Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 22, 2018 | Jun. 30, 2017 | |
Document and Entity Information | |||
Entity Registrant Name | GNC HOLDINGS, INC. | ||
Entity Central Index Key | 1,502,034 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Amendment Flag | false | ||
Document Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 600 | ||
Entity Common Stock, Shares Outstanding | 83,662,233 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 64,001 | $ 34,464 |
Receivables, net | 126,650 | 129,178 |
Inventory (Note 3) | 506,858 | 583,212 |
Prepaid and other current assets | 42,320 | 39,400 |
Total current assets | 739,829 | 786,254 |
Long-term assets: | ||
Goodwill (Note 5) | 141,029 | 176,062 |
Brand name (Note 5) | 324,400 | 720,000 |
Other intangible assets, net (Note 5) | 99,715 | 111,229 |
Property, plant and equipment, net (Note 6) | 186,562 | 232,292 |
Deferred income taxes (Note 4) | 1,737 | 78 |
Other long-term assets | 23,289 | 29,927 |
Total long-term assets | 776,732 | 1,269,588 |
Total assets | 1,516,561 | 2,055,842 |
Current liabilities: | ||
Accounts payable | 153,018 | 179,933 |
Current portion of long-term debt (Note 7) | 0 | 12,562 |
Deferred revenue and other current liabilities (Note 8) | 108,672 | 115,171 |
Total current liabilities | 261,690 | 307,666 |
Long-term liabilities: | ||
Long-term debt (Note 7) | 1,297,023 | 1,527,891 |
Deferred income taxes (Note 4) | 64,121 | 259,203 |
Other long-term liabilities | 55,721 | 56,129 |
Total long-term liabilities | 1,416,865 | 1,843,223 |
Total liabilities | 1,678,555 | 2,150,889 |
Commitments and contingencies (Note 11) | ||
Common stock, $0.001 par value, 300,000 shares authorized: | ||
Class A, 129,558 shares issued, 83,567 shares outstanding and 45,991 shares held in treasury at December 31, 2017 and 114,390 shares issued, 68,399 shares outstanding and 45,991 shares held in treasury at December 31, 2016 | 130 | 114 |
Additional paid-in capital | 1,001,315 | 922,687 |
Retained earnings | 567,741 | 716,198 |
Treasury stock, at cost (Note 12) | (1,725,349) | (1,725,349) |
Accumulated other comprehensive loss | (5,831) | (8,697) |
Total stockholders' deficit | (161,994) | (95,047) |
Total liabilities and stockholders' deficit | $ 1,516,561 | $ 2,055,842 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Class A Common Stock | ||
Common stock, shares issued (in shares) | 129,558,000 | 114,390,000 |
Common stock, shares outstanding (in shares) | 83,567,000 | 68,339,000 |
Common stock, shares held in treasury (in shares) | 45,991,000 | 45,991,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenue | $ 2,453,038 | $ 2,540,016 | $ 2,683,298 |
Cost of sales, including warehousing, distribution and occupancy | 1,652,991 | 1,679,897 | 1,698,655 |
Gross profit | 800,047 | 860,119 | 984,643 |
Selling, general, and administrative | 603,561 | 575,218 | 567,296 |
Gains on refranchising | (384) | (19,112) | (7,580) |
Long-lived asset impairments (Note 5) | 457,794 | 476,553 | 28,333 |
Other (income) loss, net | (511) | 407 | 3,487 |
Operating (loss) income | (260,413) | (172,947) | 393,107 |
Interest expense, net (Note 7) | 64,221 | 60,443 | 50,936 |
Gain on convertible debt and debt refinancing costs (Note 7) | (10,996) | 0 | 0 |
(Loss) income before income taxes | (313,638) | (233,390) | 342,171 |
Income tax (benefit) expense (Note 4) | (164,787) | 52,860 | 122,872 |
Net (loss) income | $ (148,851) | $ (286,250) | $ 219,299 |
(Loss) earnings per share (Note 13): | |||
Basic (in USD per share) | $ (2.16) | $ (4.12) | $ 2.61 |
Diluted (in USD per share) | $ (2.16) | $ (4.12) | $ 2.60 |
Weighted average common shares outstanding (Note 13): | |||
Basic (in shares) | 68,789 | 69,409 | 83,927 |
Diluted (in shares) | 68,789 | 69,409 | 84,186 |
Dividends declared per share (in USD per share) | $ 0 | $ 0.80 | $ 0.72 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
Net (loss) income | $ (209,825) | $ 21,463 | $ 15,661 | $ 23,850 | $ (433,447) | $ 32,354 | $ 64,028 | $ 50,815 | $ (148,851) | $ (286,250) | $ 219,299 |
Other comprehensive income (loss): | |||||||||||
Foreign currency translation gain (loss) | 2,866 | 952 | (7,439) | ||||||||
Release of cumulative translation loss to earnings related to substantial liquidation of Discount Supplements | 0 | 0 | 1,619 | ||||||||
Other comprehensive income (loss) | 2,866 | 952 | (5,820) | ||||||||
Comprehensive (loss) income | $ (145,985) | $ (285,298) | $ 213,479 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income |
Beginning Balance (in shares) at Dec. 31, 2014 | 88,335 | |||||
Beginning Balance at Dec. 31, 2014 | $ 756,043 | $ 113 | $ (1,016,381) | $ 877,566 | $ 898,574 | $ (3,829) |
Increase (Decrease) in Stockholders' Equity | ||||||
Comprehensive income (loss) | 213,479 | 219,299 | (5,820) | |||
Purchase of treasury stock (in shares) | (12,414) | |||||
Purchase of treasury stock | (479,799) | (479,799) | ||||
Dividends declared | (59,725) | (59,725) | ||||
Exercise of stock options (in shares) | 80 | |||||
Exercise of stock options | 1,744 | $ 1 | 1,743 | |||
Restricted stock awards (in shares) | 290 | |||||
Restricted stock awards | 0 | 0 | ||||
Minimum tax withholding requirements (in shares) | (15) | |||||
Minimum tax withholding requirements | (574) | (574) | ||||
Excess tax benefit from stock-based compensation | 604 | 604 | ||||
Stock-based compensation | 6,280 | 6,280 | ||||
Exchange of convertible senior notes (Note 7) | 30,509 | 30,509 | ||||
Ending Balance (in shares) at Dec. 31, 2015 | 76,276 | |||||
Ending Balance at Dec. 31, 2015 | 468,561 | $ 114 | (1,496,180) | 916,128 | 1,058,148 | (9,649) |
Increase (Decrease) in Stockholders' Equity | ||||||
Comprehensive income (loss) | (285,298) | (286,250) | 952 | |||
Purchase of treasury stock (in shares) | (7,926) | |||||
Purchase of treasury stock | (229,169) | (229,169) | ||||
Dividends declared | (55,700) | (55,700) | ||||
Exercise of stock options (in shares) | 24 | |||||
Exercise of stock options | 353 | 353 | ||||
Restricted stock awards (in shares) | 74 | |||||
Restricted stock awards | 0 | 0 | ||||
Minimum tax withholding requirements (in shares) | (49) | |||||
Minimum tax withholding requirements | (1,169) | (1,169) | ||||
Excess tax benefit from stock-based compensation | (1,458) | (1,458) | ||||
Stock-based compensation | 8,833 | 8,833 | ||||
Ending Balance (in shares) at Dec. 31, 2016 | 68,399 | |||||
Ending Balance at Dec. 31, 2016 | (95,047) | $ 114 | (1,725,349) | 922,687 | 716,198 | (8,697) |
Increase (Decrease) in Stockholders' Equity | ||||||
Comprehensive income (loss) | (145,985) | (148,851) | 2,866 | |||
Restricted stock awards (in shares) | 574 | |||||
Restricted stock awards | 1 | $ 1 | 0 | |||
Minimum tax withholding requirements (in shares) | (32) | |||||
Minimum tax withholding requirements | (253) | (253) | ||||
Stock-based compensation | 8,359 | 8,359 | ||||
Dividend forfeitures on restricted stock | 394 | 394 | ||||
Exchange of convertible senior notes (in shares) | 14,626 | |||||
Exchange of convertible senior notes (Note 7) | 70,537 | $ 15 | 70,522 | |||
Ending Balance (in shares) at Dec. 31, 2017 | 83,567 | |||||
Ending Balance at Dec. 31, 2017 | $ (161,994) | $ 130 | $ (1,725,349) | $ 1,001,315 | $ 567,741 | $ (5,831) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (148,851) | $ (286,250) | $ 219,299 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization expense | 56,809 | 60,038 | 57,237 |
Amortization of debt costs | 13,160 | 12,698 | 6,421 |
Stock-based compensation | 8,359 | 8,833 | 6,280 |
Long-lived asset impairments | 457,794 | 476,553 | 28,333 |
Gains on refranchising | (384) | (19,112) | (7,580) |
Gain on convertible debt exchange and debt financing costs | (10,996) | 0 | 0 |
Deferred income tax (benefit) expense | (196,586) | (31,026) | 450 |
Changes in assets and liabilities: | |||
(Increase) decrease in receivables | (448) | 11,053 | 422 |
Decrease (increase) in inventory | 72,070 | (33,496) | 5,381 |
(Increase) decrease in prepaid and other current assets | (4,498) | (11,955) | 776 |
(Decrease) increase in accounts payable | (23,960) | 26,980 | 22,375 |
(Decrease) increase in deferred revenue and accrued liabilities | (6,712) | (8,282) | 9,841 |
Other operating activities | 4,751 | 2,164 | 5,298 |
Net cash provided by operating activities | 220,508 | 208,198 | 354,533 |
Cash flows from investing activities: | |||
Capital expenditures | (32,123) | (59,579) | (45,827) |
Refranchising proceeds | 3,983 | 39,177 | 3,374 |
Store acquisition costs | (1,989) | (2,018) | (3,196) |
Proceeds from the sale of Lucky Vitamin | 6,367 | 0 | 0 |
Net cash used in investing activities | (23,762) | (22,420) | (45,649) |
Cash flows from financing activities: | |||
Borrowings under Revolving Credit Facility | 317,500 | 234,500 | 43,000 |
Payments on Revolving Credit Facility | (444,500) | (150,500) | 0 |
Payments on Term Loan Facility | (40,853) | (4,550) | (169,060) |
Proceeds from issuance of convertible senior notes | 0 | 0 | 287,500 |
Debt issuance costs | 0 | (1,827) | (8,225) |
Proceeds from exercise of stock options | 0 | 353 | 1,743 |
Gross excess tax benefits from stock-based compensation | 0 | 162 | 604 |
Minimum tax withholding requirements | (253) | (1,169) | (574) |
Cash paid for treasury stock | 0 | (229,169) | (479,799) |
Dividends paid to shareholders | 0 | (55,336) | (59,647) |
Net cash used in financing activities | (168,106) | (207,536) | (384,458) |
Effect of exchange rate changes on cash and cash equivalents | 897 | (240) | (1,798) |
Net increase (decrease) in cash and cash equivalents | 29,537 | (21,998) | (77,372) |
Beginning balance, cash and cash equivalents | 34,464 | 56,462 | 133,834 |
Ending balance, cash and cash equivalents | 64,001 | 34,464 | 56,462 |
Cash paid during the period for: | |||
Income taxes | 35,476 | 93,216 | 121,006 |
Interest | 51,205 | 47,597 | 42,911 |
Non-cash Investing and Financing Items | |||
Capital expenditures in current liabilities | 1,683 | 7,556 | 6,018 |
Issuance of shares associated with exchange of convertible senior notes | $ 71,670 | $ 0 | $ 0 |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2017 | |
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 protein, performance supplements, weight management supplements, vitamins, herbs and greens, wellness supplements, health and beauty, food and drink and other general merchandise. 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 reportable segments, which effective in the second quarter of 2016 include U.S. and Canada, International, and Manufacturing / Wholesale (refer to Note 16, "Segments" for more information). Corporate retail store operations are located in the United States, Canada, Puerto Rico, China and Ireland. In addition, the Company offers products on the internet through GNC.com, third-party websites, and prior to the sale of its assets on September 30, 2017, LuckyVitamin.com (see Note 5, "Goodwill and Intangible Assets" for more information). The Company also offered product on the internet through A1 Sports Limited d/b/a Discount Supplements (“Discount Supplements”) up to and including December 31, 2015 when the assets of Discount Supplements were sold and operations were ceased. Franchise locations exist in the United States and approximately 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 approximately half of its branded products and 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 AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying Consolidated Financial Statements and Footnotes have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("GAAP") and with the instructions to Form 10-K and Regulation S-X. The Company's annual reporting period is based on a calendar year. Summary of Significant Accounting Policies Principles of Consolidation. The Consolidated Financial Statements include the accounts of Holdings and all of its subsidiaries. All intercompany transactions have been eliminated in consolidation. Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases these estimates on assumptions that it believes to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. Cash and Cash Equivalents. The Company considers cash and cash equivalents to include all cash and liquid deposits and investments with an original maturity of three months or less. Payments due from banks for third-party credit and debit cards generally process within 24 to 72 hours, and are classified as cash equivalents. Receivables, net. The Company extends credit terms for sales of product to its franchisees, wholesale partners and contract manufacturing customers. Receivables consist principally of unpaid invoices for product sales, franchisee royalties and sublease payments. The Company also has notes receivables with certain of its franchisees that were $ 6.8 million and $ 12.1 million at December 31, 2017 and 2016 , respectively, and are primarily recorded within other long-term assets on the Consolidated Balance Sheets. As of the first quarter of 2016, the Company discontinued offering franchisees loans. Franchisees secure financing from lending institutions, which include but are not limited to the small business administration and national banks with franchise programs. These loans generally require the Company to subordinate its first lien position on inventory and furniture and fixtures at predetermined amounts. The Company monitors the financial condition of its customers and establishes an allowance for doubtful accounts for balances estimated to be uncollectible. In addition to considering the aging of receivable balances and assessing the financial condition, the Company considers collateral including inventory and fixed assets for domestic franchisees and letters of credit for international franchisees. The allowance for doubtful accounts was $3.9 million and $4.6 million at December 31, 2017 and 2016 , respectively. Inventory. Inventory components consist of raw materials, work-in-process, finished product and packaging supplies. Inventories are stated at the lower of cost or net realizable value on a first in/first out basis ("FIFO"). Inventory includes costs associated with distribution and transportation, as well as manufacturing overhead, which are capitalized and expensed as merchandise is sold. Inventory is recorded net of obsolescence, shrinkage and vendor allowances for product costs. The Company regularly reviews its inventory levels in order to identify slow moving and short dated products, using factors such as amount of inventory on hand, remaining shelf life, current and expected market conditions, historical trends and the likelihood of recovering the inventory costs based on anticipated demand. Property, Plant and Equipment. Property, plant and equipment expenditures are recorded at cost. Depreciation and amortization are recognized using the straight-line method over the estimated useful life of the assets. The estimated useful lives are as follows: Building 30 yrs Machinery and equipment 3-10 yrs Building and leasehold improvements 3-15 yrs Furniture and fixtures 5-8 yrs Software 3-5 yrs Building improvements are depreciated over their estimated useful life or the remaining useful life of the related building, whichever period is shorter. Improvements to leased premises are depreciated over the estimated useful life of the improvements or the related leases including renewals that are reasonably assured, whichever period is shorter. Expenditures that materially increase the value or clearly extend the useful life of property, plant and equipment are capitalized while repair and maintenance costs incurred in the normal course of operations are expensed as incurred. Goodwill and Indefinite-Lived Intangible Asset. The Company was acquired by Ares Corporate Opportunities Fund II L.P. and Ontario Teachers’ Pension Plan Board in March 2007 and subsequently completed an initial public offering in 2011 of its common stock. In connection with this acquisition, the Company recorded approximately $ 600 million of goodwill and a $ 720 million indefinite-lived intangible asset related to its brand name. Goodwill is allocated to the Company's reporting units, which are at or below the level of an operating segment as defined by Accounting Standards Codification ("ASC") 280 "Segment Reporting." The Company formally evaluates the carrying amount of goodwill for each of its reporting units in the fourth quarter. In addition, the Company performs an evaluation on an interim basis if it determines that recent events or prevailing conditions indicate a potential impairment of goodwill. A significant amount of judgment is involved in determining whether an indicator of impairment has occurred between annual impairment tests. These indicators include, but are not limited to, overall financial performance such as adverse changes in recent forecasts of operating results, industry and market considerations, a sustained decrease in the share price of the Company's common stock, updated business plans and regulatory and legal developments. In connection with the adoption of Accounting Standards Update ("ASU") 2017-04 as explained below, if the carrying value of a reporting unit exceeds its fair value, an impairment charge is recorded for the difference as an operating expense in the period incurred. The Company's indefinite-lived intangible brand asset is also evaluated annually in the fourth quarter for impairment and on an interim basis if events or changes in circumstances between annual tests indicate that the asset might be impaired. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to the difference. Refer to Note 5, "Goodwill and Intangible Assets" for a description of impairment charges recorded. Impairment of Definite-Long-lived Assets. The Company evaluates whether the carrying values of property, plant and equipment and definite-lived intangible assets have been impaired whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable based on estimated undiscounted future cash flows. Factors that may trigger an impairment review include significant changes in the intended use of assets, significant negative industry or economic trends, underperforming stores and anticipated store closings. If it is determined that the carrying value of the applicable asset group is not recoverable, an impairment loss is recognized for the amount the carrying value of the long-lived asset exceeds its estimated fair value. Refer to Note 6, "Property, Plant and Equipment, Net" for a description of impairment charges recorded. Revenue Recognition. Within the U.S. and Canada segment, retail sales in company-owned stores are recognized at the point of sale, net of sales tax. Revenue related to e-commerce sales is recognized upon delivery to customers and includes shipping charges. A provision for anticipated returns is recorded through a reduction of sales and cost of sales (for product that can be resold or returned to vendors) in the period that the related sales are recorded. Revenue is deferred on sales of the Company's Gold Cards and subsequently recognized over the one year membership period. The Gold Card Member Pricing program which provided members product discounts was discontinued in all domestic company-owned and franchise stores on December 28, 2016 in connection with the introduction of the One New GNC. As a part of this launch, the Company provided former Gold Card customers that were within the membership period of generally one year with a coupon which was equivalent to a reimbursement of the unexpired portion of their Gold Card membership fee. As of December 31, 2016, the Company had $ 24.4 million of deferred Gold Card revenue which was recognized in the first quarter of 2017 over the coupon redemption period which expired in March 2017, net of $1.4 million of applicable redemptions. Effective with the launch of the One New GNC on December 29, 2016, the Company introduced myGNC Rewards, a free points-based loyalty program system-wide in the U.S. The program enables customers to earn points based on their purchases. Points earned by members are valid for one year and may be redeemed for cash discounts on any product the Company sells at both company-owned or franchise locations. The Company defers the estimated standalone selling price of points related to this program as a reduction to revenue as points are earned by allocating a portion of the transaction price the customer pays to a loyalty program liability within deferred revenue and other current liabilities on the Consolidated Balance Sheet. The estimated selling price of each point is based on the estimated value of product for which the point is expected to be redeemed, net of points not expected to be redeemed, based on historical redemption. When a customer redeems earned points, revenue is recognized with a corresponding reduction to the program liability. Also effective with the launch of the One New GNC, the Company began offering a paid membership program, PRO Access, for $ 39.99 per year, which provides members with the delivery of sample boxes throughout the membership year, as well as the offering of certain other benefits including the opportunity to earn triple points on a periodic basis. The boxes include sample merchandise and other materials. The Company defers the membership price paid within deferred revenue and other current liabilities on the Consolidated Balance Sheet and recognizes revenue as the underlying performance obligations are satisfied. Revenue from gift cards is recognized when the gift card is redeemed. Gift cards do not have expiration dates and are not required to be escheated to government authorities. Utilizing historical redemption rates, the Company recognizes revenue for amounts not expected to be redeemed proportionately as other gift card balances are redeemed. Revenues from domestic and international franchisees include product sales, royalties and franchise fees and are recorded within the U.S. and Canada segment for domestic franchisees and the International segment for international franchisees. The Company's franchisees purchase a significant amount of the products they sell in their retail stores from the Company at wholesale prices. Revenue on product sales to franchisees is recognized when risk of loss, title and insurable risks have transferred to the franchisee, net of estimated returns and allowances. Franchise fees are paid in advance, deferred and recognized by the Company at the time of a franchise store opening. Franchise royalties are recognized as a percentage of the franchisees' retail sales in the period the franchisees' sales occur. The Manufacturing / Wholesale segment sells product to the Company's other segments, which is eliminated in consolidation, and third-party customers. Revenue is recognized when risk of loss, title and insurable risks have transferred to the customer, net of estimated returns and allowances. Refer to "Revenue Recognition Update" below for the impact of ASU 2014-09 on the Company effective in the first quarter of 2018. Cost of Sales. The Company purchases products directly from third-party vendors and manufactures its own products. Cost of sales includes product costs, vendor allowances, inventory obsolescence, shrinkage, manufacturing overhead, warehousing, distribution, shipping and store occupancy costs. Store occupancy costs include rent, common area maintenance charges, real estate and other asset-based taxes, general maintenance, utilities, depreciation, lease incentives and certain insurance expenses. Vendor Allowances. The Company receives allowances/credits from various vendors based on either sales or purchase volumes, right of return for expired product and non-saleable customer returns, and cooperative advertising. As the right of offset exists under these arrangements, credit earned under these arrangements are recorded as a reduction in the vendors' accounts payable balances on the Consolidated Balance Sheet and represent the estimated amounts due to the Company under the provisions of such contracts. Amounts expected to be received from vendors relating to the purchase of merchandise inventories are recognized as a reduction to cost of sales as the merchandise is sold. Amounts that represent a reimbursement of costs incurred, such as advertising, are recorded as a reduction to the related expense in the period that the expense is incurred. The Company recorded a reduction to cost of sales of $ 86.7 million , $94.9 million and $98.7 million for the years ended December 31, 2017 , 2016 and 2015 , respectively, for vendor allowances associated with the purchase and sale of merchandise. Research and Development. Research and development costs arising from internally generated projects are expensed as incurred. The Company recognized approximately $6 million to $8 million in each of the years ended December 31, 2017 , 2016 and 2015 relating to research and development. Advertising Expenditures. The Company recognizes the costs of advertising, promotion and marketing programs the first time the communication takes place. The Company administers national advertising funds on behalf of its franchisees. In accordance with the franchisee contracts, the Company collects advertising fees from the franchisees and utilizes the proceeds to coordinate various advertising and marketing campaigns. The Company recognized advertising expense of $89.2 million , $74.1 million and $69.5 million for the years ended December 31, 2017 , 2016 and 2015 , respectively, net of $15.3 million , $15.7 million and $16.0 million received from the Company's franchisees. Leases. The Company has various operating leases for company-owned and franchise store locations, distribution centers, and equipment generally with an initial term of five years, which may include renewal options for varying terms thereafter. Leases for franchise store locations are subleased to franchisees. The Company is the primary lessee for the majority of the franchise store locations and makes rental payments to the landlord directly, and then bills the franchisee for reimbursement. The Company records rental income received from franchisees as revenue. If a franchisee defaults on its sublease, the Company has in the past converted, any such franchise store into a company-owned store and fulfilled the remaining lease obligation. Leases generally include amounts relating to base rent, percent rent and other charges such as common area maintenance and real estate taxes. Periodically, the Company receives varying amounts of reimbursements from landlords to compensate the Company for costs incurred in the construction of stores. These reimbursements are recorded as deferred rent within other long-term liabilities on the Consolidated Balance Sheet and are amortized as a reduction to rent expense over the life of the related lease. The expenditures made by the Company are recorded as an increase to leasehold improvements within property, plant and equipment, net. Many of the Company’s lease agreements contain escalation clauses under which, if fixed and determinable, rent expense and rent income is recognized on a straight-line basis over the lives of the leases, including renewal periods that are reasonably assured. Certain of the Company's leases also contain clauses for rent to be paid as a percentage of sales, which are based on a percentage of retail sales or a percentage of retail sales in excess of stipulated amounts (contingent rent). Contingent rent is recorded as rent expense when attainment of the target is considered probable and is recognized in proportion to the retail sales contributing to the achievement of the target. Contingencies. 