coupon 623 — 623 — Amortization of conversion feature 1,218 — 1,218 — Amortization of discount and deferred financing fees 147 — 147 — Subtotal: Convertible Senior Notes 1,988 — 1,988 — Mortgage and other interest expense 20 17 31 62 Interest income (60 ) (50 ) (151 ) (171 ) Interest expense, net $ 13,753 $ 11,781 $ 36,912 $ 34,987 (*) In connection with the partial pay-down of $164.3 million of the Term Loan Facility, the Company recorded $0.8 million in accelerated amortization, which represents the pro-rata portion of the original issuance discount and deferred financing fees associated with the paid-down balance .

FAIR VALUE MEASUREMENTS AND F23

FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Tables)	9 Months Ended
	Sep. 30, 2015
Fair Value Disclosures [Abstract]
Schedule of Financial Assets and Liabilities Accounted for at Fair Value on a Recurring Basis	The following table presents the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2015 by level within the fair value hierarchy: Fair Value Measurements Using Level 1 Level 2 Level 3 (in thousands) Cash and cash equivalents $ 164,074 $ — $ — Other long-term assets — 7,813 — The following table presents the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2014 by level within the fair value hierarchy: Fair Value Measurements Using Level 1 Level 2 Level 3 (in thousands) Cash and cash equivalents $ 133,834 $ — $ — Other long-term assets — 7,814 —
Schedule of Actual and Estimated Fair Values of the Financial Instruments	The actual carrying value and estimated fair value of the Notes (excluding the equity component classified in stockholders’ equity) and Term Loan Facility were as follows: September 30, 2015 December 31, 2014 Carrying Fair Carrying Fair (in thousands) Term Loan Facility and other $ 1,175,363 $ 1,160,671 $ 1,342,378 $ 1,288,683 Convertible senior notes 232,639 215,458 — —

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2015
Earnings Per Share [Abstract]
Schedule of Weighted Average Number of Shares	The following table represents the Company's basic and dilutive weighted average shares: Three months ended September 30, Nine months ended September 30, 2015 2014 2015 2014 (in thousands) Basic weighted-average shares 83,669 89,814 85,663 91,056 Effect of dilutive stock-based awards 289 419 267 579 Diluted weighted-average shares 83,958 90,233 85,930 91,635

STOCK-BASED COMPENSATION PLAN25

STOCK-BASED COMPENSATION PLANS AND SHARE REPURCHASE PROGRAM (Tables)	9 Months Ended
	Sep. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Share-Based Compensation Awards	During the nine months ended September 30, 2015, the Company granted the following share-based compensation awards (in thousands): Time-based stock options 36 Time-based restricted stock awards 138 Performance-based restricted stock 101 Total 275

SEGMENTS (Tables)

SEGMENTS (Tables)	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Schedule of Key Financial Information of the Segments	The following table represents key financial information for each of the Company's reportable segments: Three months ended September 30, Nine months ended September 30, 2015 2014 2015 2014 (in thousands) Revenue: Retail $ 485,963 $ 480,691 $ 1,493,275 $ 1,495,197 Franchise 124,661 114,106 354,359 327,763 Manufacturing/Wholesale: Intersegment revenues 67,511 62,247 206,749 194,862 Third-party 61,620 61,529 173,377 183,039 Subtotal Manufacturing/Wholesale 129,131 123,776 380,126 377,901 Subtotal segment revenues 739,755 718,573 2,227,760 2,200,861 Elimination of intersegment revenues (67,511 ) (62,247 ) (206,749 ) (194,862 ) Total revenue $ 672,244 $ 656,326 $ 2,021,011 $ 2,005,999 Operating income: Retail $ 55,435 $ 89,993 $ 244,744 $ 279,862 Franchise 42,031 39,693 122,360 119,693 Manufacturing/Wholesale 23,466 22,917 66,675 69,359 Unallocated corporate and other costs: Warehousing and distribution costs (18,139 ) (17,277 ) (54,419 ) (50,258 ) Corporate costs (20,643 ) (26,601 ) (69,967 ) (67,625 ) Subtotal unallocated corporate and other costs (38,782 ) (43,878 ) (124,386 ) (117,883 ) Total operating income 82,150 108,725 309,393 351,031 Interest expense, net 13,753 11,781 36,912 34,987 Income before income taxes $ 68,397 $ 96,944 $ 272,481 $ 316,044

NATURE OF BUSINESS (Details)

NATURE OF BUSINESS (Details)	9 Months Ended
	Sep. 30, 2015countrysegment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of primary segments	3
Number of international countries in which franchise stores are located (more than 50 countries) | country	50

BASIS OF PRESENTATION (Details)

BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Mar. 31, 2015
Error Corrections and Prior Period Adjustments Restatement
Decrease in net income	$ (45,750)	$ (64,314)	$ (176,377)	$ (204,104)
Immaterial Error Correction
Error Corrections and Prior Period Adjustments Restatement
Accrued payroll liability error in prior periods					$ 2,800
Immaterial Error Correction | Deferred Revenue and Other Current Liabilities
Error Corrections and Prior Period Adjustments Restatement
Accrued payroll liability error in prior periods	2,800		2,800
Immaterial Error Correction | Selling, General and Administrative Expenses
Error Corrections and Prior Period Adjustments Restatement
Accrued payroll liability error in prior periods	$ 2,800		2,800
Adjustment | Immaterial Error Correction
Error Corrections and Prior Period Adjustments Restatement
Decrease in net income			$ 1,800

INVENTORY (Details)

INVENTORY (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Inventory Disclosure [Abstract]
Finished product ready for sale	$ 477,961	$ 501,027
Work-in-process, bulk product and raw materials	66,001	60,911
Packaging supplies	7,821	7,194
Total inventory	$ 551,783	$ 569,132

GOODWILL AND INTANGIBLE ASSET30

GOODWILL AND INTANGIBLE ASSETS, NET - GOODWILL (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2015	Dec. 31, 2014
Goodwill
Percentage of fair value in excess of carrying amount (less than)			10.00%
Impairment charge		$ 23,259
Operating Segment | Retail
Goodwill
Impairment charge		$ 23,259
Operating Segment | Retail | Discount Supplements
Goodwill
Impairment charge	$ 23,300
Operating Segment | Retail | Discount Supplements | Cost Approach
Goodwill
Discount rate		16.50%

GOODWILL AND INTANGIBLE ASSET31

GOODWILL AND INTANGIBLE ASSETS, NET GOODWILL AND INTANGIBLE ASSETS, NET - INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Finite-Lived Intangible Assets
Impairment of intangible assets			$ 4,361
Long-lived asset impairments	$ 28,333	$ 0	$ 28,333	$ 0
Property and Equipment
Finite-Lived Intangible Assets
Impairment of tangible assets	600
Tradename and Website
Finite-Lived Intangible Assets
Impairment of intangible assets	$ 4,400

GOODWILL AND INTANGIBLE ASSET32

GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Goodwill Activity (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Goodwill
Beginning balance	$ 672,293
Acquired franchise stores	1,363
Translation effect of exchange rates	(898)
Impairment charge	(23,259)
Ending balance	649,499
Operating Segment | Retail
Goodwill
Beginning balance	352,149
Acquired franchise stores	1,363
Translation effect of exchange rates	(898)
Impairment charge	(23,259)
Ending balance	329,355
Operating Segment | Franchising
Goodwill
Beginning balance	117,303
Acquired franchise stores	0
Translation effect of exchange rates	0
Impairment charge	0
Ending balance	117,303
Operating Segment | Manufacturing/ Wholesale
Goodwill
Beginning balance	202,841
Acquired franchise stores	0
Translation effect of exchange rates	0
Impairment charge	0
Ending balance	$ 202,841