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 both of the conditions above are not met, disclosure is made when there is at least a reasonable possibility that a loss contingency has been incurred. As facts concerning contingencies evolve and become known, management reassesses the likelihood of a probable loss and makes appropriate adjustments to its financial statements. Pre-Opening Expenditures. The Company recognizes the cost associated with the opening of new stores, which consist primarily of rent, marketing, payroll and recruiting costs, as incurred. Income Taxes . The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities result from (i) the future tax impact of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and (ii) differences between the recorded value of assets acquired in business combinations accounted for as purchases for financial reporting purposes and their corresponding tax bases. Deferred income tax assets are reduced by a valuation allowance if it is more likely than not that some portion of the deferred income tax asset will not be realized. The Company recognizes the tax benefit from an uncertain tax position only if it is at least more likely than not that the tax position will be sustained upon examination by the taxing authorities based on the technical merits of the position. The amount of the tax benefit that is recognized is measured as the largest amount of benefit that is more likely than not to be realized upon effective settlement. The Company classifies interest and penalties accrued in connection with unrecognized tax benefits as income tax expense in its Consolidated Statements of Operations. Refer to Note 4, "Income Taxes," for more information. Self-Insurance. T he Company is self-insured for certain losses related to health insurance, workers' compensation and general liability insurance and maintains stop-loss coverage with third-party insurers to limit its liability exposure. Liabilities associated with these losses are estimated by considering historical claims experience, estimated lag time to report and pay claims, average cost per claim and other actuarial factors. Effective January 1, 2018, the Company is now fully insured. Stock-Based Compensation. The Company utilizes the Black-Scholes model to calculate the fair value of time-based stock option awards. The Company utilizes a Monte Carlo simulation for its performance awards with a market condition, which requires various inputs and assumptions, including the Company's own stock price. The grant-date fair value of all other stock-based compensation, including time-based and performance-based restricted stock awards, is based on the closing price for a share of the Company's common stock on the New York Stock Exchange (the "NYSE") on the grant date. Compensation expense for time-based stock options and restricted stock awards is recognized over the applicable vesting period, net of expected forfeitures. Compensation expense for performance-based shares with a market condition is recognized over the applicable vesting period, net of expected forfeitures, regardless of whether the market condition is achieved. Compensation expense related to the performance-based awards is recognized over the applicable vesting period, net of expected forfeitures, and adjusted as necessary to reflect changes in the probability that the vesting criteria will be achieved. The Company regularly reviews the probability of achieving the performance condition on these awards. Refer to Note 14, "Stock-Based Compensation" for more information. Earnings Per Share. Basic earnings per share ("EPS") is computed by dividing net income by the weighted average number of shares of common stock outstanding for the period. The Company uses the treasury stock method to compute diluted EPS for its stock-based compensation to the extent that awards with performance and market conditions are probable of being achieved and stock options are in-the-money, which assumes that outstanding stock awards were converted into common stock, and the resulting proceeds (which includes unrecognized compensation expense for all awards and the exercise price associated with stock options) were used to acquire shares of common stock at the average market price during the reporting period. Refer to Note 13, "Earnings Per Share" for information on the Company's underlying shares of its convertible debt in the computation of EPS. Foreign Currency. For all active foreign operations, the functional currency is generally the local currency. Assets and liabilities of foreign operations are translated into the Company's reporting currency, the U.S. dollar, using period-end exchange rates, while income and expenses are translated using the average exchange rates for the reporting period. Translation gains and losses are recorded as part of accumulated other comprehensive loss on the Consolidated Balance Sheet. The Company has intercompany balances with its foreign entities that are routinely settled primarily relating to product sales and management fees. Gains or losses resulting from these foreign currency transactions are included in the Consolidated Statements of Operations and were not material in the fiscal years ended December 31, 2017 , 2016 and 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 year ended December 31, 2015. Consequently, the Company corrected the error in the first quarter of 2015 by increasing SG&A expense on the Consolidated Statement of Operations 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 year ended December 31, 2015. This correction had no impact on cash flows in 2015. Other (Income) Loss, Net Other (income) loss, net, in the year ended December 31, 2017 includes $1.2 million of foreign currency gains and $1.0 million related to insurance and lease settlements, partially offset by a $1.7 million loss attributed to the sale of substantially all of the assets of the Lucky Vitamin e-commerce business. The year ended December 31, 2016 includes $ 0.4 million of foreign currency losses. The year ended December 31, 2015 includes a loss of $ 2.7 million attributable to the closure and related asset sale of Discount Supplements and $0.8 million of foreign currency losses. Recently Adopted Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (the "FASB") issued ASU 2017-04, which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, an entity will recognize an impairment charge for the amount by which the carrying value exceeds the fair value. This standard is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company has adopted this ASU in the second quarter of 2017. Refer to Note 5, "Goodwill and Intangible Assets" for a description of the goodwill impairment charges recorded in 2017. In March 2016, the FASB issued ASU 2016-09, which includes multiple provisions intended to simplify various aspects of accounting and reporting for share-based payments. The difference between the deduction for tax purposes and the compensation cost of a share-based payment award results in either an excess tax benefit or deficiency. Formerly, these excess tax benefits were recognized in additional paid-in capital and tax deficiencies (to the extent there were previous tax benefits) were recognized as an offset to accumulated excess tax benefits. If no previous tax benefit existed, the deficiencies were recognized in the income statement as an increase to income tax expense. The changes require all excess tax benefits and tax deficiencies related to share-based payments be recognized as income tax expense or benefit in the income statement. Gross excess tax benefits in the cash flow statement have also changed from the prior presentation as a financing activity to being classified as an operating activity. Lastly, excess tax benefits are no longer included in the assumed proceeds of the diluted EPS calculation, which results in stock-based awards being more dilutive. This standard is effective prospectively for annual reporting periods, and interim periods therein, beginning after December 15, 2016. The Company has adopted this ASU in the first quarter of 2017, which did not have a material impact to the Consolidated Financial Statements. In November 2015, the FASB issued ASU 2015-17, which requires an entity to classify deferred tax assets and liabilities as noncurrent on the balance sheet. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. The Company has adopted this ASU during the first quarter of fiscal 2017, with retrospective application. The Company reclassified $12.9 million of current deferred income tax assets formerly presented within total current assets as a $12.8 million reduction to deferred income taxes presented within total long-term liabilities and a $0.1 million increase to other long-term assets at December 31, 2016 on the Consolidated Balance Sheet to conform to the current year presentation. In July 2015, the FASB issued ASU 2015-11, which requires an entity that determines the cost of inventory by methods other than last-in, first-out and the retail inventory method to measure inventory at the lower of cost and net realizable value. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. Accordingly, the Company has adopted this ASU in the first quarter of 2017, which did not have a material effect on the Company’s Consolidated Financial Statements. Recently Issued Accounting Pronouncements In May 2017, the FASB issued ASU 2017-09, which amends the scope of modification accounting for share-based payment arrangements. This standard states that an entity should account for the effects of a modification unless all of the following are met: 1) The fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified (if the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification); 2) The vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and 3) The classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The standard is effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Company does not expect the impact of the new standard to have a material impact on the Consolidated Financial Statements. In August 2016, the FASB issued ASU 2016-15, which addresses changes to the classification of certain cash receipts and cash payments within the statement of cash flows in order to address diversity in practice. In November 2016, the FASB issued ASU 2016-18, which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. Both standards are effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company does not expect the impact of the new standard to have a material impact on the Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, which requires lessees to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments for all leases with a term greater than 12 months. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2018 and is required to be applied using a modified retrospective approach for all leases existing at, or entered into after, the beginning of the earliest comparative period presented. The Company has a significant number of leases, and as a result, expects this guidance to have a material impact on its Consolidated Balance Sheet, which is currently being evaluated. Revenue Recognition Update 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 annual reporting periods, and interim periods therein, beginning after December 15, 2017. The standard may be applied retrospectively to each prior period presented (full retrospective method) or retrospectively with the cumulative effect recognized as of the date of adoption (modified retrospective method). The Company intends on applying the full retrospective method upon adoption in the first quarter of 2018. The new standard will not impact recognition of point-of-sale revenue in company-owned stores, most wholesale sales, royalties and sublease revenue, together which account for approximately 90% of the Company’s revenue. The new standard will have no impact on the timing or classification of the Company’s cash flows as reported in the Consolidated Statement of Cash Flows and is not expected to have a significant impact on the Company’s Consolidated Statement of Operations. The Company will record a reduction to opening retained earnings, net of tax, at December 31, 2015 of approximately $20 million to $25 million primarily relating to deferred franchise fees. Below is a description of expected changes resulting from the new standard. Franchise fees. The Company's current accounting policy for franchise fees and license fees received for new store openings and renewals is to recognize these fees when earned per the contract terms, which is when a new store opens or at the start of a new term. In accordance w |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY The net realizable value of inventory consisted of the following: December 31, 2017 2016 (in thousands) Finished product ready for sale (*) $ 435,216 $ 509,209 Work-in-process, bulk product and raw materials (*) 66,592 67,275 Packaging supplies 5,050 6,728 Inventory $ 506,858 $ 583,212 (*) The December 31, 2016 balances have been revised for an $18.0 million correction in the classification of certain amounts between finished product ready for sale and work-in-process, bulk product and raw materials. The correction had no impact on total inventory. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES (Loss) income before income taxes consisted of the following components: Year ended December 31, 2017 2016 2015 (in thousands) Domestic $ (301,948 ) $ (212,095 ) $ 365,362 Foreign (11,690 ) (21,295 ) (23,191 ) (Loss) income before income taxes $ (313,638 ) $ (233,390 ) $ 342,171 Income tax (benefit) expense consisted of the following components: Year ended December 31, 2017 2016 2015 (in thousands) Current: Federal $ 23,965 $ 67,326 $ 104,711 State 4,458 9,928 13,414 Foreign 3,376 6,632 4,297 Total current income tax expense 31,799 83,886 122,422 Deferred: Federal (182,217 ) (32,397 ) 3,193 State (13,773 ) (1,110 ) (1,412 ) Foreign (596 ) 2,481 (1,331 ) Total deferred income tax (benefit) expense (196,586 ) (31,026 ) 450 Total income tax (benefit) expense $ (164,787 ) $ 52,860 $ 122,872 Income tax (benefit) expense reflected in the accompanying Consolidated Statements of Operations varies from the amounts that would have been provided by applying the United States federal statutory income tax rate of 35% to (loss) income before income taxes as shown below: Year ended December 31, 2017 2016 2015 (in thousands) U.S. federal statutory income tax $ (109,773 ) $ (81,686 ) $ 119,760 Increase (reduction) resulting from: State income tax, net of federal tax benefit (6,678 ) 6,316 11,976 Nondeductible goodwill 6,219 132,800 — Brand name impairment 50,957 — — Exchange of convertible senior notes (9,526 ) — — Other permanent differences 2,513 633 1,369 International operations, net of foreign tax credits (1,087 ) 3,454 13,035 Worthless stock tax benefit — — (11,634 ) Federal tax credits and income deductions (2,698 ) (6,030 ) (8,554 ) Tax impact of uncertain tax positions and other (4,224 ) (2,627 ) (3,080 ) Impact of 2017 Tax Act (90,490 ) — — Income tax (benefit) expense $ (164,787 ) $ 52,860 $ 122,872 On December 22, 2017, tax reform legislation known as The Tax Cuts and Jobs Act of 2017 (“2017 Tax Act”) was enacted. The 2017 Tax Act made significant changes to the Internal Revenue Code, including a reduction in the corporate tax rate from 35% to 21%, which is effective for tax years beginning after December 31, 2017. The Company has calculated the impact of the 2017 Tax Act as part of the year end income tax provision. The Company has recorded a non-cash income tax benefit of $90.5 million in 2017, related to the remeasurement of its deferred tax assets and liabilities to reflect the effects of these temporary differences at enacted tax rates expected to be in effect when taxes are actually paid or recovered. On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the 2017 Tax Act. The accompanying Consolidated Financial Statements include an immaterial provisional tax impact related to deemed repatriated earnings. The ultimate impact may differ from these provisional amounts, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made and additional regulatory guidance that may be issued. Any subsequent adjustment will be recorded to current tax expense in the quarter of 2018 when the analysis is complete. The adjustment explained above related to the 2017 Tax Act was recorded prior to long-lived asset impairment charges primarily related to the Company's indefinite-lived brand asset explained in Note 5, "Goodwill and Intangible Assets." The reduction to the applicable deferred tax liability associated with the indefinite-lived intangible asset impaired utilized the updated statutory rate associated with the 2017 Tax Act resulting in a reconciling item in the table above, which begins with the 35% statutory rate enacted in the year ended December 31, 2017. In addition, the effective tax rates in 2017 and 2016 were significantly impacted by goodwill impairment charges totaling $24.3 million and $ 471.1 million , respectively, the majority of which is not deductible for income tax purposes. Deferred tax assets and liabilities consisted of the following at December 31: 2017 2016 Assets Liabilities Net Assets Liabilities Net (in thousands) Deferred tax assets (liabilities): Operating reserves $ 6,213 $ — $ 6,213 $ 9,774 $ — $ 9,774 Deferred revenue 1,897 — 1,897 4,439 — 4,439 Prepaid expenses — (3,873 ) (3,873 ) — (4,556 ) (4,556 ) Intangible assets — (102,602 ) (102,602 ) — (300,253 ) (300,253 ) Fixed assets 15,420 — 15,420 16,006 — 16,006 Stock-based compensation 4,586 — 4,586 4,597 — 4,597 Net operating loss and credit carryforwards 28,244 — 28,244 26,628 — 26,628 Long-term rent liabilities 6,946 — 6,946 8,604 — 8,604 Convertible senior notes — (5,755 ) (5,755 ) — (12,581 ) (12,581 ) Other 4,018 — 4,018 9,541 — 9,541 Valuation allowance (17,478 ) — (17,478 ) (21,324 ) — (21,324 ) Total net deferred taxes $ 49,846 $ (112,230 ) $ (62,384 ) $ 58,265 $ (317,390 ) $ (259,125 ) At December 31, 2017 and 2016 , the Company had deferred tax assets relating to foreign and state NOLs with lives ranging from 5 to 20 years. As of December 31, 2017 and 2016 , a valuation allowance was provided for certain NOLs, as the Company currently believes that these NOLs may not be realizable prior to their expiration. In 2017, the Company reduced its valuation allowance by $3.8 million . During 2016 and 2015, the Company increased its valuation allowance by $4.4 million and $2.3 million , respectively. The valuation allowance was adjusted in 2017 based on a change in circumstances, including anticipated future earnings, which caused a change in judgment about the realizability of certain deferred tax assets related to NOLs. The Company does not have any material undistributed earnings of international subsidiaries at December 31, 2017 as these subsidiaries are considered to be branches for United States tax purposes, to have incurred cumulative NOLs, or to have only minimal undistributed earnings. GNC Holdings, Inc. files a consolidated 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 and its subsidiaries operate. The statutes of limitation for the Company’s U.S. federal income tax returns are closed for years through 2013. The Company has various state and local jurisdiction tax years open to possible examination (the earliest open period is generally 2011), and the Company also has certain state and local tax filings currently under audit. A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding penalties and interest, is as follows: December 31, 2017 2016 2015 (in thousands) Balance of unrecognized tax benefits at beginning of period $ 6,456 $ 7,282 $ 11,652 Additions for tax positions taken during current period 748 289 1,345 Additions for tax positions taken during prior periods 192 1,031 543 Reductions for tax positions taken during prior periods (675 ) (1,378 ) (6,258 ) Settlements (947 ) (768 ) — Balance of unrecognized tax benefits at end of period $ 5,774 $ 6,456 $ 7,282 The Company's liability for uncertain tax positions, excluding penalties and interest, decreased by $ 0.7 million during the current year due in part to the expiration of certain statutes of limitation with respect to the 2013 fiscal year and the payment of settlements to satisfy open audits. As of December 31, 2017 , the Company is not aware of any positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the next 12 months. Accrued interest and penalties were $ 2.0 million and $1.9 million at December 31, 2017 and 2016 , respectively. At December 31, 2017 , the amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $7.8 million , including the impact of accrued interest and penalties. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, the Company believes that its unrecognized tax benefits reflect the most likely outcome. The Company adjusts these unrecognized tax benefits, as well as the related interest, in light of changing facts and circumstances. Settlement of any particular position could require the use of cash. Favorable resolution would be recognized as a reduction to the effective income tax rate in the period of resolution. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | GOODWILL AND INTANGIBLE ASSETS Impairment Charges Based on the decline in the Company's share price of over 50% in the fourth quarter of 2017 and the previous challenges associated with the Company’s efforts to refinance its long-term debt, management concluded a triggering event occurred in the fourth quarter requiring an impairment test of its indefinite-lived intangible brand name asset and the goodwill of all reporting units. The Company recorded the following impairment charges. Refer to Note 6, "Property, Plant and Equipment, Net" for more information on the property and equipment charges. Year ended December 31, 2017 2016 2015 (in thousands) Brand name $ 395,600 $ — $ — Goodwill 24,283 471,132 — Property and equipment 18,555 5,421 — Lucky Vitamin (*) 19,356 — — Discount Supplements (*) — — 28,333 Total long-lived asset impairment charges $ 457,794 $ 476,553 $ 28,333 (*) Includes goodwill, intangible assets and property and equipment as explained below. Brand Name Management performed an impairment test for its $720.0 million indefinite-lived brand intangible asset, and concluded that the estimated fair value under the relief from royalty method (income approach) was less than its carrying value, which resulted in an impairment charge of $395.6 million . The brand name impairment test was performed in totality as it represents a single unit of account and the charge was allocated to the U.S. and Canada and International segments for $394.0 million and $1.6 million , respectively. Key assumptions included in the estimation of the fair value include, but are not limited to, the following: • Future cash flow assumptions - Future cash flow assumptions include retail sales from the Company’s corporate stores and GNC.com, as well as retail sales from domestic and international franchisees. Retail sales were based on organic growth and were derived from historical experience and assumptions regarding future growth. The Company's analysis incorporated an assumed period of cash flows of 10 years with a terminal value. • Royalty rate - The royalty rate used considers external market evidence and internal financial metrics. Based on a review of market based royalty rates coupled with a review of available returns after the consideration of property, plant and equipment, working capital and other intangible assets, the royalty rate utilized in the impairment test decreased relative to the impairment test performed at December 31, 2016. • Discount rate - The discount rate was based on the measure used in the goodwill impairment test described below adjusted for the risk associated with the specific brand name asset. The discount rate used in the analysis was 18.5% . Goodwill The Domestic Stores and Canada reporting units have no remaining goodwill balance after prior year impairment charges. The results of the goodwill impairment test performed in the fourth quarter of 2017 indicated no impairment for the GNC.com, International Franchise, Manufacturing and The Health Store reporting units. However, the Wholesale reporting unit had a fair value below its carrying value, which resulted in a $24.3 million goodwill impairment charge for the difference, which was recorded within the Manufacturing / Wholesale segment. The goodwill impairment test performed in the fourth quarter of 2017 satisfies the Company's annual testing requirement. The results of the impairment testing indicated that the Manufacturing and The Health Store reporting units, which have goodwill balances of $61.5 million and $5.9 million , respectively, had fair values that exceeded their carrying values by less than 15% . In addition, in connection with the adoption of ASU 2017-04, the fair value of the Wholesale reporting unit approximates its carrying value after giving consideration to the current period impairment charges recorded. Any future reductions to the fair value of this reporting unit would result in an additional impairment charge. If actual market conditions are less favorable than those projected, or if events occur or circumstances change that would reduce the fair values of the Wholesale, Manufacturing and The Health Store reporting units below their respective carrying values, management may be required to conduct an interim test and possibly recognize additional impairment charges in future periods. The Company estimated the fair values of its reporting units in the fourth quarter of 2017 using a discounted cash flow method (income approach) weighted 50% and a guideline company method (market approach) weighted 50% . The key assumptions used under the income approach were, but not limited to, the following: • Future cash flow assumptions - The Company's projections for its reporting units were based on organic growth and were derived from historical experience and assumptions regarding future growth and profitability trends. The Company's analysis incorporated an assumed period of cash flows of 8 years with a terminal value. • Discount rate - The discount rate was based on an estimated weighted average cost of capital ("WACC") for each reporting unit. 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 developed its cost of equity estimate based on perceived risks and predictability of future cash flows. The WACC used to estimate the fair values of the Company's reporting units was generally within a range of 17.0% to 18.0% . Any difference between the WACC among reporting units is primarily due to the precision with which management expects to be able to predict the future cash flows of each reporting unit. The guideline company method involves analyzing transaction and financial data of publicly-traded companies to develop multiples, which are adjusted to account for differences in growth prospects and risk profiles of the reporting unit and the comparable. Lucky Vitamin During the second quarter of 2017, in order for the Company to focus on strategic changes around the One New GNC, the Company considered strategic alternatives for the Lucky Vitamin e-commerce business, which was considered a triggering event requiring an interim goodwill impairment review of the Lucky Vitamin reporting unit as of June 30, 2017. As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2016, the estimated fair value for the Lucky Vitamin reporting unit exceeded its carrying value by less than 20% as of December 31, 2016. The Company estimated the fair value of the Lucky Vitamin reporting unit using a discounted cash flow method (income approach) and a guideline company method (market approach), each of which took into account the expectations regarding the potential strategic alternatives for the Lucky Vitamin business being explored in the second quarter of 2017. The key assumptions used under the income approach included, but were not limited to, the following: • Future cash flow assumptions - The Company's projections for Lucky Vitamin were based on organic growth and were derived from historical experience and assumptions regarding future growth and profitability trends. The Company's analysis incorporated an assumed period of cash flows of 8 years with a terminal value. • Discount rate - The discount rate was based on Lucky Vitamin's estimated WACC, which was derived consistently as explained above under "Goodwill." At June 30, 2017, the WACC used to estimate the fair value of the Lucky Vitamin reporting unit was 18.0% . As a result of the review, the Company concluded that the carrying value of the Lucky Vitamin reporting unit exceeded its fair value, which resulted in a non-cash goodwill impairment charge of $11.5 million being recorded in the second quarter of 2017. There was no remaining goodwill balance on the Lucky Vitamin reporting unit after the impact of this charge. As a result of the impairment indicator described above, the Company also performed an impairment analysis with respect to its definite-long-lived assets on the Lucky Vitamin reporting unit, consisting of a trade name and property and equipment. The fair value of the trade name was determined using a relief from royalty method (income approach) and the fair value of the property and equipment was determined using an income approach. Based on the results of the analyses, the Company concluded that the carrying value of the Lucky Vitamin trade name and property and equipment exceed their fair values resulting in an impairment charge of $4.2 million and $3.7 million , respectively. All of the aforementioned non-cash charges totaling $19.4 million are recorded in long-lived asset impairments in the Consolidated Statement of Operations within the U.S. and Canada segment. The Company completed an asset sale of Lucky Vitamin on September 30, 2017, resulting in a loss of $1.7 million recorded within other (income) loss, net on the Consolidated Statement of Operations consisting of the net assets sold subtracted from the purchase price of $6.4 million , which includes fees paid to a third-party. The proceeds were received in October 2017 . Discount Supplements 2015 Charge During the third quarter of 2015, due to the declining financial performance and the Company’s decision to review strategic options for the business, a triggering event occurred requiring an interim goodwill impairment review of the Discount Supplements reporting unit as of September 30, 2015. The Company estimated the fair value of the Discount Supplements reporting unit at September 30, 2015 using a discounted cash flow method (income approach). As a result of the review, the Company concluded that the carrying value of the Discount Supplements reporting unit exceeded its fair value and proceeded to step two of the impairment analysis. Based on the results of step two, the Company concluded that this reporting unit's goodwill was fully impaired; as a result, a goodwill impairment charge of $23.3 million was recorded in the third quarter of 2015. As a result of the impairment indicators, the Company also performed an impairment analysis with respect to the definite-long-lived assets of 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 were recorded in long-lived asset impairments in the Consolidated Statement of Operations for the year ended December 31, 2015. The Company sold substantially all of the assets of Discount Supplements in the fourth quarter of 2015 and recorded a $2.7 million loss within other (income) loss net on the Consolidated Statement of Operations. Change in Reporting Units In connection with the Company's change in reportable segments described in Note 16, "Segments," the Company's Domestic Retail and Domestic Franchise reporting units were combined into one Domestic Stores reporting unit, consistent with how the segment manager reviews this business effective in the second quarter of 2016. Goodwill Roll-Forward The following table summarizes the Company's goodwill activity by reportable segment: U.S. and Canada International Manufacturing / Wholesale Other (*) Total (in thousands) Goodwill at December 31, 2015 $ 392,410 $ 43,177 $ 202,841 $ 11,464 $ 649,892 2016 Activity: Impairments (380,644 ) — (90,488 ) — (471,132 ) Acquired franchise stores 1,372 — — — 1,372 Translation effect of exchange rates 12 (183 ) — — (171 ) Derecognition associated with refranchising (3,899 ) — — — (3,899 ) Total 2016 activity (383,159 ) (183 ) (90,488 ) — (473,830 ) Balance at December 31, 2016: Gross 389,895 42,994 202,841 11,464 647,194 Accumulated impairments (380,644 ) — (90,488 ) — (471,132 ) Goodwill $ 9,251 $ 42,994 $ 112,353 $ 11,464 $ 176,062 2017 Activity: Impairments $ — $ — $ (24,283 ) $ (11,464 ) $ (35,747 ) Translation effect of exchange rates — 714 — — 714 Total 2017 activity — 714 (24,283 ) (11,464 ) (35,033 ) Balance at December 31, 2017: Gross 389,895 43,708 202,841 — 636,444 Accumulated impairments (380,644 ) — (114,771 ) — (495,415 ) Goodwill $ 9,251 $ 43,708 $ 88,070 $ — $ 141,029 (*) In connection with the sale of the assets of Lucky Vitamin in the third quarter of 2017, as described above, the gross goodwill and accumulated impairment was derecognized. Intangible Assets The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: December 31, 2017 December 31, 2016 Weighted- Average Life Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization Carrying Amount (in thousands) Brand name Indefinite $ 720,000 $ (395,600 ) $ 324,400 $ 720,000 $ — $ 720,000 Retail agreements 30.3 31,000 (11,513 ) 19,487 31,000 (10,460 ) $ 20,540 Franchise agreements 25.0 70,000 (30,217 ) 39,783 70,000 (27,417 ) 42,583 Manufacturing agreements 25.0 70,000 (30,217 ) 39,783 70,000 (27,417 ) 42,583 Other intangibles (*) 6.8 683 (377 ) 306 10,201 (5,467 ) 4,734 Franchise rights 3.0 7,486 (7,130 ) 356 7,486 (6,697 ) 789 Total $ 899,169 $ (475,054 ) $ 424,115 $ 908,687 $ (77,458 ) $ 831,229 (*) In connection with the sale of the assets of Lucky Vitamin in the third quarter of 2017, as described above, the gross trade name and accumulated amortization/impairment was derecognized. Amortization expense during the years ended December 31, 2017, 2016 and 2015 was $ 7.4 million , $ 8.2 million and $ 10.3 million , respectively. The following table represents future amortization expense of definite-lived intangible assets at December 31, 2017 : Years ending December 31, Amortization expense (in thousands) 2018 $ 6,974 2019 6,835 2020 6,771 2021 6,693 2022 6,653 Thereafter 65,789 Total future amortization expense $ 99,715 Store Acquisitions For the years ended December 31, 2017 , 2016 and 2015 , the Company acquired 60 , 21 and 44 franchise stores, respectively. These acquisitions are accounted for utilizing the acquisition method of accounting, and the Company allocated the purchase price by recognizing acquired inventory, fixed assets, franchise rights and other net assets at fair value with any excess being recorded as goodwill. For the years ended December 31, 2017 , 2016 and 2015 , the impact of these store acquisitions was not material. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net, consisted of the following: December 31, 2017 2016 (in thousands) Land, buildings and improvements $ 73,287 $ 72,119 Machinery and equipment 170,107 172,261 Leasehold improvements 146,830 144,667 Furniture and fixtures 108,085 108,998 Software 50,098 64,264 Construction in progress 1,710 6,346 Total property, plant and equipment 550,117 568,655 Less: accumulated depreciation (341,267 ) (330,942 ) Less: impairment (22,288 ) (5,421 ) Net property, plant and equipment $ 186,562 $ 232,292 The Company recognized depreciation expense on property, plant and equipment of $49.4 million , $51.8 million , and $47.0 million for the years ended December 31, 2017 , 2016 and 2015 , respectively, which is included in occupancy expense as part of cost of sales and SG&A expense on the Consolidated Statements of Operations. Fixed Assets Impairments Management evaluated its property, plant, and equipment and recorded $ 18.6 million and $5.4 million of impairment charges within the U.S. and Canada segment for the years ended December 31, 2017 and 2016, respectively, presented as long-lived asset impairments in the accompanying Consolidated Statement of Operations. These impairments primarily relate to certain of the Company's underperforming stores and to a lesser extent the 2017 impact of Hurricane Maria on the Company's stores located in Puerto Rico. For individual underperforming stores, the impairment test was performed at the individual store level as this is the lowest level which identifiable cash flows are largely independent of other groups of assets and liabilities. Underperforming stores were generally defined as those with historical and expected future losses or stores that management intends on closing in the near term. If the undiscounted estimated future cash flows were less than the carrying value of the asset group, an impairment charge was calculated by subtracting the estimated fair value of property and equipment from its carrying value. Fair value was estimated using a discounted cash flow method (income approach) utilizing the undiscounted cash flows estimated in the first step of the test. Refer to Note 5, "Goodwill and Intangible Assets" for fixed asset impairments related to Lucky Vitamin in 2017 and Discount Supplements in 2015 prior to their respective sales. |