GOODWILL AND INTANGIBLE ASSET33

GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Intangible Assets Activity (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets, beginning balance	$ 720,000
Indefinite-lived intangible assets, ending balance	720,000
Finite-lived Intangible Assets
Acquired franchise stores	716
Amortization expense	(8,080)
Translation effect of exchange rates	(122)
Impairment charge	(4,361)
Finite-lived intangible assets, ending balance	121,145
Intangible assets, beginning balance	852,992
Intangible assets, ending balance	841,145
Retail Brand
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets, beginning balance	500,000
Indefinite-lived intangible assets, ending balance	500,000
Franchise Brand
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets, beginning balance	220,000
Indefinite-lived intangible assets, ending balance	220,000
Operating Agreements
Finite-lived Intangible Assets
Finite-lived intangible assets, beginning balance	119,012
Acquired franchise stores	0
Amortization expense	(4,990)
Translation effect of exchange rates	0
Impairment charge	0
Finite-lived intangible assets, ending balance	114,022
Other Intangibles
Finite-lived Intangible Assets
Finite-lived intangible assets, beginning balance	13,980
Acquired franchise stores	716
Amortization expense	(3,090)
Translation effect of exchange rates	(122)
Impairment charge	(4,361)
Finite-lived intangible assets, ending balance	$ 7,123

GOODWILL AND INTANGIBLE ASSET34

GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets, cost and carrying amount	$ 720,000	$ 720,000
Finite-Lived Intangible Assets
Estimated useful life (in years)
Accumulated amortization	$ (67,055)	(64,708)
Total	121,145
Intangible assets, cost	908,200	917,700
Intangible assets, carrying amount	841,145	852,992
Brands - Retail
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets, cost and carrying amount	500,000	500,000
Brands - Franchise
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets, cost and carrying amount	$ 220,000	220,000
Retail Agreements
Finite-Lived Intangible Assets
Estimated useful life (in years)	30 years 3 months 18 days
Finite-lived intangible assets, cost	$ 31,000	31,000
Accumulated amortization	(9,144)	(8,354)
Total	$ 21,856	22,646
Franchise Agreements
Finite-Lived Intangible Assets
Estimated useful life (in years)	25 years
Finite-lived intangible assets, cost	$ 70,000	70,000
Accumulated amortization	(23,917)	(21,817)
Total	$ 46,083	48,183
Manufacturing Agreements
Finite-Lived Intangible Assets
Estimated useful life (in years)	25 years
Finite-lived intangible assets, cost	$ 70,000	70,000
Accumulated amortization	(23,917)	(21,817)
Total	$ 46,083	48,183
Other Intangibles
Finite-Lived Intangible Assets
Estimated useful life (in years)	11 years 9 months 18 days
Finite-lived intangible assets, cost	$ 10,241	20,457
Accumulated amortization	(4,286)	(7,427)
Total	$ 5,955	13,030
Franchise Rights
Finite-Lived Intangible Assets
Estimated useful life (in years)	3 years
Finite-lived intangible assets, cost	$ 6,959	6,243
Accumulated amortization	(5,791)	(5,293)
Total	$ 1,168	$ 950

GOODWILL AND INTANGIBLE ASSET35

GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Future Estimated Amortization Expense (Details) $ in Thousands	Sep. 30, 2015USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2,015	$ 2,110
2,016	8,056
2,017	7,496
2,018	7,335
2,019	7,250
Thereafter	88,898
Total	$ 121,145

LONG-TERM DEBT - Schedule of Lo

LONG-TERM DEBT - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Debt Instrument
Net carrying amount	$ 1,408,002	$ 1,342,378
Less: current maturities	(4,571)	(4,740)
Long-term debt	1,403,431	1,337,638
Term Loan Facility
Debt Instrument
Net carrying amount	1,175,342	1,342,165
Unamortized discount	2,400	3,300
Other
Debt Instrument
Net carrying amount	21	213
1.5% Convertible Senior Notes, Due 2020 | Convertible Senior Notes
Debt Instrument
Net carrying amount	232,639	$ 0
Unamortized discount	$ 48,461

LONG-TERM DEBT (Details)