LONG-TERM DEBT _ INTEREST EXPEN
LONG-TERM DEBT / INTEREST EXPENSE | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT / INTEREST EXPENSE | LONG-TERM DEBT / INTEREST EXPENSE As of December 31, 2017, the Company had principal of $1,131.2 million outstanding under its Term Loan Facility with an original maturity date of March 2019. After the effectiveness of the Amendment to our Senior Credit Facility described in Note 18, "Subsequent Events," the amount due in March 2019 under the Term Loan Facility is now $151.9 million . The Company is also required under the Amendment to make an excess cash flow payment in March 2019, which could be material, based on the projected Consolidated Net First Lien Leverage Ratio for the year ending December 31, 2018. The Company expects to close the Securities Purchase Agreement described in Note 18, "Subsequent Events" in the second half of 2018, which will result in approximately $300 million of aggregate proceeds. Under the Amendment, $100.0 million of the net proceeds from the Securities Purchase Agreement are required to be utilized to pay the Term Loan Facility due March 2021. The remaining net proceeds, after deducting legal and advisory fees, would be available to satisfy the $151.9 million due under the Term Loan Facility in March 2019. However, there is no assurance that the Securities Purchase Agreement will close prior to March 2019 when the obligation is due. In the event that Securities Purchase Agreement doesn’t close, management has concluded that the Company will have the ability to satisfy the $151.9 million Term Loan Facility and the excess cash flow payments due in March 2019 with projected cash on hand and amounts available under the new $100 million asset-backed Revolving Credit Facility. If actual results are below the Company’s projections by an amount greater than what is required to satisfy these obligations, management has the ability to reduce certain discretionary payments and will consider certain sales, as necessary, to maximize cash available. Management assessed the Company's ability to continue as a going concern in accordance with ASU 2014-15, "Disclosures of Uncertainties about an Entity's Ability to Continue as a Going Concern." Management has concluded that it is probable the Company will have sufficient cash on hand and available liquidity to satisfy the obligations that are due in March 2019. Refer to Note 18, "Subsequent Events" for information regarding the Company's Amendment of its Senior Credit Facility in February 2018. All information regarding the Company's Senior Credit Facility within this footnote is as of December 31, 2017 prior to the Amendment. Long-term debt consisted of the following: December 31, 2017 2016 (in thousands) Term Loan Facility (net of $0.9 million and $1.6 million discount) $ 1,130,320 $ 1,170,486 Revolving Credit Facility — 127,000 Notes 167,988 245,273 Debt issuance costs (1,285 ) (2,306 ) Total debt $ 1,297,023 $ 1,540,453 Less: current maturities — (12,562 ) Long-term debt $ 1,297,023 $ 1,527,891 At December 31, 2017 , the Company's future annual contractual obligations on long-term debt are detailed below: Year Ending December 31, Term Loan Facility (1) Convertible Notes (2) Total (in thousands) 2019 $ 1,131,197 $ — $ 1,131,197 2020 — 188,565 188,565 Total $ 1,131,197 $ 188,565 $ 1,319,762 (1) Includes the unamortized original issuance discount of $0.9 million . (2) Includes unamortized conversion feature of $18.1 million and original issuance discount of $2.5 million . Senior Credit Facility In March 2011, General Nutrition Centers, Inc. ("Centers"), a wholly owned subsidiary of Holdings, entered into the Senior Credit Facility, consisting of the Term Loan Facility and the Revolving Credit Facility. The Senior Credit Facility permits the Company to prepay a portion or all of the outstanding balance without incurring penalties (except London Interbank Offering Rate ("LIBOR") breakage costs). GNC Corporation, the Company's indirect wholly owned subsidiary, and Centers' existing and future domestic subsidiaries have guaranteed Centers' obligations under the Senior Credit Facility. In addition, the Senior Credit Facility is collateralized by first priority pledges (subject to permitted liens) of substantially all of Centers' assets, including its equity interests and the equity interests of its domestic subsidiaries. The Company amended the Revolving Credit Facility on March 4, 2016, to extend its maturity from March 2017 to September 2018 and increase total availability from $ 130.0 million to $ 300.0 million . In December 2017, the Company reduced the amount available under the Revolving Credit Facility from $300.0 million to $225.0 million . As of December 31, 2017, the Company had $219.1 million available under the Revolving Credit Facility after consideration of $5.9 million utilized to secure letters of credit and no borrowings outstanding, which was subsequently terminated and replaced with the asset-based Revolving Credit Facility as described in Note 18, "Subsequent Events." As of December 31, 2017 and 2016 , the Company's interest rate on its Term Loan Facility was 4.1% and 3.3% , respectively. The Revolving Credit Facility had a weighted average interest rate of 2.7% at December 31, 2016 . The Company is also required to pay an annual fee of 2.75% on outstanding letters of credit and an annual commitment fee of 0.5% on the undrawn portion of the Revolving Credit Facility. The Senior Credit Facility contains customary covenants, including incurrence covenants and certain other limitations on the ability of GNC Corporation, Centers, and Centers' subsidiaries to, among other things, make optional payments in respect of other debt instruments, pay dividends or other payments on capital stock, and enter into arrangements that restrict their ability to pay dividends or grant liens. The Company is currently in compliance with the terms of its Senior Credit Facility. Convertible Debt Issuance and Terms On August 10, 2015, the Company issued $ 287.5 million principal amount of 1.5% convertible senior notes due 2020 in a private offering (the "Notes"). 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 mature on August 15, 2020, unless earlier repaid, discharged, refinanced or converted by the holders subject to restrictions through May 15, 2020. The Notes bear interest at a rate of 1.5% per annum, and additionally are 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 $66.16 per share. The conversion rate is 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 are 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 5 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 . Exchange On December 20, 2017, the Company exchanged in privately negotiated transactions $98.9 million in aggregate principal amount of the Notes for an aggregate of 14.6 million newly issued shares of the Company’s Class A common stock, which had a value of $71.7 million at the time of the exchange. The Company accounted for the transaction as a troubled debt restructuring as a result of satisfying the below criteria. • Based on previous challenges associated with the Company’s refinancing efforts of its long term debt at the time of the convertible debt exchange. • The holders of the convertible debt completed the exchange for a value lower than the face amount of the notes. As a result, management concluded a concession was granted to the Company. The convertible debt exchange resulted in a gain of $15.0 million , which includes the unamortized conversion feature of $9.6 million , unamortized discount of $1.4 million and other third party fees of $1.2 million and together with legal, investment banking and rating agency fees associated with the Company’s refinancing efforts, the Company recorded a net gain of $11.0 million in the fourth quarter of 2017. Notes by Component The Notes consist of the following components: As of December 31, 2017 2016 (in thousands) Liability component Principal $ 188,565 $ 287,500 Conversion feature (18,065 ) (37,179 ) Discount related to debt issuance costs (2,512 ) (5,048 ) Net carrying amount $ 167,988 $ 245,273 Equity component Conversion feature $ 49,680 $ 49,680 Debt issuance costs (1,421 ) (1,421 ) Deferred taxes (*) (16,620 ) (17,750 ) Net amount recorded in additional paid-in capital $ 31,639 $ 30,509 * The balance at December 31, 2017 includes $1.1 million related to the tax provision that was allocated to additional paid-in capital associated with the exchange explained above. Interest Expense Interest expense consisted of the following: For the year ended December 31, 2017 2016 2015 (in thousands) Senior Credit Facility: Term Loan Facility coupon $ 41,477 $ 38,821 $ 42,147 Revolving Credit Facility 4,685 4,689 805 Amortization of discount and debt issuance costs 2,413 2,444 2,583 Total Senior Credit Facility 48,575 45,954 45,535 Notes: Coupon 4,272 4,313 1,702 Amortization of conversion feature 9,496 9,092 3,410 Amortization of discount and debt issuance costs 1,251 1,140 412 Total Notes 15,019 14,545 5,524 Interest income and other 627 (56 ) (123 ) Interest expense, net $ 64,221 $ 60,443 $ 50,936 |
DEFERRED REVENUE AND OTHER CURR
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES | |
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES | DEFERRED REVENUE AND OTHER CURRENT LIABILITIES Deferred revenue and other current liabilities consisted of the following: December 31, 2017 2016 (in thousands) Deferred revenue $ 34,802 $ 38,044 Accrued compensation and related benefits 32,177 34,700 Accrued occupancy 8,732 8,815 Accrued sales tax 3,022 2,626 Accrued interest 2,124 2,383 Accrued income taxes — 1,454 Other current liabilities 27,815 27,149 Total deferred revenue and other current liabilities $ 108,672 $ 115,171 Deferred revenue at December 31, 2016 includes $ 24.4 million associated with the domestic company-owned Gold Card Member Pricing program, which was discontinued on December 28, 2016 in connection with the introduction of the One New GNC and replaced with a points-based loyalty program, myGNC Rewards, and a paid membership program, PRO Access. Refer to Note 2, "Basis of Presentation and Summary of Significant Accounting Policies" for more information. |
FAIR VALUE MEASUREMENTS AND FIN
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Financial Instruments, Owned, at Fair Value [Abstract] | |
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS ASC 820, "Fair Value Measurements and Disclosures" defines fair value as a market-based measurement that should be determined based on the assumptions that marketplace 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 carrying amounts of cash and cash equivalents, receivables, accounts payable, accrued liabilities and the Revolving Credit Facility approximate their respective fair values. Based on the interest rates currently available and their underlying risk, the carrying value of franchise notes receivable recorded primarily in Other long-term assets approximates its fair value. The carrying value and estimated fair value of the Term Loan Facility, net of discount, and Notes (net of the equity component classified in stockholders' equity and discount) were as follows: December 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Term Loan Facility $ 1,130,320 $ 930,592 $ 1,170,486 $ 1,100,257 Notes 167,988 85,044 245,273 185,794 The fair values of the Term Loan Facility and the Notes were determined using trading values in markets that are not active, which are considered Level 2 inputs. As described in Note 5, "Goodwill and Intangible Assets, Net," and Note 6, "Property, Plant and Equipment, Net," the Company recorded long-lived asset impairments in the years ended December 31, 2017, 2016 and 2015. This resulted in the following assets being measured at fair value on a non-recurring basis using Level 3 inputs: • the indefinite-lived brand name intangible asset at December 31, 2017; • goodwill at December 31, 2017 for the Wholesale reporting unit; • goodwill at December 31, 2016 for the Domestic Stores, Canada and Manufacturing reporting units; and • property and equipment at certain of the Company's stores at December 31, 2017 and 2016. |
LONG-TERM LEASE OBLIGATIONS
LONG-TERM LEASE OBLIGATIONS | 12 Months Ended |
Dec. 31, 2017 | |
Leases, Operating [Abstract] | |
LONG-TERM LEASE OBLIGATIONS | LONG-TERM LEASE OBLIGATIONS The Company's rent expense, which is recorded within cost of sales on the Consolidated Statements of Operations, was as follows: Year ended December 31, 2017 2016 2015 (in thousands) Company-owned and franchise stores: Rent on operating leases $ 193,398 $ 193,830 $ 187,346 Landlord related taxes 27,872 27,747 25,765 Common operating expenses 45,866 45,375 44,184 Percent and contingent rent 17,870 19,435 21,109 Total company-owned and franchise stores 285,006 286,387 278,404 Other 22,446 19,905 16,568 Total rent expense $ 307,452 $ 306,292 $ 294,972 The Company recorded sublease revenue, within revenue on the Consolidated Statements of Operations, of $ 49.0 million , $ 47.6 million and $ 44.1 million in the years ended December 31, 2017, 2016 and 2015, respectively, relating to subleases with its franchisees, which includes rental income and other occupancy related items. Minimum future rent obligations for non-cancelable operating leases, excluding optional renewal periods, were as follows for the years ending December 31 and exclude landlord related taxes, common operating expenses, and percent and contingent rent. Company-Owned and Franchise Stores Sublease Income from Franchisees Other * Rent on Operating Leases, net of Sublease Revenue (in thousands) 2018 $ 176,770 $ (31,936 ) $ 4,984 $ 149,818 2019 139,772 (25,382 ) 4,314 118,704 2020 107,685 (19,611 ) 3,836 91,910 2021 81,289 (13,115 ) 2,618 70,792 2022 53,743 (6,947 ) 1,638 48,434 Thereafter 92,234 (7,744 ) 8,548 93,038 Total future obligations $ 651,493 $ (104,735 ) $ 25,938 $ 572,696 * Includes various leases for warehouses, vehicles, and various equipment at our facility |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 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'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. 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. 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 cap on retained loss of $10.0 million per policy year. 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. 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. During the year ended December 31, 2017, the Company recorded $4.4 million in net legal-related charges associated with the Holland and Barrett license litigation, E-Commerce pricing matters and an update to the Pennsylvania fluctuating workweek wage issue. During the year ended December 31, 2016, the Company recorded $ 5.1 million in legal-related charges associated with a Pennsylvania fluctuating workweek wage issue, the Jason Olive case and a government regulation matter. These amounts were individually immaterial and are explained below in more detail. The Company entered into a settlement agreement with a third-party in December 2017 and recognized a gain, net of legal costs, the proceeds of which were received in the fourth quarter of 2017. The settlement represents estimated losses incurred as certain key aspects of the Company's media campaign around the One New GNC launch were not executed as planned. This gain was recorded as a reduction to marketing and legal expense within selling, general and administrative expense on the accompanying Consolidated Statement of Operations for the year ended December 31, 2017. Litigation 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 the Company's stores in November 2013, and/or Aegeline, a compound extracted from bael trees. As of December 31, 2017, the Company was named in 32 personal injury lawsuits involving products containing DMAA and/or Aegeline. As a general matter, the proceedings associated with these personal injury cases, which generally seek indeterminate money damages, are in the early stages, and any losses 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 vendors 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 vendors and/or their insurance coverage and the absence of any significant defenses available to its insurer. California Wage and Break Claims. On February 29, 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. The complaint contains eight causes of action, alleging, among other matters, meal, rest break, and overtime violations. As of December 31, 2017, an immaterial liability has been accrued in the accompanying financial statements. The Company intends to conduct further discovery and file a motion to decertify the class action prior to the trial, which is scheduled for July 2018. Pennsylvania Fluctuating Workweek. On September 18, 2013, Tawny Chevalier and Andrew Hiller commenced a class action in the Court of Common Pleas of Allegheny County, Pennsylvania. Plaintiff asserted a claim against the Company for a purported violation of the Pennsylvania Minimum Wage Act (PMWA), challenging the Company's utilization of the "fluctuating workweek" method to calculate overtime compensation, on behalf of all employees who worked for the Company in Pennsylvania and who were paid according to the fluctuating workweek method. In October 2014, the Court entered an order holding that the use of the fluctuating workweek method violated the PMWA. In September 2016, the Court entered judgment in favor of Plaintiffs and the class in an immaterial amount, which has been recorded as a charge in the accompanying Consolidated Financial Statements. Plaintiffs subsequently filed a petition for an award of attorney's fees, costs and incentive payment. The court awarded an immaterial amount in legal fees. The Company appealed from the adverse judgment and the award of attorney's fees. On December 22, 2017, the Pennsylvania Superior Court held that the Company correctly determined the "regular rate" by dividing weekly compensation by all hours worked (rather than 40), but held that the regular rate must be multiplied by 1.5 (rather than 0.5) to determine the amount of overtime owed. Taking accumulated interest into account, the net result of the Superior Court's decision was to reduce the Company's liability by an immaterial amount, which has been reflected in the accompanying Consolidated Financial Statements. The Company filed a petition for appeal to the Pennsylvania Supreme Court on January 22, 2018. Jason Olive v. General Nutrition Corp. In April 2012, Jason Olive filed a complaint in the Superior Court of California, County of Los Angeles, 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 began on July 20, 2016 and concluded on August 8, 2016. The jury awarded plaintiff immaterial amounts for actual damages and emotional distress damages, which are accrued in the accompanying Consolidated Financial Statements. The jury refused to award plaintiff any of the profits he sought to disgorge, or punitive damages. The court entered judgment in the case on October 14, 2016. In addition to the verdict, the Company and Mr. Olive sought attorneys' fees and other costs from the Court. The Court refused to award attorney's fees to either side but awarded plaintiff an immaterial amount for costs. Plaintiff has appealed the judgment, and separately, the order denying attorney's fees. The Company has cross-appealed the judgment and the Court's denial of attorney fees. The appeals are currently pending. Oregon Attorney General. On October 22, 2015, the Attorney General for the State of Oregon sued GNC in Multnomah County Circuit Court for alleged violations of Oregon’s Unlawful Trade Practices Act, in connection with its sale in Oregon of certain third-party products. The Company is vigorously defending itself against these allegations. Along with its Amended Answer and Affirmative Defenses, the Company filed a counterclaim for declaratory relief, asking the court to make certain rulings in favor of the Company. USPlabs, LLC and SK Laboratories have been joined to the case as defendants to the Company's counterclaim but have yet to enter an appearance. In September 2017, SK Laboratories filed a motion to dismiss for lack of personal jurisdiction. USP Laboratories also filed a motion to dismiss for improper venue or in the alternative motion to stay the litigation pending the criminal trial of USPlabs. The Company is contesting both motions, which are pending. 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 Consolidated Financial Statements. Moreover, the Company does not anticipate that any such losses are likely to have a material impact on the Company, its business or results of operations. The Company is contractually entitled to indemnification and defense by its third-party vendors. Ultimately, however, the Company's ability to obtain full recovery in respect of any such claims against it is dependent upon the creditworthiness of its vendors and/or their insurance coverage and the absence of any significant defenses available to their insurers. Holland and Barrett License Litigation. On September 18, 2014, the Company's wholly-owned affiliate General Nutrition Investment Company ("GNIC") commenced proceedings in the UK High Court to determine if the license agreement from March 2003 between GNIC and Holland & Barrett International Ltd and Health and Diet Centers Ltd. (“Defendants”) was validly terminated. GNIC alleged that termination of the entire agreement was warranted due to several material breaches by Defendants, and that the agreement should be terminated related to five licensed GNC trademarks for lack of use for more than five years. On April 7, 2017, the Court issued its judgment that found that GNIC's notice of termination was invalid and while there were several breaches of the agreement, none were sufficiently material to justify termination. Under UK procedural rules, GNIC is required to pay some portion of Defendant’s legal costs. As a result, the Company recorded a charge of $ 2.1 million in the first quarter of 2017 and subsequently reached an agreement with the Defendants in relation to costs. The Defendants appealed part of the Court's judgment concerning findings in relation to the licensed GNIC trademarks, and that appeal will be heard the UK's Court of Appeal in June 2018. E-Commerce Pricing Matters . In April 2016, Jenna Kaskorkis, et al. filed a complaint against General Nutrition Centers, Inc. followed by similar cases brought forth by Ashley Gennock in May 2016 and Kenneth Harrison in December 2016. Plaintiffs allege that the Company's promotional pricing on its website was misleading and did not fairly represent promotions based on average retail prices over a trended period of time being consistent with prices advertised as promotional. The Company attended a mediation with counsel for all plaintiffs and has reached tentative agreement in the third quarter of 2017 on many of the key terms of a settlement. The matters have been effectively stayed while the parties remain in discussions. The Company currently expects any settlement to be in a form that does not require the recording of a contingent liability, except an immaterial amount the Company has accrued in the accompanying Consolidated Financial Statements. Government Regulation In November 2013, the Company received a subpoena from the U.S. Department of Justice ("DOJ") for information related to its investigation of a third party product vendor, USPlabs, LLC. The Company fully cooperated with the investigation of the vendor and the related products, all of which were discontinued in 2013. In December 2016, the Company reached agreement with the DOJ in connection with the Company's cooperation, which agreement acknowledges the Company relied on the representations and written guarantees of USPlabs and the Company's representation that it did not knowingly sell products not in compliance with the FDCA. Under the agreement, which includes an immaterial payment to the federal government, the Company will take a number of actions to broaden industry-wide knowledge of prohibited ingredients and improve compliance by vendors of third party products. These actions are in keeping with the leadership role the Company has taken in setting industry quality and compliance standards, and the Company's commitment over the course of the agreement ( 60 months ) to support a combination of its and the industry's initiatives. Some of these actions include maintaining and continuously updating a list of restricted ingredients that will be prohibited from inclusion in any products that are sold by the Company. Vendors selling products to the Company for the sale of such products by the Company will be required to warrant that the products sold do not contain any of these restricted ingredients. In addition, the Company will develop and maintain a list of ingredients that the Company believes comply with the applicable provisions of the FDCA. 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 has completed additional investigations with the DHEC's approval. The Company installed and began operating a pilot vapor extraction system under a portion of the facility in the second half of 2016, which was an immaterial cost to the Company, with DHEC's approval to assess the effectiveness of such a remedial system. After an initial period of monitoring, in October of 2017, the DHEC approved a work plan for extended monitoring of such system and the contamination into 2021. The Company will continue to consult with the DHEC on the next steps in the work after their review of the results of the extended monitoring is complete. At this stage of the investigation, however, it is not possible to estimate the timing and extent of any additional remedial action that may be required, the ultimate cost of remediation, or the amount of the Company's potential liability. Therefore, no liability has been recorded in the Company's Consolidated Financial Statements. 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. 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 December 31, 2017 , such future purchase commitments were $22.8 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. |
STOCKHOLDER'S EQUITY
STOCKHOLDER'S EQUITY | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
STOCKHOLDER'S EQUITY | STOCKHOLDERS' EQUITY Treasury Stock 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 $ 229.2 million and $479.8 million of common stock during 2016 and 2015, respectively. No shares were repurchased in 2017. As of December 31, 2017 , $ 197.8 million remains available for purchase under the program, which is not expected to be utilized in the future. Preferred Stock Holdings is authorized to issue up to 60.0 million shares of preferred stock, par value $0.001 per share. No shares of preferred stock were issued to date. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table represents the Company's basic and dilutive weighted average shares: Year ended December 31, 2017 2016 2015 (in thousands) Basic weighted average shares 68,789 69,409 83,927 Effect of dilutive stock-based compensation awards — — 259 Diluted weighted averages shares 68,789 69,409 84,186 For the year ended December 31, 2017 and December 31, 2016, all 4.0 million and 1.5 million outstanding stock-based awards, respectively, were excluded from the computation of diluted EPS because the Company was in a net loss position and as a result, inclusion of the awards would have been anti-dilutive. For the year ended December 31, 2015, the following awards were not included in the computation of diluted EPS because the impact of applying the treasury stock method was antidilutive or because certain conditions have not been met with respect to the Company's performance-based awards. Antidilutive: Time-based 161 Contingently issuable: Performance-based 139 Total stock-based awards 300 In connection with the exchange of the Company's Notes as described in Note 7, "Long-Term Debt / Interest Expense," the Company issued 14.6 million shares, which are included in basic and diluted earnings per share for the weighted average days they were outstanding in 2017. The remaining underlying convertible shares were anti-dilutive in all periods presented. The Company no longer has the intent to settle the principal portion of Notes in cash, and as such, will apply the if-converted method to calculate dilution in future periods with net income. |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Stock and Incentive Plans The Company has outstanding stock-based compensation awards that were granted by the compensation committee of Holdings' Board of Directors (the "Compensation Committee") under the following two stock-based employee compensation plans: • the GNC Holdings, Inc. 2015 Stock and Incentive Plan (the "2015 Stock Plan") amended and adopted in May 2015, formerly the GNC Holdings, Inc. 2011 Stock and Incentive 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 eligible employees, directors, consultants or advisors as determined by the Compensation Committee. The Company will not grant any additional awards under the 2007 Stock Plan. Up to 11.5 million shares of common stock may be issued under the 2015 Stock Plan (subject to adjustment to reflect certain transactions and events specified in the 2015 Stock Plan for any award grant), of which 4.6 million shares remain available for issuance as of December 31, 2017. Non-Plan Inducement Awards On September 11, 2017, in connection with the appointment of the Company's new Chief Executive Officer, the Company made the following non-plan inducement awards: • "make-whole" restricted stock awards consisting of the following: ◦ $600,000 , which are 67,000 fully vested restricted shares with transfer restrictions that lapse on the earliest to occur of a Change in Control of the Company, the third anniversary of grant or death, disability or other separation from service for any reason; ◦ $950,000 , which are 106,000 restricted shares that vested on December 29, 2017; and ◦ $1,200,000 , which are 134,000 unvested restricted shares scheduled to vest in three equal installments on each of the first three anniversaries of grant subject to acceleration to cover any applicable income and payroll tax withholding resulting from the recognition of ordinary income pursuant to a Section 83(b) election ("Section 83(b) Tax Liability"); and • time-vested awards consisting of 212,000 restricted shares and 519,000 stock options in the amount of $1,900,000 each, which are scheduled to vest in three equal installments on each of the first three anniversaries of grant. The Company recognized $2.6 million in stock-based compensation in 2017, primarily relating to the make-whole awards, which includes the impact of acceleration of vesting associated with the Section 83(b) Tax Liability that together with executive recruitment and other expenses resulted in $3.3 million of charges for the year ended December 31, 2017 recorded within SG&A expense on the accompanying Consolidated Statement of Operations. Stock-Based Compensation Activity The following table sets forth a summary of all stock-based compensation awards outstanding under all plans: December 31, 2017 December 31, 2016 Time-based stock options 2,605,167 913,960 Time-based restricted stock awards 1,039,380 312,245 Performance-based restricted stock awards — 101,384 Performance-based restricted stock awards with a market condition 367,150 165,635 Total share awards outstanding 4,011,697 1,493,224 The Company recognized $ 8.4 million , $ 8.8 million and $ 6.3 million of total non-cash stock-based compensation expense for the years ended December 31, 2017 , 2016 and 2015 , respectively. At December 31, 2017 , there was $16.7 million of total unrecognized compensation cost related to non-vested stock-based compensation, net of expected forfeitures, for all awards previously made that are expected to be recognized over a weighted-average period of 1.7 years. In 2017, there were no stock options exercised. Cash received from the exercise of options was $0.4 million and $1.7 million in 2016 and 2015 , respectively, which was recorded as additional paid-in capital on the accompanying Consolidated Balance Sheets and presented as a cash inflow from financing activities on the accompanying Consolidated Statements of Cash Flows. On July 28, 2016, the Company announced the departure from the Company and resignation from the Board of Michael G. Archbold, its former Chief Executive Officer. During the year ended December 31, 2016 in connection with Mr. Archbold's departure, the company recognized $ 4.5 million in severance expense of which $ 2.3 million relates to the acceleration of non-cash stock-based compensation. Stock Options Time-based stock options were granted using the Black-Scholes model with exercise prices at the Company's stock price on the date of grant which typically vest at 25% per year over a four -year period except for the non-plan inducement awards as explained above. The following table sets forth a summary of stock options under all plans. Total Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2016 913,960 $ 26.53 $ 71 Granted 2,298,093 $ 8.53 Exercised — $ — $ — Forfeited and expired (606,886 ) $ 21.60 Outstanding at December 31, 2017 2,605,167 $ 11.84 8.3 $ — Exercisable at December 31, 2017 374,294 $ 22.17 2.8 $ — During the years ended December 31, 2016 and 2015, the total intrinsic value of options exercised was $ 0.3 million , and $2.0 million , respectively. The assumptions used in the Company's Black Scholes valuation were as follows: Year ended December 31, 2017 2016 2015 Dividend yield 0% 2.3% - 3.8% 1.5% - 2.4% Expected term 6 - 6.3 years 6.3 years 6.3 years Volatility 38.2% - 40.8% 30.1% - 30.7% 31.1% - 38.3% Risk free rate 1.8% - 2.1% 1.3% - 1.9% 1.3% - 1.9% The option term has been estimated by considering both the vesting period and the contractual term. Volatility was estimated giving consideration to a peer group and the Company's own volatility. The Black Scholes valuation resulted in a weighted average grant date fair value in 2017, 2016 and 2015 of $ 3.50 , $ 6.23 and $ 15.64 , respectively. Restricted Stock Awards Under the 2015 Stock Plan, the Company granted time-based and performance-based restricted stock and restricted stock units as well as, performance restricted shares with a market condition. Time-based awards vest over a period of three years . Performance-based awards vest after a period of three years and the achievement of performance targets; based on the extent to which the targets are achieved, vested shares may range from 0% to 200% of the original share amount. Performance restricted shares with a market condition vest after a period of three years and the achievement of total shareholder return compared with that of a selected group of peer companies. Total shareholder return is defined as share price appreciation plus the value of dividends paid during the three year vesting period. Vested shares may range from 0% to 200% of the original target. Key assumptions used in the Monte Carlo simulation for the performance restricted shares with a market condition granted during the year ended December 31, 2017 includes a volatility of 34.6% for the applicable peer group and a risk-free rate of 1.46% . Key assumptions used in the Monte Carlo simulation for awards granted in 2016 include peer group volatility of 34.2% and a risk-free rate of 0.89% . The following table sets forth a summary of restricted stock awards granted under all plans: Time-Based Performance-Based Performance Restricted Shares with a Market Condition Shares Wtd Avg Grant Date Fair Value Shares Wtd Avg Grant Date Fair Value Shares Wtd Avg Grant Date Fair Value Outstanding at December 31, 2016 312,245 $ 30.81 101,384 $ 48.99 165,635 $ 34.28 Granted 1,294,315 $ 8.19 — $ — 365,292 $ 8.03 Vested (388,418 ) $ 18.05 — $ — — $ — Forfeited (178,762 ) $ 15.71 (101,384 ) $ 48.99 (163,777 ) $ 18.02 Outstanding at December 31, 2017 1,039,380 $ 10.01 — $ 48.99 367,150 $ 15.42 The total intrinsic value of time-based restricted stock awards vested was $ 3.0 million, $ 3.1 million and $ 2.4 million for the years ended December 31, 2017, 2016 and 2015, respectively. The total intrinsic value of time-based restricted stock awards outstanding at December 31, 2017 was $ 3.8 million . The total intrinsic value of performance restricted shares with a market condition outstanding at December 31, 2017 assuming vesting at 100% was $ 1.4 million . The weighted average grant date fair value of time-based and performance-based stock awards granted was $ 45.95 and $ 47.86 in 2015, respectively. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLANS | RETIREMENT PLANS The Company sponsors a 401(k) defined contribution savings plan covering substantially all employees who have attained age 21. Full time employees who have completed 30 days of service and part time employees who have completed 1,000 hours of service are eligible to participate in the plan. The plan provides for employee contributions of 1% to 80% of individual compensation into deferred savings, subject to IRS limitations. The plan provides for Company contributions upon the employee meeting the eligibility requirements. The Company match consists of both a fixed and a discretionary match. The fixed match is 50% on the first 3% of employee contributions and the discretionary match could be up to an additional 50% match on the 3% deferral. A discretionary match can be approved at any time by the Company. An employee becomes vested in the Company match portion as follows: Years of Service Percent Vested 0-1 0 % 1-2 33 % 2-3 66 % 3+ 100 % The Company made cash contributions to the 401(k) plan of $2.1 million , $1.9 million and $1.5 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. The Company has a Non-qualified Deferred Compensation Plan that provides benefits payable to certain eligible employees upon scheduled in-service distribution, termination, or retirement. This plan allows participants the opportunity to defer pretax amounts ranging from 2% to 80% of their base compensation and up to 100% of bonuses. During 2017, 2016 and 2015, the Company elected to match a percentage of the contributions from employees. For each of the years ended December 31, 2017, 2016 and 2015 this contribution was $0.3 million . |
SEGMENTS
SEGMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS The Company's organizational structure and the financial reporting utilized by the Company's chief operating decision maker (its chief executive officer) to assess performance and allocate resources changed effective in the second quarter of 2016, which resulted in a change in the Company's reportable segments. The Company aggregates its operating segments into three reportable segments, which include U.S. and Canada, International and Manufacturing / Wholesale. Warehousing and distribution costs have been allocated to each reportable segment based on estimated utilization and benefit. 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 corporate costs. The Manufacturing / Wholesale segment manufactures and sells product to the U.S. and Canada and International segments at cost with a markup, which is eliminated at consolidation. In connection with the asset sales of Lucky Vitamin and Discount Supplements as described in Note 5, "Goodwill and Intangible Assets," their results are now included within Other for applicable prior periods to ensure comparability. The following table presents key financial information for each of the Company's reportable segments. The company recorded $457.8 million and $476.6 million in long-lived asset impairments in the years ended December 31, 2017 and 2016, respectively, which significantly impacted the U.S. and Canada segment by $412.5 million and $386.0 million , and the Manufacturing / Wholesale segment by $ 24.3 million and $90.5 million . Refer to Note 5, "Goodwill and Intangible Assets" and Note 6, "Property, Plant and Equipment, Net" for more information. Year ended December 31, 2017 2016 2015 (in thousands) Revenue: U.S. and Canada $ 1,993,444 $ 2,058,011 $ 2,168,005 International 177,359 160,691 183,007 Manufacturing / Wholesale Intersegment revenues 231,495 218,761 267,377 Third party 216,053 235,678 235,680 Subtotal Manufacturing / Wholesale 447,548 454,439 503,057 Total reportable segment revenues 2,618,351 2,673,141 2,854,069 Other 66,182 85,636 96,606 Elimination of intersegment revenues (231,495 ) (218,761 ) (267,377 ) Total revenue $ 2,453,038 $ 2,540,016 $ 2,683,298 Operating (loss) income: U.S. and Canada $ (246,097 ) $ (104,943 ) $ 379,320 International 60,568 55,404 64,486 Manufacturing / Wholesale 47,990 (19,961 ) 86,172 Total reportable segment operating (loss) income (137,539 ) (69,500 ) 529,978 Unallocated corporate and other costs Corporate costs (102,114 ) (103,362 ) (98,340 ) Other (20,760 ) (85 ) (38,531 ) Unallocated corporate costs and other (122,874 ) (103,447 ) (136,871 ) Total operating (loss) income (260,413 ) (172,947 ) 393,107 Interest expense, net 64,221 60,443 50,936 Gain on convertible debt and debt refinancing costs (10,996 ) — — (Loss) income before income taxes $ (313,638 ) $ (233,390 ) $ 342,171 Year ended December 31, 2017 2016 2015 Depreciation and amortization: (in thousands) U.S. and Canada $ 35,571 $ 37,979 $ 33,936 International 2,455 2,475 2,524 Manufacturing / Wholesale 10,238 10,793 10,823 Corporate and other 8,545 8,791 9,954 Total depreciation and amortization $ 56,809 $ 60,038 $ 57,237 Capital expenditures: U.S. and Canada $ 20,614 $ 40,417 $ 27,545 International 277 518 716 Manufacturing / Wholesale 2,862 7,467 5,655 Corporate and Other 8,370 11,177 11,911 Total capital expenditures $ 32,123 $ 59,579 $ 45,827 Total revenues by geographic areas: United States $ 2,305,375 $ 2,402,649 $ 2,522,774 Foreign 147,663 137,367 160,524 Total revenues $ 2,453,038 $ 2,540,016 $ 2,683,298 As of December 31 2017 2016 Total assets: (in thousands) U.S. and Canada $ 916,263 $ 1,452,482 International 202,624 196,057 Manufacturing / Wholesale 302,772 338,108 Corporate and other 94,902 69,195 Total assets $ 1,516,561 $ 2,055,842 Property, plant, and equipment, net: United States $ 181,118 $ 223,107 Foreign 5,444 9,185 Total property, plant and equipment, net $ 186,562 $ 232,292 U.S. and Canada Revenue The following is a summary of revenue in the U.S. and Canada segment: Year ended December 31, 2017 2016 2015 U.S. company-owned product sales: (in thousands) Protein $ 338,773 $ 369,150 $ 389,917 Performance supplements 281,532 254,753 246,662 Weight management 140,148 154,195 165,114 Vitamins 203,569 218,908 271,099 Herbs / Greens 66,324 63,356 70,924 Wellness 196,942 200,914 211,377 Health / Beauty 190,977 164,510 149,520 Food / Drink 94,390 105,134 124,865 General merchandise 28,931 28,786 27,384 Total U.S. company-owned product sales $ 1,541,586 $ 1,559,706 $ 1,656,862 Wholesale sales to franchisees 242,521 250,779 257,497 Royalties and franchise fees 33,149 34,469 35,350 Sublease income 48,972 47,555 44,086 Gold Card revenue recognized in U.S. (1) 24,399 62,211 59,247 Other (2) 102,817 103,291 114,963 Total U.S. and Canada revenue $ 1,993,444 $ 2,058,011 $ 2,168,005 (1) Gold Card was discontinued in December 2017 in connection with the launch of the One New GNC . Refer to Note 2, "Basis of Presentation and Summary of Significant Accounting Policies," for more information. (2) Includes revenue primarily related to Canada operations. International Revenue The following is a summary of the Company's revenue in the International reportable segment: Year ended December 31, 2017 2016 2015 (in thousands) Wholesale sales to franchisees $ 104,384 $ 104,405 $ 130,719 Royalties and franchise fees 26,190 25,485 29,085 Other (*) 46,785 30,801 23,203 Total International revenue $ 177,359 $ 160,691 $ 183,007 (*) Includes revenue primarily related to China operations and The Health Store. Manufacturing / Wholesale Revenue The following is a summary of the Company's revenue in the Manufacturing / Wholesale reportable segment: Year ended December 31, 2017 2016 2015 (in thousands) Third-party contract manufacturing $ 127,883 $ 134,542 $ 118,852 Intersegment sales 231,495 218,761 267,378 Wholesale partner sales 88,170 101,136 116,827 Total Manufacturing / Wholesale revenue $ 447,548 $ 454,439 $ 503,057 |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION | QUARTERLY FINANCIAL INFORMATION The results of operations for the three months ended December 31, 2017 were impacted significantly by long-lived asset impairment charges of $434.6 million , consisting of $395.6 million related to the brand name, $24.3 million related to goodwill and $14.7 million related to property, plant and equipment, a convertible debt exchange and other debt refinancing costs which resulted in a gain of $11.0 , and the enacted tax reform legislation resulting in an income tax benefit of $90.5 million related to the remeasurement of the Company's net deferred tax assets and liabilities. The results of operations, during three months ended June 30, 2017, includes long-lived asset impairment charges of $19.4 million related to Lucky Vitamin, the assets of which were sold on September 30, 2017. The results of operations for the three months ended December 31, 2016 were impacted significant by long-lived asset impairment charges of $473.5 million , consisting of $471.1 million related to goodwill and $2.4 million related to property, plant and equipment. For more information on these items, refer to Note 4, "Income Taxes," Note 5, "Goodwill and Intangible Assets" and Note 7, "Long-Term Debt / Interest Expense." The following table summarizes the Company's 2017 and 2016 quarterly results: Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2017 2017 2017 2017 2017 (In thousands, except per share amounts) Total revenue $ 644,838 $ 640,994 $ 609,469 $ 557,737 $ 2,453,038 Gross profit 212,971 212,723 196,806 177,547 800,047 Operating income (loss) 53,553 39,820 40,445 (394,231 ) (260,413 ) Net income (loss) 23,850 15,661 21,463 (209,825 ) (148,851 ) Weighted average shares outstanding: Basic 68,246 68,287 68,354 70,251 68,789 Diluted 68,300 68,362 68,569 70,251 68,789 Earnings per share: Basic (1) $ 0.35 $ 0.23 $ 0.31 $ (2.99 ) $ (2.16 ) Diluted (1) $ 0.35 $ 0.23 $ 0.31 $ (2.99 ) $ (2.16 ) Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2016 2016 2016 2016 2016 (In thousands, except per share amounts) Total revenue $ 668,905 $ 673,218 $ 627,964 $ 569,929 $ 2,540,016 Gross profit 235,845 238,698 215,408 170,168 860,119 Operating income (loss) 94,065 116,224 64,893 (448,129 ) (172,947 ) Net income (loss) 50,815 64,028 32,354 (433,447 ) (286,250 ) Weighted average shares outstanding: Basic 73,078 68,176 68,190 68,219 69,409 Diluted 73,373 68,303 68,315 68,219 69,409 Earnings per share: Basic (1) $ 0.70 $ 0.94 $ 0.47 $ (6.35 ) $ (4.12 ) Diluted (1) $ 0.69 $ 0.94 $ 0.47 $ (6.35 ) $ (4.12 ) (1) Quarterly results for earnings per share may not add to full year results due to rounding. |
SUBSEQUENT EVENTS (Notes)
SUBSEQUENT EVENTS (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS On February 13, 2018, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with Harbin Pharmaceutical Group Holdings Co., Ltd. (the “Investor”), pursuant to which the Company agreed to issue and sell to the Investor, 299,950 shares of a newly created series of convertible perpetual preferred stock of the Company, designated as “Series A Convertible Preferred Stock” (the “Convertible Preferred Stock”), for a purchase price of $1,000 per share, or an aggregate of approximately $300 million . The Convertible Preferred Stock is convertible into shares of the common stock of the Company (the “Common Stock”) at an initial conversion price of $5.35 per share, subject to customary antidilution adjustments. The closing of the issuance and sale of the shares of Convertible Preferred Stock pursuant to the Securities Purchase Agreement is subject to receipt of regulatory approvals necessary to complete the transaction in the United States and China, approval of the Company’s stockholders and other customary closing conditions. In addition, the Securities Purchase Agreement provides for the parties to use their respective reasonable best efforts to negotiate in good faith definitive documentation with respect to a commercial joint venture in China pursuant to which, among other things, the joint venture would be granted an exclusive right to use our trademarks and manufacture and distribute our products in China (excluding Hong Kong, Taiwan and Macau). The joint venture would be controlled 65% by the Investor and 35% by the Company. On February 28, 2018, the Company amended its Senior Credit Facility, which consisted of an extension of the maturity date for $704.3 million of the $1,131.2 million Term Loan Facility from March 2019 to March 2021. However, if more than $50.0 million of the Company's Notes have not been repaid, discharged, prepaid, refinanced or converted prior to such date (“Existing Indenture Discharge”), the maturity date becomes May 2020. The amendment (the “Amendment”) also includes: • the termination of the Revolving Credit Facility, which was replaced with a new $100 million asset-based Revolving Credit Facility with a maturity date of August 2022 (which maturity date will become May 2020 if the Existing Indenture Discharge has not occurred); and • a $275.0 million asset-based Term Loan Facility advanced on a “first-in, last-out” basis with a maturity date of December 2022 (which maturity date will become May 2020 if the Existing Indenture Discharge has not occurred). After the effectiveness of the Amendment, the Company will owe $151.9 million on the Term Loan Facility with a maturity date of March 2019. The Amendment requires annual aggregate principal payments of at least $43 million related to the $704.3 million of the Term Loan Facility with a maturity of March 2021. There are no scheduled amortization payments associated with the $275.0 million asset-based Term Loan Facility, and payments associated with the $151.9 million Term Loan Facility are consistent with past terms. |
SCHEDULE I - CONDENSED FINANCIA
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. | SCHEDULE I—CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. GNC HOLDINGS, INC. (Parent Company Only) Balance Sheets (in thousands) December 31, 2017 2016 Current assets: Cash and cash equivalents $ 20 $ — Prepaids and other current assets 9,743 191 Total current assets 9,763 191 Long-term assets: Intercompany receivable 164,300 164,300 Investment in subsidiaries (7,691 ) 149,933 Total long-term assets 156,609 314,233 Total assets $ 166,372 $ 314,424 Current liabilities: Intercompany payable 4,055 404 Deferred revenue and other current liabilities 1,143 2,274 Total current liabilities 5,198 2,678 Long-term liabilities: Deferred tax liabilities 5,742 12,550 Convertible senior notes 167,898 245,273 Intercompany loan 149,528 148,970 Total long term liabilities 323,168 406,793 Total liabilities 328,366 409,471 Stockholders' deficit: Class A common stock 130 114 Additional paid-in capital 1,001,315 922,687 Retained earnings 567,741 716,198 Treasury stock, at cost (1,725,349 ) (1,725,349 ) Accumulated other comprehensive loss (5,831 ) (8,697 ) Total stockholders' deficit (161,994 ) (95,047 ) Total liabilities and stockholders' deficit $ 166,372 $ 314,424 See the accompanying note to the condensed parent-only financial statements. SCHEDULE I—CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. GNC HOLDINGS, INC. (Parent Company Only) Statements of Operations and Comprehensive (Loss) Income (in thousands, except per share data) Year ended December 31, 2017 2016 2015 Selling, general and administrative $ 1,238 $ 1,543 $ 1,645 Subsidiary loss (income) 161,463 279,192 (223,090 ) Operating (loss) income (162,701 ) (280,735 ) 221,445 Interest expense, net 10,399 9,643 4,241 Gains on convertible debt (15,041 ) — — (Loss) income before income taxes (158,059 ) (290,378 ) 217,204 Income tax benefit (9,208 ) (4,128 ) (2,095 ) Net (loss) income $ (148,851 ) $ (286,250 ) $ 219,299 Other comprehensive (loss) income: Foreign currency translation gain (loss) $ 2,866 $ 952 $ (7,439 ) Release of cumulative translation loss to earnings related to substantial liquidation of Discount Supplements — — 1,619 Other comprehensive income (loss) 2,866 952 (5,820 ) Comprehensive (loss) income $ (145,985 ) $ (285,298 ) $ 213,479 (Loss) Earnings per share: Basic $ (2.16 ) $ (4.12 ) $ 2.61 Diluted $ (2.16 ) $ (4.12 ) $ 2.60 Weighted average common shares outstanding: Basic 68,789 69,409 83,927 Diluted 68,789 69,409 84,186 Dividends declared per share $ — $ 0.80 $ 0.72 See the accompanying note to the condensed parent-only financial statements. SCHEDULE I—CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. GNC HOLDINGS, INC. (Parent Company Only) Statements of Cash Flows (in thousands) Year ended December 31, 2017 2016 2015 Cash flows from operating activities: Net (loss) income $ (148,851 ) $ (286,250 ) $ 219,299 Deficit (equity) in loss (income) of subsidiaries 161,463 279,192 (223,090 ) Dividends received — 283,280 422,355 Other operating activities (12,339 ) 10,895 4,738 Net cash provided by operating activities 273 287,117 423,302 Cash flows from financing activities: Loan to a subsidiary — — (164,300 ) Proceeds from issuance of convertible notes — — 287,500 Debt issuance costs on convertible senior notes — (1,797 ) (8,225 ) Proceeds from exercise of stock options — 353 1,744 Minimum tax withholding requirements (253 ) (1,169 ) (574 ) Repurchase of treasury stock — (229,169 ) (479,799 ) Dividend payment — (55,336 ) (59,648 ) Net cash used in financing activities (253 ) (287,118 ) (423,302 ) Net increase (decrease) in cash and cash equivalents 20 (1 ) — Beginning balance, cash and cash equivalents — 1 1 Ending balance, cash and cash equivalents $ 20 $ — $ 1 See the accompanying note to the condensed parent-only financial statements. BACKGROUND These condensed parent company financial statements should be read in conjunction with the Consolidated Financial Statements of GNC Holdings, Inc. and subsidiaries. The Senior Credit Facility of General Nutrition Centers, Inc. ("Centers"), a wholly owned subsidiary of GNC Holdings, Inc., contains customary covenants, including incurrence covenants and certain other limitations on the ability of GNC Corporation, Centers, and Centers' subsidiaries to, among other things, make optional payments in respect of other debt instruments, pay dividends or other payments on capital stock, and enter into arrangements that restrict their ability to pay dividends or grant liens. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS GNC Holdings, Inc. and Subsidiaries Valuation and Qualifying Accounts (in thousands) Balance at Beginning of Period Charged to Costs and Expenses Deductions Balance at End of Period 2015 Allowance for doubtful accounts $ 6,192 $ 2,679 $ (4,744 ) $ 4,127 Reserve for sales returns 4,949 67,283 (67,385 ) 4,847 Tax valuation allowances 14,653 2,266 — 16,919 2016 Allowance for doubtful accounts $ 4,127 $ 6,231 $ (5,747 ) $ 4,611 Reserve for sales returns 4,847 66,246 (67,723 ) 3,370 Tax valuation allowances 16,919 4,405 — 21,324 2017 Allowance for doubtful accounts $ 4,611 $ 3,109 $ (3,806 ) $ 3,914 Reserve for sales returns 3,370 57,356 (57,627 ) 3,099 Tax valuation allowances 21,324 — (3,845 ) 17,479 |
BASIS OF PRESENTATION AND SUM28
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Consolidated Financial Statements and Footnotes have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("GAAP") and with the instructions to Form 10-K and Regulation S-X. The Company's annual reporting period is based on a calendar year. |
Principles of Consolidation | Principles of Consolidation. The Consolidated Financial Statements include the accounts of Holdings and all of its subsidiaries. All intercompany transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases these estimates on assumptions that it believes to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. |
Cash and Cash Equivalents | Cash and Cash Equivalents. The Company considers cash and cash equivalents to include all cash and liquid deposits and investments with an original maturity of three months or less. Payments due from banks for third-party credit and debit cards generally process within 24 to 72 hours, and are classified as cash equivalents. |
Receivables, net | Receivables, net. The Company extends credit terms for sales of product to its franchisees, wholesale partners and contract manufacturing customers. Receivables consist principally of unpaid invoices for product sales, franchisee royalties and sublease payments. The Company also has notes receivables with certain of its franchisees that were $ 6.8 million and $ 12.1 million at December 31, 2017 and 2016 , respectively, and are primarily recorded within other long-term assets on the Consolidated Balance Sheets. As of the first quarter of 2016, the Company discontinued offering franchisees loans. Franchisees secure financing from lending institutions, which include but are not limited to the small business administration and national banks with franchise programs. These loans generally require the Company to subordinate its first lien position on inventory and furniture and fixtures at predetermined amounts. The Company monitors the financial condition of its customers and establishes an allowance for doubtful accounts for balances estimated to be uncollectible. In addition to considering the aging of receivable balances and assessing the financial condition, the Company considers collateral including inventory and fixed assets for domestic franchisees and letters of credit for international franchisees. |
Inventory | Inventory. Inventory components consist of raw materials, work-in-process, finished product and packaging supplies. Inventories are stated at the lower of cost or net realizable value on a first in/first out basis ("FIFO"). Inventory includes costs associated with distribution and transportation, as well as manufacturing overhead, which are capitalized and expensed as merchandise is sold. Inventory is recorded net of obsolescence, shrinkage and vendor allowances for product costs. The Company regularly reviews its inventory levels in order to identify slow moving and short dated products, using factors such as amount of inventory on hand, remaining shelf life, current and expected market conditions, historical trends and the likelihood of recovering the inventory costs based on anticipated demand. |
Property, Plant and Equipment | Property, Plant and Equipment. Property, plant and equipment expenditures are recorded at cost. Depreciation and amortization are recognized using the straight-line method over the estimated useful life of the assets. The estimated useful lives are as follows: Building 30 yrs Machinery and equipment 3-10 yrs Building and leasehold improvements 3-15 yrs Furniture and fixtures 5-8 yrs Software 3-5 yrs Building improvements are depreciated over their estimated useful life or the remaining useful life of the related building, whichever period is shorter. Improvements to leased premises are depreciated over the estimated useful life of the improvements or the related leases including renewals that are reasonably assured, whichever period is shorter. Expenditures that materially increase the value or clearly extend the useful life of property, plant and equipment are capitalized while repair and maintenance costs incurred in the normal course of operations are expensed as incurred. |