LONG-TERM DEBT (Details)	Aug. 10, 2015USD ($)day$ / shares	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)	Dec. 31, 2014USD ($)
Debt Instrument
Payments on long-term debt		$ 167,901,000	$ 4,243,000
Revolving Credit Facility
Debt Instrument
Maximum borrowing capacity		$ 130,000,000
Commitment fee on undrawn portion of revolving credit facility (as a percent)		0.50%		0.50%
Letter Of Credit
Debt Instrument
Outstanding letters of credit		$ 1,100,000		$ 1,100,000
Outstanding letters of credit fee (as a percent)		2.50%		2.50%
Term Loan Facility
Debt Instrument
Maximum borrowing capacity		$ 1,200,000,000
Payments on long-term debt	$ 164,300,000
Effective interest rate (as a percent)		3.25%		3.25%
Convertible Senior Notes | 1.5% Convertible Senior Notes, Due 2020
Debt Instrument
Principal	$ 287,500,000	$ 287,500,000
Interest rate (as a percent)	1.50%
Conversion ratio	0.0151156
Conversion price (in usd per share) | $ / shares	$ 66.16
Effective interest rate (as a percent)		6.10%
Discounts and commissions payable to the initial purchasers	$ 7,900,000
Third party offering costs	$ 300,000
Convertible Senior Notes | 1.5% Convertible Senior Notes, Due 2020 | Prior to May 15, 2020 | Conversion Option One
Debt Instrument
Threshold trading days | day	20
Threshold consecutive trading days	30 days
If-converted percentage of price	130.00%
Convertible Senior Notes | 1.5% Convertible Senior Notes, Due 2020 | Prior to May 15, 2020 | Conversion Option Two
Debt Instrument
Threshold consecutive business days	5 days
Threshold consecutive trading days	10 days
Percentage of trading price per $1000 principal amount (less than)	98.00%

LONG-TERM DEBT - Components of

LONG-TERM DEBT - Components of Convertible Debt (Details) - USD ($)	Sep. 30, 2015	Aug. 10, 2015	Dec. 31, 2014
Debt Instrument
Net carrying amount	$ 1,408,002,000		$ 1,342,378,000
Convertible Senior Notes | 1.5% Convertible Senior Notes, Due 2020
Debt Instrument
Principal	287,500,000	$ 287,500,000
Conversion feature	(48,461,000)
Discount related to debt issuance costs	(6,400,000)
Net carrying amount	232,639,000		$ 0
Equity component	$ 30,509,000

LONG-TERM DEBT - Schedule of In

LONG-TERM DEBT - Schedule of Interest Expense (Details) - USD ($) $ in Thousands	Aug. 10, 2015	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Debt Instrument
Interest income		$ (60)	$ (50)	$ (151)	$ (171)
Interest expense, net		13,753	11,781	36,912	34,987
Payments on long-term debt				167,901	4,243
Term Loan Facility
Debt Instrument
Payments on long-term debt	$ 164,300
Accelerated amortization	$ 800
Mortgage And Other Interest Expense
Debt Instrument
Interest expense (excluding amortization)		20	17	31	62
Senior Credit Facility
Debt Instrument
Amortization of Financing Costs and Discounts		1,243	448	2,168	1,343
Subtotal: Interest Expense		11,805	11,814	35,044	35,096
Senior Credit Facility | Revolving Credit Facility
Debt Instrument
Interest expense (excluding amortization)		172	172	510	510
Senior Credit Facility | Term Loan Facility
Debt Instrument
Interest expense (excluding amortization)		10,390	11,194	32,366	33,243
1.5% Convertible Senior Notes, Due 2020 | Convertible Senior Notes
Debt Instrument
Interest expense (excluding amortization)		623	0	623	0
Amortization of conversion feature		1,218	0	1,218	0
Amortization of Financing Costs and Discounts		147	0	147	0
Subtotal: Interest Expense		$ 1,988	$ 0	$ 1,988	$ 0

FAIR VALUE MEASUREMENTS AND F40

FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - Schedule of Assets and Liabilities Accounted for on a Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other long-term assets	$ 41,023	$ 43,775
Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	164,074	133,834
Other long-term assets	0	0
Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	0	0
Other long-term assets	7,813	7,814
Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	0	0
Other long-term assets	$ 0	$ 0