Goodwill and Intangible Assets | Goodwill and Indefinite-Lived Intangible Asset. The Company was acquired by Ares Corporate Opportunities Fund II L.P. and Ontario Teachers’ Pension Plan Board in March 2007 and subsequently completed an initial public offering in 2011 of its common stock. In connection with this acquisition, the Company recorded approximately $ 600 million of goodwill and a $ 720 million indefinite-lived intangible asset related to its brand name. Goodwill is allocated to the Company's reporting units, which are at or below the level of an operating segment as defined by Accounting Standards Codification ("ASC") 280 "Segment Reporting." The Company formally evaluates the carrying amount of goodwill for each of its reporting units in the fourth quarter. In addition, the Company performs an evaluation on an interim basis if it determines that recent events or prevailing conditions indicate a potential impairment of goodwill. A significant amount of judgment is involved in determining whether an indicator of impairment has occurred between annual impairment tests. These indicators include, but are not limited to, overall financial performance such as adverse changes in recent forecasts of operating results, industry and market considerations, a sustained decrease in the share price of the Company's common stock, updated business plans and regulatory and legal developments. In connection with the adoption of Accounting Standards Update ("ASU") 2017-04 as explained below, if the carrying value of a reporting unit exceeds its fair value, an impairment charge is recorded for the difference as an operating expense in the period incurred. The Company's indefinite-lived intangible brand asset is also evaluated annually in the fourth quarter for impairment and on an interim basis if events or changes in circumstances between annual tests indicate that the asset might be impaired. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to the difference. |
Impairment of Definite-Long-lived Assets | Impairment of Definite-Long-lived Assets. The Company evaluates whether the carrying values of property, plant and equipment and definite-lived intangible assets have been impaired whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable based on estimated undiscounted future cash flows. Factors that may trigger an impairment review include significant changes in the intended use of assets, significant negative industry or economic trends, underperforming stores and anticipated store closings. If it is determined that the carrying value of the applicable asset group is not recoverable, an impairment loss is recognized for the amount the carrying value of the long-lived asset exceeds its estimated fair value. Refer to Note 6, "Property, Plant and Equipment, Net" for a description of impairment charges recorded. |
Revenue Recognition | Revenue Recognition. Within the U.S. and Canada segment, retail sales in company-owned stores are recognized at the point of sale, net of sales tax. Revenue related to e-commerce sales is recognized upon delivery to customers and includes shipping charges. A provision for anticipated returns is recorded through a reduction of sales and cost of sales (for product that can be resold or returned to vendors) in the period that the related sales are recorded. Revenue is deferred on sales of the Company's Gold Cards and subsequently recognized over the one year membership period. The Gold Card Member Pricing program which provided members product discounts was discontinued in all domestic company-owned and franchise stores on December 28, 2016 in connection with the introduction of the One New GNC. As a part of this launch, the Company provided former Gold Card customers that were within the membership period of generally one year with a coupon which was equivalent to a reimbursement of the unexpired portion of their Gold Card membership fee. As of December 31, 2016, the Company had $ 24.4 million of deferred Gold Card revenue which was recognized in the first quarter of 2017 over the coupon redemption period which expired in March 2017, net of $1.4 million of applicable redemptions. Effective with the launch of the One New GNC on December 29, 2016, the Company introduced myGNC Rewards, a free points-based loyalty program system-wide in the U.S. The program enables customers to earn points based on their purchases. Points earned by members are valid for one year and may be redeemed for cash discounts on any product the Company sells at both company-owned or franchise locations. The Company defers the estimated standalone selling price of points related to this program as a reduction to revenue as points are earned by allocating a portion of the transaction price the customer pays to a loyalty program liability within deferred revenue and other current liabilities on the Consolidated Balance Sheet. The estimated selling price of each point is based on the estimated value of product for which the point is expected to be redeemed, net of points not expected to be redeemed, based on historical redemption. When a customer redeems earned points, revenue is recognized with a corresponding reduction to the program liability. Also effective with the launch of the One New GNC, the Company began offering a paid membership program, PRO Access, for $ 39.99 per year, which provides members with the delivery of sample boxes throughout the membership year, as well as the offering of certain other benefits including the opportunity to earn triple points on a periodic basis. The boxes include sample merchandise and other materials. The Company defers the membership price paid within deferred revenue and other current liabilities on the Consolidated Balance Sheet and recognizes revenue as the underlying performance obligations are satisfied. Revenue from gift cards is recognized when the gift card is redeemed. Gift cards do not have expiration dates and are not required to be escheated to government authorities. Utilizing historical redemption rates, the Company recognizes revenue for amounts not expected to be redeemed proportionately as other gift card balances are redeemed. Revenues from domestic and international franchisees include product sales, royalties and franchise fees and are recorded within the U.S. and Canada segment for domestic franchisees and the International segment for international franchisees. The Company's franchisees purchase a significant amount of the products they sell in their retail stores from the Company at wholesale prices. Revenue on product sales to franchisees is recognized when risk of loss, title and insurable risks have transferred to the franchisee, net of estimated returns and allowances. Franchise fees are paid in advance, deferred and recognized by the Company at the time of a franchise store opening. Franchise royalties are recognized as a percentage of the franchisees' retail sales in the period the franchisees' sales occur. The Manufacturing / Wholesale segment sells product to the Company's other segments, which is eliminated in consolidation, and third-party customers. Revenue is recognized when risk of loss, title and insurable risks have transferred to the customer, net of estimated returns and allowances. |
Cost of Sales | Cost of Sales. The Company purchases products directly from third-party vendors and manufactures its own products. Cost of sales includes product costs, vendor allowances, inventory obsolescence, shrinkage, manufacturing overhead, warehousing, distribution, shipping and store occupancy costs. Store occupancy costs include rent, common area maintenance charges, real estate and other asset-based taxes, general maintenance, utilities, depreciation, lease incentives and certain insurance expenses. |
Vendor Allowances | Vendor Allowances. The Company receives allowances/credits from various vendors based on either sales or purchase volumes, right of return for expired product and non-saleable customer returns, and cooperative advertising. As the right of offset exists under these arrangements, credit earned under these arrangements are recorded as a reduction in the vendors' accounts payable balances on the Consolidated Balance Sheet and represent the estimated amounts due to the Company under the provisions of such contracts. Amounts expected to be received from vendors relating to the purchase of merchandise inventories are recognized as a reduction to cost of sales as the merchandise is sold. Amounts that represent a reimbursement of costs incurred, such as advertising, are recorded as a reduction to the related expense in the period that the expense is incurred. |
Research and Development | Research and Development. Research and development costs arising from internally generated projects are expensed as incurred. |
Advertising Expenditures | Advertising Expenditures. The Company recognizes the costs of advertising, promotion and marketing programs the first time the communication takes place. The Company administers national advertising funds on behalf of its franchisees. In accordance with the franchisee contracts, the Company collects advertising fees from the franchisees and utilizes the proceeds to coordinate various advertising and marketing campaigns. |
Leases | Leases. The Company has various operating leases for company-owned and franchise store locations, distribution centers, and equipment generally with an initial term of five years, which may include renewal options for varying terms thereafter. Leases for franchise store locations are subleased to franchisees. The Company is the primary lessee for the majority of the franchise store locations and makes rental payments to the landlord directly, and then bills the franchisee for reimbursement. The Company records rental income received from franchisees as revenue. If a franchisee defaults on its sublease, the Company has in the past converted, any such franchise store into a company-owned store and fulfilled the remaining lease obligation. Leases generally include amounts relating to base rent, percent rent and other charges such as common area maintenance and real estate taxes. Periodically, the Company receives varying amounts of reimbursements from landlords to compensate the Company for costs incurred in the construction of stores. These reimbursements are recorded as deferred rent within other long-term liabilities on the Consolidated Balance Sheet and are amortized as a reduction to rent expense over the life of the related lease. The expenditures made by the Company are recorded as an increase to leasehold improvements within property, plant and equipment, net. Many of the Company’s lease agreements contain escalation clauses under which, if fixed and determinable, rent expense and rent income is recognized on a straight-line basis over the lives of the leases, including renewal periods that are reasonably assured. Certain of the Company's leases also contain clauses for rent to be paid as a percentage of sales, which are based on a percentage of retail sales or a percentage of retail sales in excess of stipulated amounts (contingent rent). Contingent rent is recorded as rent expense when attainment of the target is considered probable and is recognized in proportion to the retail sales contributing to the achievement of the target. |
Contingencies | Contingencies. 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 both of the conditions above are not met, disclosure is made when there is at least a reasonable possibility that a loss contingency has been incurred. As facts concerning contingencies evolve and become known, management reassesses the likelihood of a probable loss and makes appropriate adjustments to its financial statements. |
Pre-Opening Expenditures | Pre-Opening Expenditures. The Company recognizes the cost associated with the opening of new stores, which consist primarily of rent, marketing, payroll and recruiting costs, as incurred. |
Income Taxes | Income Taxes . The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities result from (i) the future tax impact of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and (ii) differences between the recorded value of assets acquired in business combinations accounted for as purchases for financial reporting purposes and their corresponding tax bases. Deferred income tax assets are reduced by a valuation allowance if it is more likely than not that some portion of the deferred income tax asset will not be realized. The Company recognizes the tax benefit from an uncertain tax position only if it is at least more likely than not that the tax position will be sustained upon examination by the taxing authorities based on the technical merits of the position. The amount of the tax benefit that is recognized is measured as the largest amount of benefit that is more likely than not to be realized upon effective settlement. The Company classifies interest and penalties accrued in connection with unrecognized tax benefits as income tax expense in its Consolidated Statements of Operations. |
Self-Insurance | Self-Insurance. T he Company is self-insured for certain losses related to health insurance, workers' compensation and general liability insurance and maintains stop-loss coverage with third-party insurers to limit its liability exposure. Liabilities associated with these losses are estimated by considering historical claims experience, estimated lag time to report and pay claims, average cost per claim and other actuarial factors. |
Stock-Based Compensation | Stock-Based Compensation. The Company utilizes the Black-Scholes model to calculate the fair value of time-based stock option awards. The Company utilizes a Monte Carlo simulation for its performance awards with a market condition, which requires various inputs and assumptions, including the Company's own stock price. The grant-date fair value of all other stock-based compensation, including time-based and performance-based restricted stock awards, is based on the closing price for a share of the Company's common stock on the New York Stock Exchange (the "NYSE") on the grant date. Compensation expense for time-based stock options and restricted stock awards is recognized over the applicable vesting period, net of expected forfeitures. Compensation expense for performance-based shares with a market condition is recognized over the applicable vesting period, net of expected forfeitures, regardless of whether the market condition is achieved. Compensation expense related to the performance-based awards is recognized over the applicable vesting period, net of expected forfeitures, and adjusted as necessary to reflect changes in the probability that the vesting criteria will be achieved. The Company regularly reviews the probability of achieving the performance condition on these awards. |
Earnings Per Share | Earnings Per Share. Basic earnings per share ("EPS") is computed by dividing net income by the weighted average number of shares of common stock outstanding for the period. The Company uses the treasury stock method to compute diluted EPS for its stock-based compensation to the extent that awards with performance and market conditions are probable of being achieved and stock options are in-the-money, which assumes that outstanding stock awards were converted into common stock, and the resulting proceeds (which includes unrecognized compensation expense for all awards and the exercise price associated with stock options) were used to acquire shares of common stock at the average market price during the reporting period. |
Foreign Currency | Foreign Currency. For all active foreign operations, the functional currency is generally the local currency. Assets and liabilities of foreign operations are translated into the Company's reporting currency, the U.S. dollar, using period-end exchange rates, while income and expenses are translated using the average exchange rates for the reporting period. Translation gains and losses are recorded as part of accumulated other comprehensive loss on the Consolidated Balance Sheet. The Company has intercompany balances with its foreign entities that are routinely settled primarily relating to product sales and management fees. |
Revision | 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 year ended December 31, 2015. Consequently, the Company corrected the error in the first quarter of 2015 by increasing SG&A expense on the Consolidated Statement of Operations 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 year ended December 31, 2015. This correction had no impact on cash flows in 2015. |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (the "FASB") issued ASU 2017-04, which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, an entity will recognize an impairment charge for the amount by which the carrying value exceeds the fair value. This standard is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company has adopted this ASU in the second quarter of 2017. Refer to Note 5, "Goodwill and Intangible Assets" for a description of the goodwill impairment charges recorded in 2017. In March 2016, the FASB issued ASU 2016-09, which includes multiple provisions intended to simplify various aspects of accounting and reporting for share-based payments. The difference between the deduction for tax purposes and the compensation cost of a share-based payment award results in either an excess tax benefit or deficiency. Formerly, these excess tax benefits were recognized in additional paid-in capital and tax deficiencies (to the extent there were previous tax benefits) were recognized as an offset to accumulated excess tax benefits. If no previous tax benefit existed, the deficiencies were recognized in the income statement as an increase to income tax expense. The changes require all excess tax benefits and tax deficiencies related to share-based payments be recognized as income tax expense or benefit in the income statement. Gross excess tax benefits in the cash flow statement have also changed from the prior presentation as a financing activity to being classified as an operating activity. Lastly, excess tax benefits are no longer included in the assumed proceeds of the diluted EPS calculation, which results in stock-based awards being more dilutive. This standard is effective prospectively for annual reporting periods, and interim periods therein, beginning after December 15, 2016. The Company has adopted this ASU in the first quarter of 2017, which did not have a material impact to the Consolidated Financial Statements. In November 2015, the FASB issued ASU 2015-17, which requires an entity to classify deferred tax assets and liabilities as noncurrent on the balance sheet. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. The Company has adopted this ASU during the first quarter of fiscal 2017, with retrospective application. The Company reclassified $12.9 million of current deferred income tax assets formerly presented within total current assets as a $12.8 million reduction to deferred income taxes presented within total long-term liabilities and a $0.1 million increase to other long-term assets at December 31, 2016 on the Consolidated Balance Sheet to conform to the current year presentation. In July 2015, the FASB issued ASU 2015-11, which requires an entity that determines the cost of inventory by methods other than last-in, first-out and the retail inventory method to measure inventory at the lower of cost and net realizable value. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. Accordingly, the Company has adopted this ASU in the first quarter of 2017, which did not have a material effect on the Company’s Consolidated Financial Statements. Recently Issued Accounting Pronouncements In May 2017, the FASB issued ASU 2017-09, which amends the scope of modification accounting for share-based payment arrangements. This standard states that an entity should account for the effects of a modification unless all of the following are met: 1) The fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified (if the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification); 2) The vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and 3) The classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The standard is effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Company does not expect the impact of the new standard to have a material impact on the Consolidated Financial Statements. In August 2016, the FASB issued ASU 2016-15, which addresses changes to the classification of certain cash receipts and cash payments within the statement of cash flows in order to address diversity in practice. In November 2016, the FASB issued ASU 2016-18, which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. Both standards are effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company does not expect the impact of the new standard to have a material impact on the Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, which requires lessees to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments for all leases with a term greater than 12 months. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2018 and is required to be applied using a modified retrospective approach for all leases existing at, or entered into after, the beginning of the earliest comparative period presented. The Company has a significant number of leases, and as a result, expects this guidance to have a material impact on its Consolidated Balance Sheet, which is currently being evaluated. Revenue Recognition Update 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 annual reporting periods, and interim periods therein, beginning after December 15, 2017. The standard may be applied retrospectively to each prior period presented (full retrospective method) or retrospectively with the cumulative effect recognized as of the date of adoption (modified retrospective method). The Company intends on applying the full retrospective method upon adoption in the first quarter of 2018. The new standard will not impact recognition of point-of-sale revenue in company-owned stores, most wholesale sales, royalties and sublease revenue, together which account for approximately 90% of the Company’s revenue. The new standard will have no impact on the timing or classification of the Company’s cash flows as reported in the Consolidated Statement of Cash Flows and is not expected to have a significant impact on the Company’s Consolidated Statement of Operations. The Company will record a reduction to opening retained earnings, net of tax, at December 31, 2015 of approximately $20 million to $25 million primarily relating to deferred franchise fees. Below is a description of expected changes resulting from the new standard. Franchise fees. The Company's current accounting policy for franchise fees and license fees received for new store openings and renewals is to recognize these fees when earned per the contract terms, which is when a new store opens or at the start of a new term. In accordance with the new guidance, these fees will be deferred and recognized over the applicable license term as the Company satisfies the performance obligation of granting the customer access to the rights of the Company’s intellectual property. This change will impact all of the Company’s reportable segments. In addition, franchise fees received as part of a sale of a company-owned store to a franchisee will be recorded as described above as part of revenue and will no longer be presented as part of gains on refranchising. The Company does not anticipate the impact of this change to be material to the Company’s Consolidated Statement of Operations. The opening balance sheet adjustment to retained earnings at December 31, 2015 will include an increase to deferred revenue of $35 million to $40 million , net of a deferred taxes. Deferred revenue for franchise fees will be recorded within current liabilities and long-term liabilities on the Consolidated Balance Sheet in future periods. Cooperative advertising and other franchise support fees. The Company currently classifies advertising and other franchise support fees received from domestic franchisees of approximately $23 million to $25 million each year as a reduction to selling, general and administrative expense and cost of sales on the Consolidated Statement of Operations. In accordance with the new guidance, these fees will be required to be classified as revenue within the U.S. and Canada segment. The new standard will not impact the timing of recognition of this income or on the Consolidated Balance Sheet. Specialty manufacturing. The Company currently recognizes revenue for products manufactured and sold to customers at a point in time when risk of loss, title and insurable risks have transferred to the customer, net of estimated returns and allowances. Under the new standard, revenue is required to be recognized over time as manufacturing occurs if the customized goods have no alternative use to the manufacturer, and the manufacturer has an enforceable right to payment for performance completed to date. This change will impact contract manufacturing sales to third-parties recorded in the Manufacturing / Wholesale segment. The Company does not anticipate that the impact of this change will be material to the Consolidated Statement of Operations. The Company will record a reduction to inventory as applicable custom manufacturing services are completed with a corresponding contract asset including the applicable markup recorded within other current assets on the Consolidated Balance Sheet. The opening balance sheet adjustment to retained earnings at December 31, 2015 is not expected to be significant, which will include a decrease to inventory with a corresponding increase to a contract asset (for a slightly higher amount representing the markup) of approximately $20 million , net of a deferred taxes. E-Commerce revenues. The Company currently records revenue to its e-commerce customers upon delivery. Under the new guidance, the Company will recognize revenue upon shipment based on meeting the transfer of control criteria. The Company has made a policy election to treat shipping and handling as costs to fulfill the contract, and as a result, any fees received from customers will be included in the transaction price allocated to the performance obligation of providing goods with a corresponding amount accrued within cost of sales for amounts paid to applicable carriers. The new standard is not expected to have a material impact on the timing of recognition of this income or on the Consolidated Balance Sheet. The Company is not revising prior period balances for e-commerce revenues because the changes are not material. Loyalty. Effective with the launch of the One New GNC on December 29, 2016, the Company introduced a free points-based myGNC Rewards loyalty program system-wide in the U.S. The Company is utilizing the new revenue recognition standard to account for this program, the difference of which is immaterial relative to the current standard. Refer to "Revenue recognition" above for information on the Company's accounting policy for this loyalty program. |
BASIS OF PRESENTATION AND SUM29
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Property, Plant and Equipment | The estimated useful lives are as follows: Building 30 yrs Machinery and equipment 3-10 yrs Building and leasehold improvements 3-15 yrs Furniture and fixtures 5-8 yrs Software 3-5 yrs Property, plant and equipment, net, consisted of the following: December 31, 2017 2016 (in thousands) Land, buildings and improvements $ 73,287 $ 72,119 Machinery and equipment 170,107 172,261 Leasehold improvements 146,830 144,667 Furniture and fixtures 108,085 108,998 Software 50,098 64,264 Construction in progress 1,710 6,346 Total property, plant and equipment 550,117 568,655 Less: accumulated depreciation (341,267 ) (330,942 ) Less: impairment (22,288 ) (5,421 ) Net property, plant and equipment $ 186,562 $ 232,292 |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Net Realizable Value of Inventories | The net realizable value of inventory consisted of the following: December 31, 2017 2016 (in thousands) Finished product ready for sale (*) $ 435,216 $ 509,209 Work-in-process, bulk product and raw materials (*) 66,592 67,275 Packaging supplies 5,050 6,728 Inventory $ 506,858 $ 583,212 (*) The December 31, 2016 balances have been revised for an $18.0 million correction in the classification of certain amounts between finished product ready for sale and work-in-process, bulk product and raw materials. The correction had no impact on total inventory |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Summary of Income Before Income Taxes | (Loss) income before income taxes consisted of the following components: Year ended December 31, 2017 2016 2015 (in thousands) Domestic $ (301,948 ) $ (212,095 ) $ 365,362 Foreign (11,690 ) (21,295 ) (23,191 ) (Loss) income before income taxes $ (313,638 ) $ (233,390 ) $ 342,171 |
Summary of Income Tax Expense | Income tax (benefit) expense consisted of the following components: Year ended December 31, 2017 2016 2015 (in thousands) Current: Federal $ 23,965 $ 67,326 $ 104,711 State 4,458 9,928 13,414 Foreign 3,376 6,632 4,297 Total current income tax expense 31,799 83,886 122,422 Deferred: Federal (182,217 ) (32,397 ) 3,193 State (13,773 ) (1,110 ) (1,412 ) Foreign (596 ) 2,481 (1,331 ) Total deferred income tax (benefit) expense (196,586 ) (31,026 ) 450 Total income tax (benefit) expense $ (164,787 ) $ 52,860 $ 122,872 |
Summary of Differences Between the Company's Effective Tax Rate and the Federal Statutory Tax Rate | Income tax (benefit) expense reflected in the accompanying Consolidated Statements of Operations varies from the amounts that would have been provided by applying the United States federal statutory income tax rate of 35% to (loss) income before income taxes as shown below: Year ended December 31, 2017 2016 2015 (in thousands) U.S. federal statutory income tax $ (109,773 ) $ (81,686 ) $ 119,760 Increase (reduction) resulting from: State income tax, net of federal tax benefit (6,678 ) 6,316 11,976 Nondeductible goodwill 6,219 132,800 — Brand name impairment 50,957 — — Exchange of convertible senior notes (9,526 ) — — Other permanent differences 2,513 633 1,369 International operations, net of foreign tax credits (1,087 ) 3,454 13,035 Worthless stock tax benefit — — (11,634 ) Federal tax credits and income deductions (2,698 ) (6,030 ) (8,554 ) Tax impact of uncertain tax positions and other (4,224 ) (2,627 ) (3,080 ) Impact of 2017 Tax Act (90,490 ) — — Income tax (benefit) expense $ (164,787 ) $ 52,860 $ 122,872 |
Summary of Significant Components of the Company's Deferred Tax Assets and Liabilities | Deferred tax assets and liabilities consisted of the following at December 31: 2017 2016 Assets Liabilities Net Assets Liabilities Net (in thousands) Deferred tax assets (liabilities): Operating reserves $ 6,213 $ — $ 6,213 $ 9,774 $ — $ 9,774 Deferred revenue 1,897 — 1,897 4,439 — 4,439 Prepaid expenses — (3,873 ) (3,873 ) — (4,556 ) (4,556 ) Intangible assets — (102,602 ) (102,602 ) — (300,253 ) (300,253 ) Fixed assets 15,420 — 15,420 16,006 — 16,006 Stock-based compensation 4,586 — 4,586 4,597 — 4,597 Net operating loss and credit carryforwards 28,244 — 28,244 26,628 — 26,628 Long-term rent liabilities 6,946 — 6,946 8,604 — 8,604 Convertible senior notes — (5,755 ) (5,755 ) — (12,581 ) (12,581 ) Other 4,018 — 4,018 9,541 — 9,541 Valuation allowance (17,478 ) — (17,478 ) (21,324 ) — (21,324 ) Total net deferred taxes $ 49,846 $ (112,230 ) $ (62,384 ) $ 58,265 $ (317,390 ) $ (259,125 ) |
Summary of Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding penalties and interest, is as follows: December 31, 2017 2016 2015 (in thousands) Balance of unrecognized tax benefits at beginning of period $ 6,456 $ 7,282 $ 11,652 Additions for tax positions taken during current period 748 289 1,345 Additions for tax positions taken during prior periods 192 1,031 543 Reductions for tax positions taken during prior periods (675 ) (1,378 ) (6,258 ) Settlements (947 ) (768 ) — Balance of unrecognized tax benefits at end of period $ 5,774 $ 6,456 $ 7,282 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Details of Impairment of Long-Lived Assets | The Company recorded the following impairment charges. Refer to Note 6, "Property, Plant and Equipment, Net" for more information on the property and equipment charges. Year ended December 31, 2017 2016 2015 (in thousands) Brand name $ 395,600 $ — $ — Goodwill 24,283 471,132 — Property and equipment 18,555 5,421 — Lucky Vitamin (*) 19,356 — — Discount Supplements (*) — — 28,333 Total long-lived asset impairment charges $ 457,794 $ 476,553 $ 28,333 (*) Includes goodwill, intangible assets and property and equipment as explained below |
Summary of Goodwill Activity | The following table summarizes the Company's goodwill activity by reportable segment: U.S. and Canada International Manufacturing / Wholesale Other (*) Total (in thousands) Goodwill at December 31, 2015 $ 392,410 $ 43,177 $ 202,841 $ 11,464 $ 649,892 2016 Activity: Impairments (380,644 ) — (90,488 ) — (471,132 ) Acquired franchise stores 1,372 — — — 1,372 Translation effect of exchange rates 12 (183 ) — — (171 ) Derecognition associated with refranchising (3,899 ) — — — (3,899 ) Total 2016 activity (383,159 ) (183 ) (90,488 ) — (473,830 ) Balance at December 31, 2016: Gross 389,895 42,994 202,841 11,464 647,194 Accumulated impairments (380,644 ) — (90,488 ) — (471,132 ) Goodwill $ 9,251 $ 42,994 $ 112,353 $ 11,464 $ 176,062 2017 Activity: Impairments $ — $ — $ (24,283 ) $ (11,464 ) $ (35,747 ) Translation effect of exchange rates — 714 — — 714 Total 2017 activity — 714 (24,283 ) (11,464 ) (35,033 ) Balance at December 31, 2017: Gross 389,895 43,708 202,841 — 636,444 Accumulated impairments (380,644 ) — (114,771 ) — (495,415 ) Goodwill $ 9,251 $ 43,708 $ 88,070 $ — $ 141,029 (*) In connection with the sale of the assets of Lucky Vitamin in the third quarter of 2017, as described above, the gross goodwill and accumulated impairment was derecognized. |
Schedule of Gross Carrying Amount and Accumulated Amortization/Impairment for Each Major Intangible Asset | The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: December 31, 2017 December 31, 2016 Weighted- Average Life Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization Carrying Amount (in thousands) Brand name Indefinite $ 720,000 $ (395,600 ) $ 324,400 $ 720,000 $ — $ 720,000 Retail agreements 30.3 31,000 (11,513 ) 19,487 31,000 (10,460 ) $ 20,540 Franchise agreements 25.0 70,000 (30,217 ) 39,783 70,000 (27,417 ) 42,583 Manufacturing agreements 25.0 70,000 (30,217 ) 39,783 70,000 (27,417 ) 42,583 Other intangibles (*) 6.8 683 (377 ) 306 10,201 (5,467 ) 4,734 Franchise rights 3.0 7,486 (7,130 ) 356 7,486 (6,697 ) 789 Total $ 899,169 $ (475,054 ) $ 424,115 $ 908,687 $ (77,458 ) $ 831,229 (*) In connection with the sale of the assets of Lucky Vitamin in the third quarter of 2017, as described above, the gross trade name and accumulated amortization/impairment was derecognized. |
Schedule of Gross Carrying Amount and Accumulated Amortization/Impairment for Each Major Intangible Asset | The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: December 31, 2017 December 31, 2016 Weighted- Average Life Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization Carrying Amount (in thousands) Brand name Indefinite $ 720,000 $ (395,600 ) $ 324,400 $ 720,000 $ — $ 720,000 Retail agreements 30.3 31,000 (11,513 ) 19,487 31,000 (10,460 ) $ 20,540 Franchise agreements 25.0 70,000 (30,217 ) 39,783 70,000 (27,417 ) 42,583 Manufacturing agreements 25.0 70,000 (30,217 ) 39,783 70,000 (27,417 ) 42,583 Other intangibles (*) 6.8 683 (377 ) 306 10,201 (5,467 ) 4,734 Franchise rights 3.0 7,486 (7,130 ) 356 7,486 (6,697 ) 789 Total $ 899,169 $ (475,054 ) $ 424,115 $ 908,687 $ (77,458 ) $ 831,229 (*) In connection with the sale of the assets of Lucky Vitamin in the third quarter of 2017, as described above, the gross trade name and accumulated amortization/impairment was derecognized. |
Schedule of Future Estimated Amortization Expense | The following table represents future amortization expense of definite-lived intangible assets at December 31, 2017 : Years ending December 31, Amortization expense (in thousands) 2018 $ 6,974 2019 6,835 2020 6,771 2021 6,693 2022 6,653 Thereafter 65,789 Total future amortization expense $ 99,715 |
PROPERTY, PLANT AND EQUIPMENT33
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | The estimated useful lives are as follows: Building 30 yrs Machinery and equipment 3-10 yrs Building and leasehold improvements 3-15 yrs Furniture and fixtures 5-8 yrs Software 3-5 yrs Property, plant and equipment, net, consisted of the following: December 31, 2017 2016 (in thousands) Land, buildings and improvements $ 73,287 $ 72,119 Machinery and equipment 170,107 172,261 Leasehold improvements 146,830 144,667 Furniture and fixtures 108,085 108,998 Software 50,098 64,264 Construction in progress 1,710 6,346 Total property, plant and equipment 550,117 568,655 Less: accumulated depreciation (341,267 ) (330,942 ) Less: impairment (22,288 ) (5,421 ) Net property, plant and equipment $ 186,562 $ 232,292 |
LONG-TERM DEBT _ INTEREST EXP34
LONG-TERM DEBT / INTEREST EXPENSE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following: December 31, 2017 2016 (in thousands) Term Loan Facility (net of $0.9 million and $1.6 million discount) $ 1,130,320 $ 1,170,486 Revolving Credit Facility — 127,000 Notes 167,988 245,273 Debt issuance costs (1,285 ) (2,306 ) Total debt $ 1,297,023 $ 1,540,453 Less: current maturities — (12,562 ) Long-term debt $ 1,297,023 $ 1,527,891 |
Schedule of Total Debt Principal Maturities | At December 31, 2017 , the Company's future annual contractual obligations on long-term debt are detailed below: Year Ending December 31, Term Loan Facility (1) Convertible Notes (2) Total (in thousands) 2019 $ 1,131,197 $ — $ 1,131,197 2020 — 188,565 188,565 Total $ 1,131,197 $ 188,565 $ 1,319,762 (1) Includes the unamortized original issuance discount of $0.9 million . (2) Includes unamortized conversion feature of $18.1 million and original issuance discount of $2.5 million . |
Convertible Debt | The Notes consist of the following components: As of December 31, 2017 2016 (in thousands) Liability component Principal $ 188,565 $ 287,500 Conversion feature (18,065 ) (37,179 ) Discount related to debt issuance costs (2,512 ) (5,048 ) Net carrying amount $ 167,988 $ 245,273 Equity component Conversion feature $ 49,680 $ 49,680 Debt issuance costs (1,421 ) (1,421 ) Deferred taxes (*) (16,620 ) (17,750 ) Net amount recorded in additional paid-in capital $ 31,639 $ 30,509 * The balance at December 31, 2017 includes $1.1 million related to the tax provision that was allocated to additional paid-in capital associated with the exchange explained above. |
Interest Income and Interest Expense Disclosure | Interest expense consisted of the following: For the year ended December 31, 2017 2016 2015 (in thousands) Senior Credit Facility: Term Loan Facility coupon $ 41,477 $ 38,821 $ 42,147 Revolving Credit Facility 4,685 4,689 805 Amortization of discount and debt issuance costs 2,413 2,444 2,583 Total Senior Credit Facility 48,575 45,954 45,535 Notes: Coupon 4,272 4,313 1,702 Amortization of conversion feature 9,496 9,092 3,410 Amortization of discount and debt issuance costs 1,251 1,140 412 Total Notes 15,019 14,545 5,524 Interest income and other 627 (56 ) (123 ) Interest expense, net $ 64,221 $ 60,443 $ 50,936 |
DEFERRED REVENUE AND OTHER CU35
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES | |
Summary of Deferred Revenue and Other Current Liabilities | Deferred revenue and other current liabilities consisted of the following: December 31, 2017 2016 (in thousands) Deferred revenue $ 34,802 $ 38,044 Accrued compensation and related benefits 32,177 34,700 Accrued occupancy 8,732 8,815 Accrued sales tax 3,022 2,626 Accrued interest 2,124 2,383 Accrued income taxes — 1,454 Other current liabilities 27,815 27,149 Total deferred revenue and other current liabilities $ 108,672 $ 115,171 |
FAIR VALUE MEASUREMENTS AND F36
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Financial Instruments, Owned, at Fair Value [Abstract] | |
Carrying Amount and Estimated Fair Values of the Term Loan Facility and Notes | The carrying value and estimated fair value of the Term Loan Facility, net of discount, and Notes (net of the equity component classified in stockholders' equity and discount) were as follows: December 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Term Loan Facility $ 1,130,320 $ 930,592 $ 1,170,486 $ 1,100,257 Notes 167,988 85,044 245,273 185,794 |
LONG-TERM LEASE OBLIGATIONS (Ta
LONG-TERM LEASE OBLIGATIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Leases, Operating [Abstract] | |
Components of Rent Expense | The Company's rent expense, which is recorded within cost of sales on the Consolidated Statements of Operations, was as follows: Year ended December 31, 2017 2016 2015 (in thousands) Company-owned and franchise stores: Rent on operating leases $ 193,398 $ 193,830 $ 187,346 Landlord related taxes 27,872 27,747 25,765 Common operating expenses 45,866 45,375 44,184 Percent and contingent rent 17,870 19,435 21,109 Total company-owned and franchise stores 285,006 286,387 278,404 Other 22,446 19,905 16,568 Total rent expense $ 307,452 $ 306,292 $ 294,972 |
Minimum Future Obligations for Non-Cancelable Operating Leases | Minimum future rent obligations for non-cancelable operating leases, excluding optional renewal periods, were as follows for the years ending December 31 and exclude landlord related taxes, common operating expenses, and percent and contingent rent. Company-Owned and Franchise Stores Sublease Income from Franchisees Other * Rent on Operating Leases, net of Sublease Revenue (in thousands) 2018 $ 176,770 $ (31,936 ) $ 4,984 $ 149,818 2019 139,772 (25,382 ) 4,314 118,704 2020 107,685 (19,611 ) 3,836 91,910 2021 81,289 (13,115 ) 2,618 70,792 2022 53,743 (6,947 ) 1,638 48,434 Thereafter 92,234 (7,744 ) 8,548 93,038 Total future obligations $ 651,493 $ (104,735 ) $ 25,938 $ 572,696 * Includes various leases for warehouses, vehicles, and various equipment at our facility |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Basic and Dilutive Weighted Average Shares | The following table represents the Company's basic and dilutive weighted average shares: Year ended December 31, 2017 2016 2015 (in thousands) Basic weighted average shares 68,789 69,409 83,927 Effect of dilutive stock-based compensation awards — — 259 Diluted weighted averages shares 68,789 69,409 84,186 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | For the year ended December 31, 2015, the following awards were not included in the computation of diluted EPS because the impact of applying the treasury stock method was antidilutive or because certain conditions have not been met with respect to the Company's performance-based awards. Antidilutive: Time-based 161 Contingently issuable: Performance-based 139 Total stock-based awards 300 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of All Share-Based Awards Outstanding | The following table sets forth a summary of all stock-based compensation awards outstanding under all plans: December 31, 2017 December 31, 2016 Time-based stock options 2,605,167 913,960 Time-based restricted stock awards 1,039,380 312,245 Performance-based restricted stock awards — 101,384 Performance-based restricted stock awards with a market condition 367,150 165,635 Total share awards outstanding 4,011,697 1,493,224 |
Summary of Stock Options Under All Plans | The following table sets forth a summary of stock options under all plans. Total Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2016 913,960 $ 26.53 $ 71 Granted 2,298,093 $ 8.53 Exercised — $ — $ — Forfeited and expired (606,886 ) $ 21.60 Outstanding at December 31, 2017 2,605,167 $ 11.84 8.3 $ — Exercisable at December 31, 2017 374,294 $ 22.17 2.8 $ — |
Schedule of Assumptions Used in Black Scholes Valuation | The assumptions used in the Company's Black Scholes valuation were as follows: Year ended December 31, 2017 2016 2015 Dividend yield 0% 2.3% - 3.8% 1.5% - 2.4% Expected term 6 - 6.3 years 6.3 years 6.3 years Volatility 38.2% - 40.8% 30.1% - 30.7% 31.1% - 38.3% Risk free rate 1.8% - 2.1% 1.3% - 1.9% 1.3% - 1.9% |
Summary of Restricted Stock Awards Granted Under the 2015 Stock Plan | The following table sets forth a summary of restricted stock awards granted under all plans: Time-Based Performance-Based Performance Restricted Shares with a Market Condition Shares Wtd Avg Grant Date Fair Value Shares Wtd Avg Grant Date Fair Value Shares Wtd Avg Grant Date Fair Value Outstanding at December 31, 2016 312,245 $ 30.81 101,384 $ 48.99 165,635 $ 34.28 Granted 1,294,315 $ 8.19 — $ — 365,292 $ 8.03 Vested (388,418 ) $ 18.05 — $ — — $ — Forfeited (178,762 ) $ 15.71 (101,384 ) $ 48.99 (163,777 ) $ 18.02 Outstanding at December 31, 2017 1,039,380 $ 10.01 — $ 48.99 367,150 $ 15.42 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Employee Vesting in Company Match | An employee becomes vested in the Company match portion as follows: Years of Service Percent Vested 0-1 0 % 1-2 33 % 2-3 66 % 3+ 100 % |
SEGMENTS (Tables)
SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Key Financial Information of the Segments | The following table presents key financial information for each of the Company's reportable segments. The company recorded $457.8 million and $476.6 million in long-lived asset impairments in the years ended December 31, 2017 and 2016, respectively, which significantly impacted the U.S. and Canada segment by $412.5 million and $386.0 million , and the Manufacturing / Wholesale segment by $ 24.3 million and $90.5 million . Refer to Note 5, "Goodwill and Intangible Assets" and Note 6, "Property, Plant and Equipment, Net" for more information. Year ended December 31, 2017 2016 2015 (in thousands) Revenue: U.S. and Canada $ 1,993,444 $ 2,058,011 $ 2,168,005 International 177,359 160,691 183,007 Manufacturing / Wholesale Intersegment revenues 231,495 218,761 267,377 Third party 216,053 235,678 235,680 Subtotal Manufacturing / Wholesale 447,548 454,439 503,057 Total reportable segment revenues 2,618,351 2,673,141 2,854,069 Other 66,182 85,636 96,606 Elimination of intersegment revenues (231,495 ) (218,761 ) (267,377 ) Total revenue $ 2,453,038 $ 2,540,016 $ 2,683,298 Operating (loss) income: U.S. and Canada $ (246,097 ) $ (104,943 ) $ 379,320 International 60,568 55,404 64,486 Manufacturing / Wholesale 47,990 (19,961 ) 86,172 Total reportable segment operating (loss) income (137,539 ) (69,500 ) 529,978 Unallocated corporate and other costs Corporate costs (102,114 ) (103,362 ) (98,340 ) Other (20,760 ) (85 ) (38,531 ) Unallocated corporate costs and other (122,874 ) (103,447 ) (136,871 ) Total operating (loss) income (260,413 ) (172,947 ) 393,107 Interest expense, net 64,221 60,443 50,936 Gain on convertible debt and debt refinancing costs (10,996 ) — — (Loss) income before income taxes $ (313,638 ) $ (233,390 ) $ 342,171 Year ended December 31, 2017 2016 2015 Depreciation and amortization: (in thousands) U.S. and Canada $ 35,571 $ 37,979 $ 33,936 International 2,455 2,475 2,524 Manufacturing / Wholesale 10,238 10,793 10,823 Corporate and other 8,545 8,791 9,954 Total depreciation and amortization $ 56,809 $ 60,038 $ 57,237 Capital expenditures: U.S. and Canada $ 20,614 $ 40,417 $ 27,545 International 277 518 716 Manufacturing / Wholesale 2,862 7,467 5,655 Corporate and Other 8,370 11,177 11,911 Total capital expenditures $ 32,123 $ 59,579 $ 45,827 Total revenues by geographic areas: United States $ 2,305,375 $ 2,402,649 $ 2,522,774 Foreign 147,663 137,367 160,524 Total revenues $ 2,453,038 $ 2,540,016 $ 2,683,298 As of December 31 2017 2016 Total assets: (in thousands) U.S. and Canada $ 916,263 $ 1,452,482 International 202,624 196,057 Manufacturing / Wholesale 302,772 338,108 Corporate and other 94,902 69,195 Total assets $ 1,516,561 $ 2,055,842 Property, plant, and equipment, net: United States $ 181,118 $ 223,107 Foreign 5,444 9,185 Total property, plant and equipment, net $ 186,562 $ 232,292 |
Sales by General Product Category | The following is a summary of revenue in the U.S. and Canada segment: Year ended December 31, 2017 2016 2015 U.S. company-owned product sales: (in thousands) Protein $ 338,773 $ 369,150 $ 389,917 Performance supplements 281,532 254,753 246,662 Weight management 140,148 154,195 165,114 Vitamins 203,569 218,908 271,099 Herbs / Greens 66,324 63,356 70,924 Wellness 196,942 200,914 211,377 Health / Beauty 190,977 164,510 149,520 Food / Drink 94,390 105,134 124,865 General merchandise 28,931 28,786 27,384 Total U.S. company-owned product sales $ 1,541,586 $ 1,559,706 $ 1,656,862 Wholesale sales to franchisees 242,521 250,779 257,497 Royalties and franchise fees 33,149 34,469 35,350 Sublease income 48,972 47,555 44,086 Gold Card revenue recognized in U.S. (1) 24,399 62,211 59,247 Other (2) 102,817 103,291 114,963 Total U.S. and Canada revenue $ 1,993,444 $ 2,058,011 $ 2,168,005 (1) Gold Card was discontinued in December 2017 in connection with the launch of the One New GNC . Refer to Note 2, "Basis of Presentation and Summary of Significant Accounting Policies," for more information. (2) Includes revenue primarily related to Canada operations. The following is a summary of the Company's revenue in the Manufacturing / Wholesale reportable segment: Year ended December 31, 2017 2016 2015 (in thousands) Third-party contract manufacturing $ 127,883 $ 134,542 $ 118,852 Intersegment sales 231,495 218,761 267,378 Wholesale partner sales 88,170 101,136 116,827 Total Manufacturing / Wholesale revenue $ 447,548 $ 454,439 $ 503,057 The following is a summary of the Company's revenue in the International reportable segment: Year ended December 31, 2017 2016 2015 (in thousands) Wholesale sales to franchisees $ 104,384 $ 104,405 $ 130,719 Royalties and franchise fees 26,190 25,485 29,085 Other (*) 46,785 30,801 23,203 Total International revenue $ 177,359 $ 160,691 $ 183,007 (*) Includes revenue primarily related to China operations and The Health Store. |
QUARTERLY FINANCIAL INFORMATI42
QUARTERLY FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Results | The following table summarizes the Company's 2017 and 2016 quarterly results: Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2017 2017 2017 2017 2017 (In thousands, except per share amounts) Total revenue $ 644,838 $ 640,994 $ 609,469 $ 557,737 $ 2,453,038 Gross profit 212,971 212,723 196,806 177,547 800,047 Operating income (loss) 53,553 39,820 40,445 (394,231 ) (260,413 ) Net income (loss) 23,850 15,661 21,463 (209,825 ) (148,851 ) Weighted average shares outstanding: Basic 68,246 68,287 68,354 70,251 68,789 Diluted 68,300 68,362 68,569 70,251 68,789 Earnings per share: Basic (1) $ 0.35 $ 0.23 $ 0.31 $ (2.99 ) $ (2.16 ) Diluted (1) $ 0.35 $ 0.23 $ 0.31 $ (2.99 ) $ (2.16 ) Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2016 2016 2016 2016 2016 (In thousands, except per share amounts) Total revenue $ 668,905 $ 673,218 $ 627,964 $ 569,929 $ 2,540,016 Gross profit 235,845 238,698 215,408 170,168 860,119 Operating income (loss) 94,065 116,224 64,893 (448,129 ) (172,947 ) Net income (loss) 50,815 64,028 32,354 (433,447 ) (286,250 ) Weighted average shares outstanding: Basic 73,078 68,176 68,190 68,219 69,409 Diluted 73,373 68,303 68,315 68,219 69,409 Earnings per share: Basic (1) $ 0.70 $ 0.94 $ 0.47 $ (6.35 ) $ (4.12 ) Diluted (1) $ 0.69 $ 0.94 $ 0.47 $ (6.35 ) $ (4.12 ) (1) Quarterly results for earnings per share may not add to full year results due to rounding. |
NATURE OF BUSINESS - Narrative
NATURE OF BUSINESS - Narrative (Details) | 12 Months Ended |
Dec. 31, 2017segmentcountry | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | segment | 3 |
Number of international countries in which franchise stores are located | country | 50 |
BASIS OF PRESENTATION AND SUM44
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash and Cash Equivalents (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum | |
Cash and Cash Equivalents [Line Items] | |
Cash and cash equivalents, maturity term (in hours) | 24 hours |
Maximum | |
Cash and Cash Equivalents [Line Items] | |
Cash and cash equivalents, maturity term (in hours) | 72 hours |
BASIS OF PRESENTATION AND SUM45
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Receivables, net (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts | $ 3.9 | $ 4.6 |
Franchise Retail Stores | Notes Receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes receivable | $ 6.8 | $ 12.1 |
BASIS OF PRESENTATION AND SUM46
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Building | |
Property, plant and equipment | |
Useful lives | 30 years |
Machinery and equipment | Minimum | |
Property, plant and equipment | |
Useful lives | 3 years |
Machinery and equipment | Maximum | |
Property, plant and equipment | |
Useful lives | 10 years |
Building and leasehold improvements | Minimum | |
Property, plant and equipment | |
Useful lives | 3 years |
Building and leasehold improvements | Maximum | |
Property, plant and equipment | |
Useful lives | 15 years |
Furniture and fixtures | Minimum | |
Property, plant and equipment | |
Useful lives | 5 years |
Furniture and fixtures | Maximum | |
Property, plant and equipment | |
Useful lives | 8 years |
Software | Minimum | |
Property, plant and equipment | |
Useful lives | 3 years |
Software | Maximum | |
Property, plant and equipment | |
Useful lives | 5 years |
BASIS OF PRESENTATION AND SUM47
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2007 |
Accounting Policies [Abstract] | ||||
Goodwill | $ 141,029 | $ 176,062 | $ 649,892 | $ 600,000 |
Indefinite-lived intangible assets | $ 324,400 | $ 720,000 | $ 720,000 |
BASIS OF PRESENTATION AND SUM48
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue Recognition [Line Items] | ||
Deferred revenue | $ 34,802,000 | $ 38,044,000 |
Period for which points earned by members are valid | 1 year | |
PRO Access, monthly fee for membership program | $ 39.99 | |
Membership Program | ||
Revenue Recognition [Line Items] | ||
Deferred revenue | 24,400,000 | $ 24,400,000 |
Discounts redeemed by customers | $ 1,400,000 |
BASIS OF PRESENTATION AND SUM49
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Other Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Vendor Allowances | |||
Vendor allowances reducing cost of sales | $ 86.7 | $ 94.9 | $ 98.7 |
Advertising Expenditures | |||
Advertising expenses | 89.2 | 74.1 | 69.5 |
Amount received from national advertising fund | 15.3 | 15.7 | 16 |
Minimum | |||
Research and Development | |||
Research and development costs | 6 | 6 | 6 |
Advertising Expenditures | |||
Advertising expenses | 23 | ||
Maximum | |||
Research and Development | |||
Research and development costs | 8 | $ 8 | $ 8 |
Advertising Expenditures | |||
Advertising expenses | $ 25 |
BASIS OF PRESENTATION AND SUM50
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Lease term | 5 years |
BASIS OF PRESENTATION AND SUM51
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Correction for Immaterial Error (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Employee-related liabilities, current | $ 32,177 | $ 34,700 | $ 32,177 | $ 34,700 | ||||||||
Decrease to net income | $ 209,825 | $ (21,463) | $ (15,661) | $ (23,850) | $ 433,447 | $ (32,354) | $ (64,028) | $ (50,815) | $ 148,851 | $ 286,250 | $ (219,299) | |
Immaterial Error Correction | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Employee-related liabilities, current | $ 2,800 | |||||||||||
Deferred Revenue and Other Current Liabilities | Immaterial Error Correction | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Employee-related liabilities, current | $ 2,800 | |||||||||||
Scenario, Adjustment | Immaterial Error Correction | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Decrease to net income | $ 1,800 |
BASIS OF PRESENTATION AND SUM52
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Other Loss (Income), Net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss on disposition of business | $ (1.7) | ||
Other Loss (Income), Net | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Foreign currency loss | (1.2) | $ 0.4 | |
Insurance and lease settlement | 1 | ||
Loss on disposition of business | $ (2.7) | ||
Other Loss (Income), Net | Discount Supplements | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Foreign currency loss | $ 0.8 | ||
Loss on disposition of business | $ 2.7 |
BASIS OF PRESENTATION AND SUM53
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reduction of deferred income taxes | $ (64,121) | $ (259,203) | |
Increase to long- term other assets | 23,289 | 29,927 | |
Advertising expenses | 89,200 | 74,100 | $ 69,500 |
Increase to contract with customer, asset, net | 20,000 | ||
Accounting Standards Update 2015-17 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reclassification of current deferred income taxes | 12,900 | ||
Reduction of deferred income taxes | 12,800 | ||
Increase to long- term other assets | $ 100 | ||
Minimum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Deferred revenue | 35,000 | ||
Advertising expenses | 23,000 | ||
Minimum | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reduction to retained earnings, net of tax | 20,000 | ||
Maximum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Deferred revenue | 40,000 | ||
Advertising expenses | $ 25,000 | ||
Maximum | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reduction to retained earnings, net of tax | $ 25,000 |
INVENTORY - Narrative (Details
INVENTORY - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Finished product ready for sale | $ 435,216 | $ 509,209 |
Work-in-process, bulk product and raw materials | 66,592 | 67,275 |
Packaging supplies | 5,050 | 6,728 |
Inventory | $ 506,858 | 583,212 |
Revised correction in classification between finished product and work-in-process | $ 18,000 |
INCOME TAXES - Summary of Inco
INCOME TAXES - Summary of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income before income taxes | |||
Domestic | $ (301,948) | $ (212,095) | $ 365,362 |
Foreign | (11,690) | (21,295) | (23,191) |
(Loss) income before income taxes | $ (313,638) | $ (233,390) | $ 342,171 |
INCOME TAXES - Summary of In56
INCOME TAXES - Summary of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ 23,965 | $ 67,326 | $ 104,711 |
State | 4,458 | 9,928 | 13,414 |
Foreign | 3,376 | 6,632 | 4,297 |
Total current income tax expense | 31,799 | 83,886 | 122,422 |
Deferred: | |||
Federal | (182,217) | (32,397) | 3,193 |
State | (13,773) | (1,110) | (1,412) |
Foreign | (596) | 2,481 | (1,331) |
Total deferred income tax (benefit) expense | (196,586) | (31,026) | 450 |
Total income tax (benefit) expense | $ (164,787) | $ 52,860 | $ 122,872 |
INCOME TAXES - Summary of the
INCOME TAXES - Summary of the Differences Between the Company's Effective Tax Rate and the Federal Statutory Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory income tax | $ (109,773) | $ (81,686) | $ 119,760 |
Increase (reduction) resulting from: | |||
State income tax, net of federal tax benefit | (6,678) | 6,316 | 11,976 |
Nondeductible goodwill | 6,219 | 132,800 | 0 |
Brand name impairment | 50,957 | 0 | 0 |
Exchange of convertible senior notes | (9,526) | 0 | 0 |
Other permanent differences | 2,513 | 633 | 1,369 |
International operations, net of foreign tax credits | (1,087) | 3,454 | 13,035 |
Worthless stock tax benefit | 0 | 0 | (11,634) |
Federal tax credits and income deductions | (2,698) | (6,030) | (8,554) |
Tax impact of uncertain tax positions and other | (4,224) | (2,627) | (3,080) |
Impact of 2017 Tax Act | (90,490) | 0 | 0 |
Total income tax (benefit) expense | $ (164,787) | $ 52,860 | $ 122,872 |
INCOME TAXES - Narrative (Deta
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Loss Carryforwards [Line Items] | |||||
Tax cuts and jobs act of 2017, change in tax rate, income tax expense (benefit) | $ 90,500 | ||||
Goodwill impairment charge | $ 471,100 | 35,747 | $ 471,132 | $ 0 | |
Valuation allowance adjustment | 3,800 | 4,400 | $ 2,300 | ||
Unrecognized tax benefits, reduction resulting from lapse of applicable statute of limitations | 700 | ||||
Accrued interest and penalties | $ 2,000 | $ 1,900 | 2,000 | $ 1,900 | |
Unrecognized tax benefits that would impact effective tax rate | 7,800 | $ 7,800 | |||
Minimum | |||||
Operating Loss Carryforwards [Line Items] | |||||
Period of realization prior to expiration | 5 years | 5 years | |||
Maximum | |||||
Operating Loss Carryforwards [Line Items] | |||||
Period of realization prior to expiration | 20 years | 20 years | |||
Wholesale Reporting Unit [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Goodwill impairment charge | $ 24,300 | $ 24,283 |
INCOME TAXES - Significant Com
INCOME TAXES - Significant Components of the Company's Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Operating reserves | $ 6,213 | $ 9,774 |
Deferred revenue | 1,897 | 4,439 |
Current tax liabilities: | ||
Prepaid expenses | (3,873) | (4,556) |
Current tax assets (liabilities): | ||
Operating reserves | 6,213 | 9,774 |
Deferred revenue | 1,897 | 4,439 |
Prepaid expenses | (3,873) | (4,556) |
Non-current tax assets: | ||
Fixed assets | 15,420 | 16,006 |
Stock-based compensation | 4,586 | 4,597 |
Net operating loss and credit carryforwards | 28,244 | 26,628 |
Long-term rent liabilities | 6,946 | 8,604 |
Other | 4,018 | 9,541 |
Valuation allowance | (17,478) | (21,324) |
Non-current tax liabilities: | ||
Intangible assets | (102,602) | (300,253) |
Convertible senior notes | (5,755) | (12,581) |
Non-current tax assets (liabilities): | ||
Intangible assets | (102,602) | (300,253) |
Fixed assets | 15,420 | 16,006 |
Stock-based compensation | 4,586 | 4,597 |
Net operating loss and credit carryforwards | 28,244 | 26,628 |
Long-term rent liabilities | 6,946 | 8,604 |
Convertible senior notes | (5,755) | (12,581) |
Other | 4,018 | 9,541 |
Total deferred tax assets | 49,846 | 58,265 |