FAIR VALUE MEASUREMENTS AND F41

FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - Schedule of Carrying Amount and Estimated Fair Values of the Financial Instruments (Details) - Level 2 - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Senior Credit Facility | Term Loan Facility | Carrying Amount
Actual and estimated fair values of the financial instruments
Term loan facility	$ 1,175,363	$ 1,342,378
Senior Credit Facility | Term Loan Facility | Fair Value
Actual and estimated fair values of the financial instruments
Term loan facility	1,160,671	1,288,683
1.5% Convertible Senior Notes, Due 2020 | Convertible Senior Notes | Carrying Amount
Actual and estimated fair values of the financial instruments
Term loan facility	232,639	0
1.5% Convertible Senior Notes, Due 2020 | Convertible Senior Notes | Fair Value
Actual and estimated fair values of the financial instruments
Term loan facility	$ 215,458	$ 0

CONTINGENCIES (Details)

CONTINGENCIES (Details)	1 Months Ended			9 Months Ended
	Jan. 31, 2013claim	Feb. 29, 2012action	Oct. 31, 2011claim	Sep. 30, 2015USD ($)managerlawsuit
Commitments and contingencies
Accrual for environmental loss				$ 0
Charles Brewer, California Wage and Break Claims
Commitments and contingencies
Number of claims filed | claim			8
Number of claims certified | claim	1
Elizabeth Naranjo, California Wage and Break Claims
Commitments and contingencies
Number of claims filed | action		8
Number of current and former managers Involved In class action case | manager				900
Product Liability
Commitments and contingencies
Deductible/retention per claim out of total product liability insurance				$ 4,000,000
Aggregate cap on retained loss for deductible/retention per claim out of total product liability insurance				$ 10,000,000
Product Liability | DMAA Claims
Commitments and contingencies
Number of pending lawsuits in which company is named | lawsuit				33

EARNINGS PER SHARE - Schedule o

EARNINGS PER SHARE - Schedule of Weighted Average Number of Shares (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Earnings Per Share [Abstract]
Basic weighted-average shares	83,669	89,814	85,663	91,056
Effect of dilutive stock-based awards	289	419	267	579
Diluted weighted-average shares	83,958	90,233	85,930	91,635

STOCK-BASED COMPENSATION PLAN44

STOCK-BASED COMPENSATION PLANS AND SHARE REPURCHASE PROGRAM (Details) - USD ($) shares in Millions	3 Months Ended		9 Months Ended		13 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Aug. 31, 2015	Aug. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award
Non-cash stock-based compensation expense	$ 1,700,000	$ 1,800,000	$ 4,700,000	$ 5,100,000
Total unrecognized compensation cost related to non-vested stock awards	11,900,000		$ 11,900,000		$ 11,900,000
Weighted average period over which compensation cost is expected to be recognized (in years)			2 years
Authorized repurchase amount, increase in current period (in usd)						$ 500,000,000
Authorized repurchase amount, authorized in prior period (in usd)							$ 500,000,000
Authorized amount of stock to be repurchased (in usd)							$ 1,000,000,000
Stock repurchased during period (in usd)			$ 279,800,000		373,000,000
Remaining authorized repurchase amount (in usd)	627,000,000		$ 627,000,000		627,000,000
Minimum
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)			4 years
Expiration period (in years)			7 years
Maximum
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)			5 years
Expiration period (in years)			10 years
Time-Based Stock Options
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)			4 years
Time-Based Stock Options | Year 1
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			25.00%
Time-Based Stock Options | Year 2
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			25.00%
Time-Based Stock Options | Year 3
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			25.00%
Time-Based Stock Options | Year 4
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			25.00%
Time-Based Restricted Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)			3 years
Time-Based Restricted Stock Awards | Year 1
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			33.30%
Time-Based Restricted Stock Awards | Year 2
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			33.30%
Time-Based Restricted Stock Awards | Year 3
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights (percentage per year)			33.30%
Performance-Based Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)			3 years
Vesting rights percentage			100.00%
Performance-Based Restricted Stock | Minimum
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights percentage			0.00%
Performance-Based Restricted Stock | Maximum
Share-based Compensation Arrangement by Share-based Payment Award
Vesting rights percentage			200.00%
Time Based and Performance Based Compensation Awards
Share-based Compensation Arrangement by Share-based Payment Award
Total unrecognized compensation cost related to non-vested stock awards	$ 11,700,000		$ 11,700,000		$ 11,700,000
2015 Stock Plan
Share-based Compensation Arrangement by Share-based Payment Award
Number of remaining shares available for issue	8.4		8.4		8.4