Total deferred tax liabilities | (112,230) | (317,390) |
Total net deferred taxes | $ (62,384) | $ (259,125) |
INCOME TAXES - Reconciliation
INCOME TAXES - Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | |||
Balance of unrecognized tax benefits at beginning of period | $ 6,456 | $ 7,282 | $ 11,652 |
Additions for tax positions taken during current period | 748 | 289 | 1,345 |
Additions for tax positions taken during prior periods | 192 | 1,031 | 543 |
Reductions for tax positions taken during prior periods | (675) | (1,378) | (6,258) |
Settlements | (947) | (768) | 0 |
Balance of unrecognized tax benefits at end of period | $ 5,774 | $ 6,456 | $ 7,282 |
GOODWILL AND INTANGIBLE ASSET61
GOODWILL AND INTANGIBLE ASSETS Long-Lived Asset Impairment Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Long-lived asset impairments | $ 19,400 | $ 473,500 | $ 457,794 | $ 476,553 | $ 28,333 | ||
Goodwill impairment charge | 471,100 | 35,747 | 471,132 | 0 | |||
Total long-lived asset impairment charges | 457,794 | 476,553 | 28,333 | ||||
Brand Name [Member] | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Long-lived asset impairments | $ 395,600 | 395,600 | 0 | 0 | |||
Lucky Vitamin | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Long-lived asset impairments | 19,356 | 0 | 0 | ||||
Property, Plant and Equipment [Member] | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Long-lived asset impairments | 14,700 | $ 2,400 | 18,555 | 5,421 | 0 | ||
Discount Supplements | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Long-lived asset impairments | 0 | $ 0 | $ 28,333 | ||||
Goodwill impairment charge | $ 23,300 | ||||||
Wholesale Reporting Unit [Member] | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Goodwill impairment charge | $ 24,300 | $ 24,283 |
GOODWILL AND INTANGIBLE ASSET62
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2017 | Sep. 30, 2015USD ($) | Dec. 31, 2017USD ($)store | Dec. 31, 2016USD ($)store | Dec. 31, 2015USD ($)store | Mar. 31, 2007USD ($) | |
Acquisitions | ||||||||||
Decline in share price (over) | 50.00% | |||||||||
Indefinite-lived intangible assets | $ 324,400,000 | $ 720,000,000 | $ 324,400,000 | $ 720,000,000 | $ 720,000,000 | |||||
Long-lived asset impairments | $ 19,400,000 | 473,500,000 | 457,794,000 | 476,553,000 | $ 28,333,000 | |||||
Goodwill impairment charge | 471,100,000 | 35,747,000 | 471,132,000 | 0 | ||||||
Goodwill | $ 141,029,000 | 176,062,000 | $ 141,029,000 | 176,062,000 | 649,892,000 | $ 600,000,000 | ||||
Discounted cash flow method, weight | 50.00% | 50.00% | ||||||||
Market approach, weight | 50.00% | 50.00% | ||||||||
Loss on disposition of business | $ (1,700,000) | |||||||||
Amortization expense | 7,400,000 | 8,200,000 | 10,300,000 | |||||||
Lucky Vitamin | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 19,356,000 | 0 | 0 | |||||||
Loss on disposition of business | 1,700,000 | |||||||||
Purchase price of sold acquisition | $ 6,400,000 | $ 6,400,000 | ||||||||
Other Loss (Income), Net | ||||||||||
Acquisitions | ||||||||||
Loss on disposition of business | $ (2,700,000) | |||||||||
Other Loss (Income), Net | Discount Supplements | ||||||||||
Acquisitions | ||||||||||
Loss on disposition of business | $ 2,700,000 | |||||||||
Franchise Stores | ||||||||||
Acquisitions | ||||||||||
Number of franchise stores acquired | store | 60 | 21 | 44 | |||||||
Brand Name [Member] | ||||||||||
Acquisitions | ||||||||||
Indefinite-lived intangible assets | 720,000,000 | $ 720,000,000 | ||||||||
Long-lived asset impairments | 395,600,000 | 395,600,000 | $ 0 | $ 0 | ||||||
Wholesale Reporting Unit [Member] | ||||||||||
Acquisitions | ||||||||||
Goodwill impairment charge | 24,300,000 | 24,283,000 | ||||||||
The Health Store | ||||||||||
Acquisitions | ||||||||||
Goodwill | $ 5,900,000 | $ 5,900,000 | ||||||||
Goodwill, percentage of fair value in excess of carrying value (less than) | 15.00% | 15.00% | ||||||||
Manufacturing Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Goodwill | $ 61,500,000 | $ 61,500,000 | ||||||||
Goodwill, percentage of fair value in excess of carrying value (less than) | 15.00% | 15.00% | ||||||||
Lucky Vitamin Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Goodwill impairment charge | $ 11,500,000 | |||||||||
Goodwill | $ 0 | $ 0 | ||||||||
Lucky Vitamin Reporting Unit | Trade Names | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 4,200,000 | |||||||||
Lucky Vitamin Reporting Unit | Property And Equipment | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 3,700,000 | |||||||||
U.S. and Canada | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 412,500,000 | 386,000,000 | ||||||||
Goodwill impairment charge | 0 | 380,644,000 | ||||||||
Goodwill | 9,251,000 | $ 9,251,000 | 9,251,000 | $ 9,251,000 | 392,410,000 | |||||
U.S. and Canada | Long-lived asset impairments | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 19,400,000 | |||||||||
U.S. and Canada | Brand Name [Member] | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 394,000,000 | |||||||||
U.S. and Canada | Lucky Vitamin Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Goodwill, percentage of fair value in excess of carrying value (less than) | 20.00% | 20.00% | ||||||||
Manufacturing / Wholesale | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 24,300,000 | $ 90,500,000 | ||||||||
Goodwill impairment charge | 24,283,000 | 90,488,000 | ||||||||
Goodwill | 88,070,000 | $ 112,353,000 | 88,070,000 | 112,353,000 | 202,841,000 | |||||
International | ||||||||||
Acquisitions | ||||||||||
Goodwill impairment charge | 0 | 0 | ||||||||
Goodwill | $ 43,708,000 | $ 42,994,000 | 43,708,000 | 42,994,000 | 43,177,000 | |||||
International | Brand Name [Member] | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | 1,600,000 | |||||||||
Discount Supplements | ||||||||||
Acquisitions | ||||||||||
Long-lived asset impairments | $ 0 | $ 0 | $ 28,333,000 | |||||||
Goodwill impairment charge | $ 23,300,000 | |||||||||
Discount Supplements | Tradename And Website | ||||||||||
Acquisitions | ||||||||||
Intangible assets impairment charge | $ 4,400,000 | |||||||||
Discount Supplements | Property And Equipment | ||||||||||
Acquisitions | ||||||||||
Intangible assets impairment charge | $ 600,000 | |||||||||
Goodwill | Brand Name [Member] | ||||||||||
Acquisitions | ||||||||||
Assumed period of cash flows | 10 years | |||||||||
Weighted average cost of capital | 18.50% | |||||||||
Goodwill | Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Assumed period of cash flows | 8 years | |||||||||
Goodwill | Lucky Vitamin Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Assumed period of cash flows | 8 years | |||||||||
Weighted average cost of capital | 18.00% | |||||||||
Minimum | Goodwill | Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Weighted average cost of capital | 17.00% | |||||||||
Maximum | Goodwill | Reporting Unit | ||||||||||
Acquisitions | ||||||||||
Weighted average cost of capital | 18.00% |
GOODWILL AND INTANGIBLE ASSET63
GOODWILL AND INTANGIBLE ASSETS - Summary of Goodwill Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Changes in goodwill during the period | ||||
Balance at the beginning of the period | $ 176,062 | $ 649,892 | ||
Impairments | $ (471,100) | (35,747) | (471,132) | $ 0 |
Acquired franchise stores | 1,372 | |||
Translation effect of exchange rates | 714 | (171) | ||
Derecognition associated with refranchising | (3,899) | |||
Total activity | (35,033) | (473,830) | ||
Balance at the end of the period | 176,062 | 141,029 | 176,062 | 649,892 |
Gross | 647,194 | 636,444 | 647,194 | |
Accumulated impairments | (471,132) | (495,415) | (471,132) | |
U.S. and Canada | ||||
Changes in goodwill during the period | ||||
Balance at the beginning of the period | 9,251 | 392,410 | ||
Impairments | 0 | (380,644) | ||
Acquired franchise stores | 1,372 | |||
Translation effect of exchange rates | 0 | 12 | ||
Derecognition associated with refranchising | (3,899) | |||
Total activity | 0 | (383,159) | ||
Balance at the end of the period | 9,251 | 9,251 | 9,251 | 392,410 |
Gross | 389,895 | 389,895 | 389,895 | |
Accumulated impairments | (380,644) | (380,644) | (380,644) | |
International | ||||
Changes in goodwill during the period | ||||
Balance at the beginning of the period | 42,994 | 43,177 | ||
Impairments | 0 | 0 | ||
Acquired franchise stores | 0 | |||
Translation effect of exchange rates | 714 | (183) | ||
Derecognition associated with refranchising | 0 | |||
Total activity | 714 | (183) | ||
Balance at the end of the period | 42,994 | 43,708 | 42,994 | 43,177 |
Gross | 42,994 | 43,708 | 42,994 | |
Accumulated impairments | 0 | 0 | 0 | |
Manufacturing / Wholesale | ||||
Changes in goodwill during the period | ||||
Balance at the beginning of the period | 112,353 | 202,841 | ||
Impairments | (24,283) | (90,488) | ||
Acquired franchise stores | 0 | |||
Translation effect of exchange rates | 0 | 0 | ||
Derecognition associated with refranchising | 0 | |||
Total activity | (24,283) | (90,488) | ||
Balance at the end of the period | 112,353 | 88,070 | 112,353 | 202,841 |
Gross | 202,841 | 202,841 | 202,841 | |
Accumulated impairments | (90,488) | (114,771) | (90,488) | |
Other | ||||
Changes in goodwill during the period | ||||
Balance at the beginning of the period | 11,464 | 11,464 | ||
Impairments | (11,464) | 0 | ||
Acquired franchise stores | 0 | |||
Translation effect of exchange rates | 0 | 0 | ||
Derecognition associated with refranchising | 0 | |||
Total activity | (11,464) | 0 | ||
Balance at the end of the period | 11,464 | 0 | 11,464 | $ 11,464 |
Gross | 11,464 | 0 | 11,464 | |
Accumulated impairments | $ 0 | $ 0 | $ 0 |
GOODWILL AND INTANGIBLE ASSET64
GOODWILL AND INTANGIBLE ASSETS - Schedule of Gross Carrying Amount and Accumulated Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization/ Impairment | $ (475,054) | $ (77,458) |
Carrying Amount | 99,715 | |
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Intangible assets, gross (excluding goodwill) | 899,169 | 908,687 |
Intangible assets, net (excluding goodwill) | $ 424,115 | 831,229 |
Retail agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 30 years 3 months 18 days | |
Gross | $ 31,000 | 31,000 |
Accumulated Amortization/ Impairment | (11,513) | (10,460) |
Carrying Amount | $ 19,487 | 20,540 |
Franchise agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 25 years | |
Gross | $ 70,000 | 70,000 |
Accumulated Amortization/ Impairment | (30,217) | (27,417) |
Carrying Amount | $ 39,783 | 42,583 |
Manufacturing agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 25 years | |
Gross | $ 70,000 | 70,000 |
Accumulated Amortization/ Impairment | (30,217) | (27,417) |
Carrying Amount | $ 39,783 | 42,583 |
Other intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 6 years 9 months 18 days | |
Gross | $ 683 | 10,201 |
Accumulated Amortization/ Impairment | (377) | (5,467) |
Carrying Amount | $ 306 | 4,734 |
Franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 3 years | |
Gross | $ 7,486 | 7,486 |
Accumulated Amortization/ Impairment | (7,130) | (6,697) |
Carrying Amount | 356 | 789 |
Brand Name [Member] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Gross | 720,000 | 720,000 |
Accumulated Amortization/ Impairment | 395,600 | 0 |
Carrying Amount | $ 324,400 | $ 720,000 |
GOODWILL AND INTANGIBLE ASSET65
GOODWILL AND INTANGIBLE ASSETS - Schedule of Future Estimated Amortization Expense (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,018 | $ 6,974 |
2,019 | 6,835 |
2,020 | 6,771 |
2,021 | 6,693 |
2,022 | 6,653 |
Thereafter | 65,789 |
Carrying Amount | $ 99,715 |
PROPERTY, PLANT AND EQUIPMENT66
PROPERTY, PLANT AND EQUIPMENT, NET - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, plant and equipment | |||
Total property, plant and equipment | $ 550,117 | $ 568,655 | |
Less: accumulated depreciation | (341,267) | (330,942) | |
Less: impairment | (22,288) | (5,421) | |
Net property, plant and equipment | 186,562 | 232,292 | |
Depreciation expense | 49,400 | 51,800 | $ 47,000 |
Long-lived asset impairments | 18,600 | 5,400 | |
Land, buildings and improvements | |||
Property, plant and equipment | |||
Total property, plant and equipment | 73,287 | 72,119 | |
Machinery and equipment | |||
Property, plant and equipment | |||
Total property, plant and equipment | 170,107 | 172,261 | |
Leasehold improvements | |||
Property, plant and equipment | |||
Total property, plant and equipment | 146,830 | 144,667 | |
Furniture and fixtures | |||
Property, plant and equipment | |||
Total property, plant and equipment | 108,085 | 108,998 | |
Software | |||
Property, plant and equipment | |||
Total property, plant and equipment | 50,098 | 64,264 | |
Construction in progress | |||
Property, plant and equipment | |||
Total property, plant and equipment | $ 1,710 | $ 6,346 |
LONG-TERM DEBT _ INTEREST EXP67
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument | ||
Total debt | $ 1,297,023 | $ 1,540,453 |
Debt issuance costs | (1,285) | (2,306) |
Less: current maturities | 0 | (12,562) |
Long-term debt | 1,297,023 | 1,527,891 |
Term Loan Facility | ||
Debt Instrument | ||
Unamortized discount | 900 | 1,600 |
Total debt | 1,130,320 | 1,170,486 |
Revolving Credit Facility | Revolving Credit Facility | ||
Debt Instrument | ||
Total debt | 0 | 127,000 |
Notes | Notes | ||
Debt Instrument | ||
Unamortized discount | 18,065 | 37,179 |
Total debt | $ 167,988 | $ 245,273 |
LONG-TERM DEBT _ INTEREST EXP68
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Total Debt Principal Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument | ||
2,019 | $ 1,131,197 | |
2,020 | 188,565 | |
Total | 1,319,762 | |
Term Loan Facility | ||
Debt Instrument | ||
2,019 | 1,131,197 | |
2,020 | 0 | |
Total | 1,131,197 | |
Unamortized original issuance discount and conversion feature | 900 | $ 1,600 |
Convertible Notes | Notes | ||
Debt Instrument | ||
2,019 | 0 | |
2,020 | 188,565 | |
Total | 188,565 | |
Unamortized original issuance discount and conversion feature | 18,065 | 37,179 |
Original issuance discount | $ 2,512 | $ 5,048 |
LONG-TERM DEBT _ INTEREST EXP69
LONG-TERM DEBT / INTEREST EXPENSE - Narrative (Details) $ / shares in Units, shares in Millions | Feb. 13, 2018USD ($) | Aug. 10, 2015USD ($)day$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Feb. 28, 2018USD ($) | Mar. 04, 2016USD ($) | Mar. 03, 2016USD ($) |
Debt Instrument | |||||||||
Term loan facility, outstanding | $ 1,297,023,000 | $ 1,297,023,000 | $ 1,540,453,000 | ||||||
Issuance of shares associated with exchange of convertible senior notes | 71,670,000 | 0 | $ 0 | ||||||
Gain related to convertible exchange debt | 0 | 0 | 287,500,000 | ||||||
Gain on refinancing | 384,000 | 19,112,000 | $ 7,580,000 | ||||||
Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Amount available for borrowings under credit facility | 225,000,000 | 225,000,000 | $ 300,000,000 | $ 130,000,000 | |||||
Credit facility, remaining borrowing capacity | 219,100,000 | 219,100,000 | |||||||
Letter of Credit | |||||||||
Debt Instrument | |||||||||
Borrowings utilized to secure letter of credit | 5,900,000 | 5,900,000 | |||||||
Term Loan Facility | |||||||||
Debt Instrument | |||||||||
Term loan facility, outstanding | 1,130,320,000 | 1,130,320,000 | 1,170,486,000 | ||||||
Unamortized discount | 900,000 | 900,000 | 1,600,000 | ||||||
Revolving Credit Facility | Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Term loan facility, outstanding | 0 | 0 | $ 127,000,000 | ||||||
Term Loan Facility Due March 2019 | |||||||||
Debt Instrument | |||||||||
Term loan facility, outstanding | $ 1,131,200,000 | $ 1,131,200,000 | |||||||
Amended And Restated Senior Credit Facility | |||||||||
Debt Instrument | |||||||||
Interest rate | 4.10% | 4.10% | 3.30% | ||||||
Amended And Restated Senior Credit Facility | Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Weighted average interest rate | 2.70% | ||||||||
Annual commitment fee | 0.50% | ||||||||
Amended And Restated Senior Credit Facility | Letter of Credit | |||||||||
Debt Instrument | |||||||||
Annual fee on outstanding letters of credit | 2.75% | ||||||||
Notes | Notes | |||||||||
Debt Instrument | |||||||||
Term loan facility, outstanding | $ 167,988,000 | $ 167,988,000 | $ 245,273,000 | ||||||
Principal amount | $ 287,500,000 | 188,565,000 | 188,565,000 | 287,500,000 | |||||
Interest rate | 1.50% | ||||||||
Convertible debt, conversion rate | 0.0151156 | ||||||||
Convertible debt, conversion price (in dollars per share) | $ / shares | $ 66.16 | ||||||||
Issuance of shares associated with exchange of convertible senior notes | 1,000 | ||||||||
Unamortized discount | 18,065,000 | 18,065,000 | $ 37,179,000 | ||||||
Notes | Notes | Redemption Prior to May 15, 2010 | Debt Instrument, Conversion, Option One | |||||||||
Debt Instrument | |||||||||
Convertible debt, trading days threshold | day | 20 | ||||||||
Convertible debt, consecutive trading days threshold | day | 30 | ||||||||
Convertible debt, percentage of stock price trigger threshold | 130.00% | ||||||||
Notes | Notes | Redemption Prior to May 15, 2010 | Debt Instrument, Conversion, Option Two | |||||||||
Debt Instrument | |||||||||
Convertible debt, consecutive trading days threshold | day | 10 | ||||||||
Convertible debt, consecutive business days threshold | 5 days | ||||||||
Convertible debt, ratio of trading price per $1,000 in principal amount | 98.00% | ||||||||
Debt Exchange Transaction On December 20 2017 | |||||||||
Debt Instrument | |||||||||
Debt conversion, original debt, amount | 98,900,000 | ||||||||
Gain related to convertible exchange debt | 15,000,000 | ||||||||
Convertible, beneficial conversion feature | 9,600,000 | ||||||||
Unamortized discount | 1,400,000 | 1,400,000 | |||||||
Fee amount | 1,200,000 | 1,200,000 | |||||||
Gain on refinancing | $ 11,000,000 | ||||||||
Debt Exchange Transaction On December 20 2017 | Class A Common Stock | |||||||||
Debt Instrument | |||||||||
Issuance of shares associated with exchange of convertible senior notes | $ 71,700,000 | ||||||||
Exchange of convertible senior notes (in shares) | shares | 14.6 | ||||||||
Subsequent Event | Asset-backed Securities | Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Principal amount | $ 100,000,000 | ||||||||
Subsequent Event | Term Loan Facility Due March 2019 | Term Loan Facility | |||||||||
Debt Instrument | |||||||||
Term loan facility, outstanding | 151,900,000 | ||||||||
Amount available for borrowings under credit facility | 151,900,000 | ||||||||
Subsequent Event | Amended Term Loan Facility Due March 2021 | Term Loan Facility | |||||||||
Debt Instrument | |||||||||
Term loan facility, outstanding | $ 704,300,000 | ||||||||
Subsequent Event | Series A Convertible Preferred Stock | |||||||||
Debt Instrument | |||||||||
Sale of stock, consideration received on transaction | $ 300,000,000 | ||||||||
Harbin China Securities Agreement | Subsequent Event | Amended Term Loan Facility Due March 2021 | |||||||||
Debt Instrument | |||||||||
Sale of stock, consideration received on transaction | $ 100,000,000 |
LONG-TERM DEBT _ INTEREST EXP70
LONG-TERM DEBT / INTEREST EXPENSE - Components of Convertible Debt (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 10, 2015 |
Debt Instrument | |||
Convertible instrument income tax provision | $ 1,100,000 | ||
Liability component | |||
Total debt | 1,297,023,000 | $ 1,540,453,000 | |
Notes | Notes | |||
Liability component | |||
Principal | 188,565,000 | 287,500,000 | $ 287,500,000 |
Conversion feature | (18,065,000) | (37,179,000) | |
Discount related to debt issuance costs | (2,512,000) | (5,048,000) | |
Total debt | 167,988,000 | 245,273,000 | |
Equity component | |||
Conversion feature | 49,680,000 | 49,680,000 | |
Debt issuance costs | (1,421,000) | (1,421,000) | |
Deferred taxes () | (16,620,000) | (17,750,000) | |
Net amount recorded in additional paid-in capital | $ 31,639,000 | $ 30,509,000 |
LONG-TERM DEBT _ INTEREST EXP71
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument | |||
Interest income and other | $ 627 | $ (56) | $ (123) |
Interest expense, net | 64,221 | 60,443 | 50,936 |
Senior Credit Facility | |||
Debt Instrument | |||
Amortization of discount and debt issuance costs | 2,413 | 2,444 | 2,583 |
Interest expense, loss on debt financing, and amortization expense | 48,575 | 45,954 | 45,535 |
Revolving Credit Facility | Senior Credit Facility | |||
Debt Instrument | |||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 4,685 | 4,689 | 805 |
Term Loan Facility coupon | Senior Credit Facility | |||
Debt Instrument | |||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 41,477 | 38,821 | 42,147 |
Notes | Notes | |||
Debt Instrument | |||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 4,272 | 4,313 | 1,702 |
Amortization of discount and debt issuance costs | 1,251 | 1,140 | 412 |
Amortization of conversion feature | 9,496 | 9,092 | 3,410 |
Interest expense, loss on debt financing, and amortization expense | $ 15,019 | $ 14,545 | $ 5,524 |
DEFERRED REVENUE AND OTHER CU72
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES - Deferred Revenue and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 34,802 | $ 38,044 |
Accrued compensation and related benefits | 32,177 | 34,700 |
Accrued occupancy | 8,732 | 8,815 |
Accrued sales tax | 3,022 | 2,626 |
Accrued interest | 2,124 | 2,383 |
Accrued income taxes | 0 | 1,454 |
Other current liabilities | 27,815 | 27,149 |
Total deferred revenue and other current liabilities | 108,672 | 115,171 |
Gold Card Membership Program | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 24,400 | $ 24,400 |
FAIR VALUE MEASUREMENTS AND F73
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value of the Term Loan Facility and Notes (Details) - Level 2 - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Senior Credit Facility | Term Loan Facility | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | $ 1,130,320 | $ 1,170,486 |
Senior Credit Facility | Term Loan Facility | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 930,592 | 1,100,257 |
Notes | Notes | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 167,988 | 245,273 |
Notes | Notes | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | $ 85,044 | $ 185,794 |
LONG-TERM LEASE OBLIGATIONS -
LONG-TERM LEASE OBLIGATIONS - Components of Rent Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Company-owned and franchise stores: | |||
Rent on operating leases | $ 193,398 | $ 193,830 | $ 187,346 |
Landlord related taxes | 27,872 | 27,747 | 25,765 |
Common operating expenses | 45,866 | 45,375 | 44,184 |
Percent and contingent rent | 17,870 | 19,435 | 21,109 |
Total company-owned and franchise stores | 285,006 | 286,387 | 278,404 |
Other | 22,446 | 19,905 | 16,568 |
Total rent expense | $ 307,452 | $ 306,292 | $ 294,972 |
LONG-TERM LEASE OBLIGATIONS 75
LONG-TERM LEASE OBLIGATIONS - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Leases, Operating [Abstract] | |||
Sublease rental income | $ 49 | $ 47.6 | $ 44.1 |
LONG-TERM LEASE OBLIGATIONS 76
LONG-TERM LEASE OBLIGATIONS - Schedule of Minimum Future Obligations for Non-Cancelable Operating Leases (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Sublease Income from Franchisees | |
2,018 | $ (31,936) |
2,019 | (25,382) |
2,020 | (19,611) |
2,021 | (13,115) |
2,022 | (6,947) |
Thereafter | (7,744) |
Total future obligations | (104,735) |
Rent on Operating Leases, net of Sublease Revenue | |
2,018 | 149,818 |
2,019 | 118,704 |
2,020 | 91,910 |
2,021 | 70,792 |
2,022 | 48,434 |
Thereafter | 93,038 |
Total future obligations | 572,696 |
Company-Owned and Franchise Stores | |
Minimum Future Obligations | |
2,018 | 176,770 |
2,019 | 139,772 |
2,020 | 107,685 |
2,021 | 81,289 |
2,022 | 53,743 |
Thereafter | 92,234 |
Total future obligations | 651,493 |
Other | |
Minimum Future Obligations | |
2,018 | 4,984 |
2,019 | 4,314 |
2,020 | 3,836 |
2,021 | 2,618 |
2,022 | 1,638 |
Thereafter | 8,548 |
Total future obligations | $ 25,938 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES - Narrative (Details) | Sep. 18, 2014patent | Feb. 29, 2012action | Dec. 31, 2016 | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2015lawsuit |
Commitments and contingencies | ||||||
Liability related to environmental loss contingency recorded | $ 0 | |||||
Amount of future purchase commitments | 22,800,000 | |||||
Holland and Barrett License Litigation [Member] | ||||||
Commitments and contingencies | ||||||
Legal related charges | 4,400,000 | |||||
Loss contingency, number of unused patents | patent | 5 | |||||
Loss contingency, period of unused patents | 5 years | |||||
Loss contingency accrual, provision | $ 2,100,000 | |||||
Pennsylvania Fluctuating Workweek, Jason Olive Versus General Nutrition Corporation And Government Regulation Matter | ||||||
Commitments and contingencies | ||||||
Legal related charges | 5,100,000 | |||||
Elizabeth Naranjo, California Wage and Break Claims | ||||||
Commitments and contingencies | ||||||
Number of claims filed against the company | action | 8 | |||||
Subpoena From Department of Justice Related to USP Labs | ||||||
Commitments and contingencies | ||||||
Term of settlement agreement | 60 months | |||||
Product liability claims | ||||||
Commitments and contingencies | ||||||
Deductible/retention per claim | 4,000,000 | |||||
Aggregate cap on retained loss | $ 10,000,000 | |||||
Product liability claims | DMAA Claims | ||||||
Commitments and contingencies | ||||||
Number of pending lawsuits in which company is named | lawsuit | 32 |
STOCKHOLDER'S EQUITY - Treasur
STOCKHOLDER'S EQUITY - Treasury Stock (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 31, 2015 | Aug. 31, 2014 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, authorized amount | $ 1,000,000,000 | ||||
Shares repurchased | 0 | $ 229,200,000 | $ 479,800,000 | ||
August 2015 Stock Repurchase Program | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, authorized amount | $ 500,000,000 | ||||
Treasury stock, remaining authorized amount | $ 197,800,000 | ||||
August 2014 Stock Repurchase Program | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, authorized amount | $ 500,000,000 |
STOCKHOLDER'S EQUITY - Preferr
STOCKHOLDER'S EQUITY - Preferred Stock (Details) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Equity [Abstract] | |||
Preferred stock, shares authorized | 60,000,000 | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | ||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 |
Preferred stock, shares issued (in shares) | 0 | 0 | 0 |
EARNINGS PER SHARE - Basic an
EARNINGS PER SHARE - Basic and Dilutive Weighted Average Shares (Details) - shares shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||||||||||
Basic weighted average shares (in shares) | 70,251 | 68,354 | 68,287 | 68,246 | 68,219 | 68,190 | 68,176 | 73,078 | 68,789 | 69,409 | 83,927 |
Effect of dilutive employee stock-based compensation awards (in shares) | 0 | 0 | 259 | ||||||||
Diluted weighted averages shares (in shares) | 70,251 | 68,569 | 68,362 | 68,300 | 68,219 | 68,315 | 68,303 | 73,373 | 68,789 | 69,409 | 84,186 |
EARNINGS PER SHARE - Shares No
EARNINGS PER SHARE - Shares Not Included in the Computation of Diluted EPS (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Antidilutive awards excluded from computation of earnings per share (in shares) | 4,000 | 1,500 | |
Antidilutive and contingently issuable awards excluded from the computation of earnings per share (in shares) | 300 | ||
Performance-based restricted stock awards | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Contingently issuable awards excluded from the computation of earnings per share (in shares) | 139 | ||
Time-based | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Antidilutive awards excluded from computation of earnings per share (in shares) | 161 | ||
Class A Common Stock | Debt Exchange Transaction On December 20 2017 | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Exchange of convertible senior notes (in shares) | 14,600 |
STOCK-BASED COMPENSATION - Nar
STOCK-BASED COMPENSATION - Narrative (Details) $ / shares in Units, $ in Thousands | Sep. 11, 2017USD ($)installmentshares | Dec. 31, 2017USD ($)plan$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / shares |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Number of stock-based employee compensation plans | plan | 2 | |||
Non-cash stock-based compensation expense | $ | $ 8,400 | $ 8,800 | $ 6,300 | |
Total unrecognized compensation cost related to non-vested stock awards | $ | $ 16,700 | |||
Weighted average period over which compensation cost related to non-vested stock awards is recognized | 1 year 8 months 6 days | |||
Proceeds from exercise of stock options | $ | $ 0 | 353 | 1,743 | |
Severance costs | $ | 4,500 | |||
Severance costs related to acceleration of non-cash stock-based compensation | $ | $ 2,300 | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting period | 4 years | |||
Time-based stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total intrinsic value of options exercised | $ | $ 0 | $ 300 | $ 2,000 | |
Options, weighted average grant date fair value (in dollars per share) | $ / shares | $ 3.50 | $ 6.23 | $ 15.64 | |
Time-based stock options | Year 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 25.00% | |||
Time-based stock options | Year 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 25.00% | |||
Time-based stock options | Year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 25.00% | |||
Time-based stock options | Year 4 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 25.00% | |||
Time-based restricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Restricted stock awards outstanding (in shares) | 1,039,380 | 312,245 | ||
Intrinsic value of stock based awards other than options | $ | $ 3,800 | |||
Time-based restricted stock awards | Year 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 33.00% | |||
Time-based restricted stock awards | Year 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 33.00% | |||
Time-based restricted stock awards | Year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 33.00% | |||
Performance-based restricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Restricted stock awards outstanding (in shares) | 0 | 101,384 | ||
Vesting period | 3 years | |||
Intrinsic value of stock based awards other than options | $ | $ 1,400 | |||
Performance-based restricted stock awards with a market condition | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Restricted stock awards outstanding (in shares) | 367,150 | 165,635 | ||
Vesting period | 3 years | |||
Peer group volatility | 34.60% | |||
Risk-free rate | 1.46% | |||
Performance-based restricted stock awards with a market condition | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting rights percentage | 0.00% | |||
Performance-based restricted stock awards with a market condition | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting rights percentage | 200.00% | |||
Market-based Restricted Stock Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Peer group volatility | 34.20% | |||
Risk-free rate | 0.89% | |||
2015 Stock Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Number of shares authorized for issuance (in shares) | 11,500,000 | |||