STOCK-BASED COMPENSATION PLAN45

STOCK-BASED COMPENSATION PLANS AND SHARE REPURCHASE PROGRAM - Schedule of Share-Based Compensation Expense (Details) shares in Thousands	9 Months Ended
	Sep. 30, 2015shares
Share-based Compensation Arrangement by Share-based Payment Award
Total	275
Time-Based Stock Options
Share-based Compensation Arrangement by Share-based Payment Award
Time-based stock options	36
Time-Based Restricted Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award
Time-based restricted stock and performance-based restricted stock awards	138
Performance-Based Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award
Time-based restricted stock and performance-based restricted stock awards	101

SEGMENTS (Details)

SEGMENTS (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)	Sep. 30, 2015USD ($)segment	Sep. 30, 2014USD ($)
Segment Reporting [Abstract]
Number of reportable segments | segment			3
Long-lived asset impairments	$ 28,333	$ 0	$ 28,333	$ 0
Revenue:
Revenue	672,244	656,326	2,021,011	2,005,999
Operating income:
Operating income	82,150	108,725	309,393	351,031
Interest expense, net	13,753	11,781	36,912	34,987
Income before income taxes	68,397	96,944	272,481	316,044
Manufacturing/ Wholesale
Revenue:
Revenue	61,620	61,529	173,377	183,039
Operating Segment
Revenue:
Revenue	739,755	718,573	2,227,760	2,200,861
Operating Segment | Retail
Revenue:
Revenue	485,963	480,691	1,493,275	1,495,197
Operating income:
Operating income	55,435	89,993	244,744	279,862
Operating Segment | Franchise
Revenue:
Revenue	124,661	114,106	354,359	327,763
Operating income:
Operating income	42,031	39,693	122,360	119,693
Operating Segment | Manufacturing/ Wholesale
Revenue:
Revenue	129,131	123,776	380,126	377,901
Operating income:
Operating income	23,466	22,917	66,675	69,359
Intersegment Eliminations
Revenue:
Revenue	(67,511)	(62,247)	(206,749)	(194,862)
Intersegment Eliminations | Manufacturing/ Wholesale
Revenue:
Revenue	(67,511)	(62,247)	(206,749)	(194,862)
Corporate, Non-Segment
Operating income:
Warehousing and distribution costs	(18,139)	(17,277)	(54,419)	(50,258)
Corporate costs	(20,643)	(26,601)	(69,967)	(67,625)
Subtotal unallocated corporate and other costs	$ (38,782)	$ (43,878)	$ (124,386)	$ (117,883)

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Income Tax Disclosure [Abstract]
Income tax expense	$ 22,647	$ 32,630	$ 96,104	$ 111,940
Effective income tax rate (as a percent)	33.10%	33.70%	35.30%	35.40%
Long-lived asset impairments	$ 28,333	$ 0	$ 28,333	$ 0
Tax benefit due to anticipated worthless stock deduction	11,600
Reduction in income tax liability due to expiration of statutes of limitations	3,100
Unrecognized tax benefits that would affect the effective tax rate	7,700		7,700		$ 7,700
Unrecognized tax benefits	11,700		11,700		11,700
Interest and penalties accrued related to unrecognized tax benefits	$ 3,400		$ 3,400		$ 4,200

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details)	Oct. 22, 2015$ / shares
Subsequent Event
Subsequent Event
Dividends declared per share (in dollars per share)	$ 0.18