Number of shares available for grant (in shares) | 4,600,000 | |||
2015 Stock Plan | Time-based restricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards, vested in period (in shares) | 388,418 | |||
Restricted stock awards outstanding (in shares) | 1,039,380 | 312,245 | ||
Vesting period | 3 years | |||
Intrinsic value of stock based awards other than options | $ | $ 3,000 | $ 3,100 | $ 2,400 | |
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 8.19 | $ 45.95 | ||
2015 Stock Plan | Performance-based restricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards, vested in period (in shares) | 0 | |||
Restricted stock awards outstanding (in shares) | 0 | 101,384 | ||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 0 | $ 47.86 | ||
2015 Stock Plan | Performance-based restricted stock awards | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting rights percentage | 0.00% | |||
2015 Stock Plan | Performance-based restricted stock awards | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting rights percentage | 200.00% | |||
2015 Stock Plan | Performance-based restricted stock awards with a market condition | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards, vested in period (in shares) | 0 | |||
Restricted stock awards outstanding (in shares) | 367,150 | 165,635 | ||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 8.03 | |||
Chief Executive Officer [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Non-cash stock-based compensation expense | $ | $ 2,600 | |||
Chief Executive Officer [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards | $ | $ 600 | |||
Make-whole restricted stock awards, vested in period (in shares) | 67,000 | |||
Chief Executive Officer [Member] | Restricted Stock [Member] | Year 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards | $ | $ 950 | |||
Restricted stock awards outstanding (in shares) | 106,000 | |||
Chief Executive Officer [Member] | Restricted Stock [Member] | Year 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards | $ | $ 1,200 | |||
Restricted stock awards outstanding (in shares) | 134,000 | |||
Award vesting installment number | installment | 3 | |||
Chief Executive Officer [Member] | Restricted Stock [Member] | Year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Make-whole restricted stock awards | $ | $ 1,900 | |||
Restricted stock awards outstanding (in shares) | 212,000 | |||
Award vesting installment number | installment | 3 | |||
Chief Executive Officer [Member] | Time-based stock options | Year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Stock options, nonvested outstanding (in shares) | 519,000 | |||
Selling, General and Administrative Expenses [Member] | Chief Executive Officer [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Non-cash stock-based compensation expense | $ | $ 3,300 |
STOCK-BASED COMPENSATION - Sum
STOCK-BASED COMPENSATION - Summary of All Share Awards Outstanding Under All Plans (Details) - shares | Dec. 31, 2017 | Dec. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Total share awards outstanding (in shares) | 4,011,697 | 1,493,224 |
Time-based stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Options outstanding (in shares) | 2,605,167 | 913,960 |
Time-based restricted stock awards | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Non-option stock awards outstanding (in shares) | 1,039,380 | 312,245 |
Performance-based restricted stock awards | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Non-option stock awards outstanding (in shares) | 0 | 101,384 |
Performance-based restricted stock awards with a market condition | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Non-option stock awards outstanding (in shares) | 367,150 | 165,635 |
STOCK-BASED COMPENSATION - S84
STOCK-BASED COMPENSATION - Summary of Stock Options Under All Plans (Details) - Time-based stock options - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Total Options | |||
Outstanding at the beginning of the period (in shares) | 913,960 | ||
Granted (in shares) | 2,298,093 | ||
Exercised (in shares) | 0 | ||
Forfeited and Expired (in shares) | (606,886) | ||
Outstanding at the end of the period (in shares) | 2,605,167 | 913,960 | |
Exercisable at the end of the period (in shares) | 374,294 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 26.53 | ||
Granted (in dollars per share) | 8.53 | ||
Exercised (in dollars per share) | 0 | ||
Forfeited/Expired (in dollars per share) | 21.60 | ||
Outstanding at the end of the period (in dollars per share) | 11.84 | $ 26.53 | |
Exercisable at the end of the period (in dollars per share) | $ 22.17 | ||
Weighted Average Remaining Contractual Term (in years) | |||
Outstanding at the end of the period | 8 years 4 months 1 day | ||
Exercisable at the end of the period | 2 years 9 months 18 days | ||
Aggregate Intrinsic Value (in thousands) | |||
Outstanding at beginning of period | $ 71 | ||
Exercised | 0 | $ 300 | $ 2,000 |
Outstanding at the end of the period | 0 | $ 71 | |
Exercisable at the end of the period | $ 0 |
STOCK-BASED COMPENSATION - Assu
STOCK-BASED COMPENSATION - Assumptions Used in Black Scholes Valuation (Details) - Time-based stock options | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Dividend yield | 0.00% | ||
Expected term | 6 years 3 months 18 days | 6 years 3 months 18 days | |
Volatility, minimum | 38.20% | 30.10% | 31.10% |
Volatility, maximum | 40.80% | 30.70% | 38.30% |
Risk-free rate, minimum | 1.80% | 1.30% | 1.30% |
Risk-free rate, maximum | 2.10% | 1.90% | 1.90% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Dividend yield | 2.30% | 1.50% | |
Expected term | 6 years | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Dividend yield | 3.80% | 2.40% | |
Expected term | 6 years 3 months 18 days |
STOCK-BASED COMPENSATION - S86
STOCK-BASED COMPENSATION - Summary of Restricted Stock Awards Granted Under the 2015 Stock Plan (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2015 | |
Time-based restricted stock awards | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 312,245 | |
Balance at end of the period (in shares) | 1,039,380 | |
Performance-based restricted stock awards | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 101,384 | |
Balance at end of the period (in shares) | 0 | |
Performance-based restricted stock awards with a market condition | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 165,635 | |
Balance at end of the period (in shares) | 367,150 | |
2015 Stock Plan | Time-based restricted stock awards | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 312,245 | |
Granted (in shares) | 1,294,315 | |
Vested (in shares) | (388,418) | |
Forfeited (in shares) | (178,762) | |
Balance at end of the period (in shares) | 1,039,380 | |
Weighted Average Grant-Date Fair Value | ||
Balance at beginning of the period (in dollars per share) | $ 30.81 | |
Granted (in dollars per share) | 8.19 | $ 45.95 |
Vested (in dollars per share) | 18.05 | |
Forfeited (in dollars per share) | 15.71 | |
Balance at end of the period (in dollars per share) | $ 10.01 | |
2015 Stock Plan | Performance-based restricted stock awards | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 101,384 | |
Granted (in shares) | 0 | |
Vested (in shares) | 0 | |
Forfeited (in shares) | (101,384) | |
Balance at end of the period (in shares) | 0 | |
Weighted Average Grant-Date Fair Value | ||
Balance at beginning of the period (in dollars per share) | $ 48.99 | |
Granted (in dollars per share) | 0 | $ 47.86 |
Vested (in dollars per share) | 0 | |
Forfeited (in dollars per share) | 48.99 | |
Balance at end of the period (in dollars per share) | $ 48.99 | |
2015 Stock Plan | Performance-based restricted stock awards with a market condition | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 165,635 | |
Granted (in shares) | 365,292 | |
Vested (in shares) | 0 | |
Forfeited (in shares) | (163,777) | |
Balance at end of the period (in shares) | 367,150 | |
Weighted Average Grant-Date Fair Value | ||
Balance at beginning of the period (in dollars per share) | $ 34.28 | |
Granted (in dollars per share) | 8.03 | |
Vested (in dollars per share) | 0 | |
Forfeited (in dollars per share) | 18.02 | |
Balance at end of the period (in dollars per share) | $ 15.42 |
RETIREMENT PLANS - Narrative (D
RETIREMENT PLANS - Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)hour | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Defined Benefit Plan Disclosure | |||
Eligibility for matching contribution for full time employees, period of service (at least, in days) | 30 days | ||
Eligibility for matching contribution for part time employees, period of service (at least, in hours) | hour | 1,000 | ||
Employer match of employee contributions of first 3% of eligible compensation, percent | 50.00% | ||
Percentage of eligible compensation, matched 50% by employer | 3.00% | ||
Percentage of discretionary contribution made by employer (at most) | 50.00% | ||
Percentage of deferral salary contributed by employee | 3.00% | ||
Cash contribution made | $ 2.1 | $ 1.9 | $ 1.5 |
Employee bonuses | 100.00% | ||
Employer's contribution to deferred compensation plan | $ 0.3 | $ 0.3 | $ 0.3 |
Minimum | |||
Defined Benefit Plan Disclosure | |||
Employee contributions, percent | 1.00% | ||
Employee's contribution | 2.00% | ||
Maximum | |||
Defined Benefit Plan Disclosure | |||
Employee contributions, percent | 80.00% | ||
Employee's contribution | 80.00% |
RETIREMENT PLANS - Schedule of
RETIREMENT PLANS - Schedule of Vesting Percentage Based on Employee Match (Details) | 12 Months Ended |
Dec. 31, 2017 | |
0-1 | |
Defined Benefit Plan Disclosure | |
Percent vested | 0.00% |
1-2 | |
Defined Benefit Plan Disclosure | |
Percent vested | 33.00% |
2-3 | |
Defined Benefit Plan Disclosure | |
Percent vested | 66.00% |
3 | |
Defined Benefit Plan Disclosure | |
Percent vested | 100.00% |
Minimum | 0-1 | |
Defined Benefit Plan Disclosure | |
Years of service | 0 years |
Minimum | 1-2 | |
Defined Benefit Plan Disclosure | |
Years of service | 1 year |
Minimum | 2-3 | |
Defined Benefit Plan Disclosure | |
Years of service | 2 years |
Minimum | 3 | |
Defined Benefit Plan Disclosure | |
Years of service | 3 years |
Maximum | 0-1 | |
Defined Benefit Plan Disclosure | |
Years of service | 1 year |
Maximum | 1-2 | |
Defined Benefit Plan Disclosure | |
Years of service | 2 years |
Maximum | 2-3 | |
Defined Benefit Plan Disclosure | |
Years of service | 3 years |
SEGMENTS - Narrative (Details)
SEGMENTS - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($)segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting [Abstract] | |||||
Number of reportable segments | segment | 3 | ||||
Segment Reporting Information | |||||
Long-lived asset impairments | $ 19,400 | $ 473,500 | $ 457,794 | $ 476,553 | $ 28,333 |
U.S. and Canada | |||||
Segment Reporting Information | |||||
Long-lived asset impairments | 412,500 | 386,000 | |||
Manufacturing / Wholesale | |||||
Segment Reporting Information | |||||
Long-lived asset impairments | $ 24,300 | $ 90,500 |
SEGMENTS - Key Financial Infor
SEGMENTS - Key Financial Information of the Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue: | |||||||||||
Revenue | $ 557,737 | $ 609,469 | $ 640,994 | $ 644,838 | $ 569,929 | $ 627,964 | $ 673,218 | $ 668,905 | $ 2,453,038 | $ 2,540,016 | $ 2,683,298 |
Operating (loss) income: | |||||||||||
Operating income (loss) | (394,231) | $ 40,445 | $ 39,820 | $ 53,553 | (448,129) | $ 64,893 | $ 116,224 | $ 94,065 | (260,413) | (172,947) | 393,107 |
Unallocated corporate and other costs | |||||||||||
Interest expense, net | 64,221 | 60,443 | 50,936 | ||||||||
Gain on convertible debt and debt refinancing costs (Note 7) | (10,996) | 0 | 0 | ||||||||
(Loss) income before income taxes | (313,638) | (233,390) | 342,171 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 56,809 | 60,038 | 57,237 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 32,123 | 59,579 | 45,827 | ||||||||
Total assets: | |||||||||||
Total assets | 1,516,561 | 2,055,842 | 1,516,561 | 2,055,842 | |||||||
Property, plant, and equipment, net: | |||||||||||
Property, plant, and equipment, net | 186,562 | 232,292 | 186,562 | 232,292 | |||||||
United States | |||||||||||
Revenue: | |||||||||||
Revenue | 2,305,375 | 2,402,649 | 2,522,774 | ||||||||
Property, plant, and equipment, net: | |||||||||||
Property, plant, and equipment, net | 181,118 | 223,107 | 181,118 | 223,107 | |||||||
Foreign | |||||||||||
Revenue: | |||||||||||
Revenue | 147,663 | 137,367 | 160,524 | ||||||||
Property, plant, and equipment, net: | |||||||||||
Property, plant, and equipment, net | 5,444 | 9,185 | 5,444 | 9,185 | |||||||
U.S. and Canada | |||||||||||
Revenue: | |||||||||||
Revenue | 1,993,444 | 2,058,011 | 2,168,005 | ||||||||
International | |||||||||||
Revenue: | |||||||||||
Revenue | 177,359 | 160,691 | 183,007 | ||||||||
Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | 447,548 | 454,439 | 503,057 | ||||||||
Operating Segments | |||||||||||
Revenue: | |||||||||||
Revenue | 2,618,351 | 2,673,141 | 2,854,069 | ||||||||
Operating (loss) income: | |||||||||||
Operating income (loss) | (137,539) | (69,500) | 529,978 | ||||||||
Operating Segments | U.S. and Canada | |||||||||||
Revenue: | |||||||||||
Revenue | 1,993,444 | 2,058,011 | 2,168,005 | ||||||||
Operating (loss) income: | |||||||||||
Operating income (loss) | (246,097) | (104,943) | 379,320 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 35,571 | 37,979 | 33,936 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 20,614 | 40,417 | 27,545 | ||||||||
Total assets: | |||||||||||
Total assets | 916,263 | 1,452,482 | 916,263 | 1,452,482 | |||||||
Operating Segments | International | |||||||||||
Revenue: | |||||||||||
Revenue | 177,359 | 160,691 | 183,007 | ||||||||
Operating (loss) income: | |||||||||||
Operating income (loss) | 60,568 | 55,404 | 64,486 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 2,455 | 2,475 | 2,524 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 277 | 518 | 716 | ||||||||
Total assets: | |||||||||||
Total assets | 202,624 | 196,057 | 202,624 | 196,057 | |||||||
Operating Segments | Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | 447,548 | 454,439 | 503,057 | ||||||||
Operating (loss) income: | |||||||||||
Operating income (loss) | 47,990 | (19,961) | 86,172 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 10,238 | 10,793 | 10,823 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 2,862 | 7,467 | 5,655 | ||||||||
Total assets: | |||||||||||
Total assets | 302,772 | 338,108 | 302,772 | 338,108 | |||||||
Operating Segments | Other | |||||||||||
Revenue: | |||||||||||
Revenue | 66,182 | 85,636 | 96,606 | ||||||||
Intersegment | |||||||||||
Revenue: | |||||||||||
Revenue | (231,495) | (218,761) | (267,377) | ||||||||
Intersegment | Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | (231,495) | (218,761) | (267,377) | ||||||||
Reportable Legal Entities | Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | 216,053 | 235,678 | 235,680 | ||||||||
Corporate and other | |||||||||||
Operating (loss) income: | |||||||||||
Operating income (loss) | (122,874) | (103,447) | (136,871) | ||||||||
Unallocated corporate and other costs | |||||||||||
Corporate costs | (102,114) | (103,362) | (98,340) | ||||||||
Other | (20,760) | (85) | (38,531) | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 8,545 | 8,791 | 9,954 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 8,370 | 11,177 | $ 11,911 | ||||||||
Total assets: | |||||||||||
Total assets | $ 94,902 | $ 69,195 | $ 94,902 | $ 69,195 |
SEGMENTS - U.S. and Canada Sal
SEGMENTS - U.S. and Canada Sales by Product Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue from External Customer | |||||||||||
Revenue | $ 557,737 | $ 609,469 | $ 640,994 | $ 644,838 | $ 569,929 | $ 627,964 | $ 673,218 | $ 668,905 | $ 2,453,038 | $ 2,540,016 | $ 2,683,298 |
U.S. and Canada | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 1,541,586 | 1,559,706 | 1,656,862 | ||||||||
Wholesale sales to franchisees | 242,521 | 250,779 | 257,497 | ||||||||
Royalties and franchise fees | 33,149 | 34,469 | 35,350 | ||||||||
Sublease income | 48,972 | 47,555 | 44,086 | ||||||||
Gold Card revenue recognized in U.S.(1) | 24,399 | 62,211 | 59,247 | ||||||||
Other | 102,817 | 103,291 | 114,963 | ||||||||
Revenue | 1,993,444 | 2,058,011 | 2,168,005 | ||||||||
U.S. and Canada | Protein | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 338,773 | 369,150 | 389,917 | ||||||||
U.S. and Canada | Performance supplements | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 281,532 | 254,753 | 246,662 | ||||||||
U.S. and Canada | Weight management | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 140,148 | 154,195 | 165,114 | ||||||||
U.S. and Canada | Vitamins | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 203,569 | 218,908 | 271,099 | ||||||||
U.S. and Canada | Herbs / Greens | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 66,324 | 63,356 | 70,924 | ||||||||
U.S. and Canada | Wellness | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 196,942 | 200,914 | 211,377 | ||||||||
U.S. and Canada | Health / Beauty | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 190,977 | 164,510 | 149,520 | ||||||||
U.S. and Canada | Food / Drink | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | 94,390 | 105,134 | 124,865 | ||||||||
U.S. and Canada | General merchandise | |||||||||||
Revenue from External Customer | |||||||||||
Total U.S. company-owned product sales | $ 28,931 | $ 28,786 | $ 27,384 |
SEGMENTS - International Franc
SEGMENTS - International Franchise Revenue by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information | |||||||||||
Total International revenue | $ 557,737 | $ 609,469 | $ 640,994 | $ 644,838 | $ 569,929 | $ 627,964 | $ 673,218 | $ 668,905 | $ 2,453,038 | $ 2,540,016 | $ 2,683,298 |
International | |||||||||||
Segment Reporting Information | |||||||||||
Wholesale sales to franchisees | 104,384 | 104,405 | 130,719 | ||||||||
Royalties and franchise fees | 26,190 | 25,485 | 29,085 | ||||||||
Other | 46,785 | 30,801 | 23,203 | ||||||||
Total International revenue | 177,359 | 160,691 | 183,007 | ||||||||
Operating Segments | |||||||||||
Segment Reporting Information | |||||||||||
Total International revenue | 2,618,351 | 2,673,141 | 2,854,069 | ||||||||
Operating Segments | International | |||||||||||
Segment Reporting Information | |||||||||||
Total International revenue | $ 177,359 | $ 160,691 | $ 183,007 |
SEGMENTS - Manufacturing_Wholes
SEGMENTS - Manufacturing/Wholesale Summary of Revenue by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information | |||||||||||
Revenue | $ 557,737 | $ 609,469 | $ 640,994 | $ 644,838 | $ 569,929 | $ 627,964 | $ 673,218 | $ 668,905 | $ 2,453,038 | $ 2,540,016 | $ 2,683,298 |
Manufacturing / Wholesale | |||||||||||
Segment Reporting Information | |||||||||||
Revenue | 447,548 | 454,439 | 503,057 | ||||||||
Operating Segments | |||||||||||
Segment Reporting Information | |||||||||||
Revenue | 2,618,351 | 2,673,141 | 2,854,069 | ||||||||
Operating Segments | Manufacturing / Wholesale | |||||||||||
Segment Reporting Information | |||||||||||
Revenue | 447,548 | 454,439 | 503,057 | ||||||||
Third-party contract manufacturing | Manufacturing / Wholesale | |||||||||||
Segment Reporting Information | |||||||||||
Revenue | 127,883 | 134,542 | 118,852 | ||||||||
Intersegment sales | Manufacturing / Wholesale | |||||||||||
Segment Reporting Information | |||||||||||
Revenue | 231,495 | 218,761 | 267,378 | ||||||||
Wholesale partner sales | Manufacturing / Wholesale | |||||||||||
Segment Reporting Information | |||||||||||
Revenue | $ 88,170 | $ 101,136 | $ 116,827 |
QUARTERLY FINANCIAL INFORMATI94
QUARTERLY FINANCIAL INFORMATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Impairment of long-lived assets held-for-use | $ 434,600 | |||||
Long-lived asset impairments | $ 19,400 | $ 473,500 | $ 457,794 | $ 476,553 | $ 28,333 | |
Goodwill impairment charge | 471,100 | 35,747 | 471,132 | 0 | ||
Gains on refranchising | 384 | 19,112 | 7,580 | |||
Tax cuts and jobs act of 2017, change in tax rate, income tax expense (benefit) | 90,500 | |||||
Property, Plant and Equipment [Member] | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Long-lived asset impairments | 14,700 | $ 2,400 | 18,555 | 5,421 | 0 | |
Brand Name [Member] | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Long-lived asset impairments | 395,600 | 395,600 | $ 0 | $ 0 | ||
Debt Exchange Transaction On December 20 2017 | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Gains on refranchising | 11,000 | |||||
Wholesale Reporting Unit [Member] | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Goodwill impairment charge | $ 24,300 | $ 24,283 |
QUARTERLY FINANCIAL INFORMATI95
QUARTERLY FINANCIAL INFORMATION - Summary of Quarterly Results (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenue | $ 557,737 | $ 609,469 | $ 640,994 | $ 644,838 | $ 569,929 | $ 627,964 | $ 673,218 | $ 668,905 | $ 2,453,038 | $ 2,540,016 | $ 2,683,298 |
Gross profit | 177,547 | 196,806 | 212,723 | 212,971 | 170,168 | 215,408 | 238,698 | 235,845 | 800,047 | 860,119 | 984,643 |
Operating income (loss) | (394,231) | 40,445 | 39,820 | 53,553 | (448,129) | 64,893 | 116,224 | 94,065 | (260,413) | (172,947) | 393,107 |
Net (loss) income | $ (209,825) | $ 21,463 | $ 15,661 | $ 23,850 | $ (433,447) | $ 32,354 | $ 64,028 | $ 50,815 | $ (148,851) | $ (286,250) | $ 219,299 |
Weighted average shares outstanding: | |||||||||||
Basic (in shares) | 70,251 | 68,354 | 68,287 | 68,246 | 68,219 | 68,190 | 68,176 | 73,078 | 68,789 | 69,409 | 83,927 |
Diluted (in shares) | 70,251 | 68,569 | 68,362 | 68,300 | 68,219 | 68,315 | 68,303 | 73,373 | 68,789 | 69,409 | 84,186 |
Earnings per share: | |||||||||||
Basic (in USD per share) | $ (2.99) | $ 0.31 | $ 0.23 | $ 0.35 | $ (6.35) | $ 0.47 | $ 0.94 | $ 0.70 | $ (2.16) | $ (4.12) | $ 2.61 |
Diluted (in USD per share) | $ (2.99) | $ 0.31 | $ 0.23 | $ 0.35 | $ (6.35) | $ 0.47 | $ 0.94 | $ 0.69 | $ (2.16) | $ (4.12) | $ 2.60 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | Feb. 28, 2018 | Feb. 13, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 04, 2016 | Mar. 03, 2016 |
Subsequent Event [Line Items] | ||||||
Term loan facility, outstanding | $ 1,297,023,000 | $ 1,540,453,000 | ||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Joint venture ownership percentage | 35.00% | |||||
Series A Convertible Preferred Stock | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Convertible preferred stock sold/issued (in shares) | 299,950 | |||||
Sale of stock, consideration received on transaction | $ 300,000,000 | |||||
Convertible debt, conversion price (in dollars per share) | $ 5.35 | |||||
Term Loan Facility | ||||||
Subsequent Event [Line Items] | ||||||
Term loan facility, outstanding | 1,130,320,000 | $ 1,170,486,000 | ||||
Term Loan Facility Due March 2019 | ||||||
Subsequent Event [Line Items] | ||||||
Term loan facility, outstanding | 1,131,200,000 | |||||
Term Loan Facility Due March 2019 | Term Loan Facility | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Amount available for borrowings under credit facility | $ 151,900,000 | |||||
Term loan facility, outstanding | 151,900,000 | |||||
Maturity date extension date trigger | 50,000,000 | |||||
Amended Term Loan Facility Due March 2021 | Term Loan Facility | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Term loan facility, outstanding | 704,300,000 | |||||
Annual principal payment | 43,000,000 | |||||
Revolving Credit Facility | ||||||
Subsequent Event [Line Items] | ||||||
Amount available for borrowings under credit facility | $ 225,000,000 | $ 300,000,000 | $ 130,000,000 | |||
Revolving Credit Facility | Asset-backed Securities | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Principal amount | 100,000,000 | |||||
Term Loan | Asset-backed Securities | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Principal amount | $ 275,000,000 | |||||
Harbin Pharmaceutical Group | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Ownership percentage, parent | 65.00% |
SCHEDULE I - CONDENSED FINANC97
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. - Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 64,001 | $ 34,464 | $ 56,462 | $ 133,834 |
Prepaid and other current assets | 42,320 | 39,400 | ||
Total current assets | 739,829 | 786,254 | ||
Long-term assets: | ||||
Total long-term assets | 776,732 | 1,269,588 | ||
Total assets | 1,516,561 | 2,055,842 | ||
Current liabilities: | ||||
Deferred revenue and other current liabilities | 108,672 | 115,171 | ||
Total current liabilities | 261,690 | 307,666 | ||
Total long-term liabilities | 1,416,865 | 1,843,223 | ||
Total liabilities | 1,678,555 | 2,150,889 | ||
Stockholders' deficit: | ||||
Class A common stock | 130 | 114 | ||
Additional paid-in capital | 1,001,315 | 922,687 | ||
Retained earnings | 567,741 | 716,198 | ||
Treasury stock, at cost | (1,725,349) | (1,725,349) | ||
Accumulated other comprehensive loss | (5,831) | (8,697) | ||
Total stockholders' deficit | (161,994) | (95,047) | 468,561 | 756,043 |
Total liabilities and stockholders' deficit | 1,516,561 | 2,055,842 | ||
GNC Holdings | ||||
Current assets: | ||||
Cash and cash equivalents | 20 | 0 | $ 1 | $ 1 |
Prepaid and other current assets | 9,743 | 191 | ||
Total current assets | 9,763 | 191 | ||
Long-term assets: | ||||
Intercompany receivable | 164,300 | 164,300 | ||
Investment in subsidiaries | (7,691) | 149,933 | ||
Total long-term assets | 156,609 | 314,233 | ||
Total assets | 166,372 | 314,424 | ||
Current liabilities: | ||||
Intercompany payable | 4,055 | 404 | ||
Deferred revenue and other current liabilities | 1,143 | 2,274 | ||
Total current liabilities | 5,198 | 2,678 | ||
Deferred tax liabilities | 5,742 | 12,550 | ||
Convertible senior notes | 167,898 | 245,273 | ||
Intercompany loan | 149,528 | 148,970 | ||
Total long-term liabilities | 323,168 | 406,793 | ||
Total liabilities | 328,366 | 409,471 | ||
Stockholders' deficit: | ||||
Additional paid-in capital | 1,001,315 | 922,687 | ||
Retained earnings | 567,741 | 716,198 | ||
Treasury stock, at cost | (1,725,349) | (1,725,349) | ||
Accumulated other comprehensive loss | (5,831) | (8,697) | ||
Total stockholders' deficit | (161,994) | (95,047) | ||
Total liabilities and stockholders' deficit | 166,372 | 314,424 | ||
Class A Common Stock | GNC Holdings | ||||
Stockholders' deficit: | ||||
Class A common stock | $ 130 | $ 114 |
SCHEDULE I - CONDENSED FINANC98
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. - Statements of Income and Comprehensive Income (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements | |||||||||||
Operating (loss) income | $ (394,231) | $ 40,445 | $ 39,820 | $ 53,553 | $ (448,129) | $ 64,893 | $ 116,224 | $ 94,065 | $ (260,413) | $ (172,947) | $ 393,107 |
Interest expense, net | 64,221 | 60,443 | 50,936 | ||||||||
Gain on convertible debt and debt refinancing costs (Note 7) | (10,996) | 0 | 0 | ||||||||
(Loss) income before income taxes | (313,638) | (233,390) | 342,171 | ||||||||
Income tax benefit | (164,787) | 52,860 | 122,872 | ||||||||
Net (loss) income | $ (209,825) | $ 21,463 | $ 15,661 | $ 23,850 | $ (433,447) | $ 32,354 | $ 64,028 | $ 50,815 | (148,851) | (286,250) | 219,299 |
Other comprehensive (loss) income: | |||||||||||
Foreign currency translation gain (loss) | 2,866 | 952 | (7,439) | ||||||||
Release of cumulative translation loss to earnings related to substantial liquidation of Discount Supplements | 0 | 0 | 1,619 | ||||||||
Other comprehensive income (loss) | 2,866 | 952 | (5,820) | ||||||||
Comprehensive (loss) income | $ (145,985) | $ (285,298) | $ 213,479 | ||||||||
(Loss) Earnings per share: | |||||||||||
Basic (in USD per share) | $ (2.99) | $ 0.31 | $ 0.23 | $ 0.35 | $ (6.35) | $ 0.47 | $ 0.94 | $ 0.70 | $ (2.16) | $ (4.12) | $ 2.61 |
Diluted (in USD per share) | $ (2.99) | $ 0.31 | $ 0.23 | $ 0.35 | $ (6.35) | $ 0.47 | $ 0.94 | $ 0.69 | $ (2.16) | $ (4.12) | $ 2.60 |
Weighted average common shares outstanding: | |||||||||||
Basic (in shares) | 70,251 | 68,354 | 68,287 | 68,246 | 68,219 | 68,190 | 68,176 | 73,078 | 68,789 | 69,409 | 83,927 |
Diluted (in shares) | 70,251 | 68,569 | 68,362 | 68,300 | 68,219 | 68,315 | 68,303 | 73,373 | 68,789 | 69,409 | 84,186 |
Common stock dividends (in USD per share) | $ 0 | $ 0.80 | $ 0.72 | ||||||||
GNC Holdings | |||||||||||
Condensed Financial Statements | |||||||||||
Selling, general and administrative | $ 1,238 | $ 1,543 | $ 1,645 | ||||||||
Subsidiary loss (income) | 161,463 | 279,192 | (223,090) | ||||||||
Operating (loss) income | (162,701) | (280,735) | 221,445 | ||||||||
Interest expense, net | 10,399 | 9,643 | 4,241 | ||||||||
Gain on convertible debt and debt refinancing costs (Note 7) | (15,041) | 0 | 0 | ||||||||
(Loss) income before income taxes | (158,059) | (290,378) | 217,204 | ||||||||
Income tax benefit | (9,208) | (4,128) | (2,095) | ||||||||
Net (loss) income | (148,851) | (286,250) | 219,299 | ||||||||
Other comprehensive (loss) income: | |||||||||||
Foreign currency translation gain (loss) | 2,866 | 952 | (7,439) | ||||||||
Release of cumulative translation loss to earnings related to substantial liquidation of Discount Supplements | 0 | 0 | 1,619 | ||||||||
Other comprehensive income (loss) | 2,866 | 952 | (5,820) | ||||||||
Comprehensive (loss) income | $ (145,985) | $ (285,298) | $ 213,479 | ||||||||
(Loss) Earnings per share: | |||||||||||
Basic (in USD per share) | $ (2.16) | $ (4.12) | $ 2.61 | ||||||||
Diluted (in USD per share) | $ (2.16) | $ (4.12) | $ 2.60 | ||||||||
Weighted average common shares outstanding: | |||||||||||
Basic (in shares) | 68,789 | 69,409 | 83,927 | ||||||||
Diluted (in shares) | 68,789 | 69,409 | 84,186 | ||||||||
Common stock dividends (in USD per share) | $ 0 | $ 0.80 | $ 0.72 |
SCHEDULE I - CONDENSED FINANC99
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||||||||||
Net (loss) income | $ (209,825) | $ 21,463 | $ 15,661 | $ 23,850 | $ (433,447) | $ 32,354 | $ 64,028 | $ 50,815 | $ (148,851) | $ (286,250) | $ 219,299 |
Other operating activities | 4,751 | 2,164 | 5,298 | ||||||||
Net cash provided by operating activities | 220,508 | 208,198 | 354,533 | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from exercise of stock options | 0 | 353 | 1,743 | ||||||||
Minimum tax withholding requirements | (253) | (1,169) | (574) | ||||||||
Repurchase of treasury stock | 0 | (229,169) | (479,799) | ||||||||
Dividend payment | 0 | (55,336) | (59,647) | ||||||||
Net cash used in financing activities | (168,106) | (207,536) | (384,458) | ||||||||
Net increase (decrease) in cash and cash equivalents | 29,537 | (21,998) | (77,372) | ||||||||
Beginning balance, cash and cash equivalents | 34,464 | 56,462 | 34,464 | 56,462 | 133,834 | ||||||
Ending balance, cash and cash equivalents | 64,001 | 34,464 | 64,001 | 34,464 | 56,462 | ||||||
GNC Holdings | |||||||||||
Cash flows from operating activities: | |||||||||||
Net (loss) income | (148,851) | (286,250) | 219,299 | ||||||||
Deficit (Equity) in loss (income) of subsidiaries | 161,463 | 279,192 | (223,090) | ||||||||
Dividends received | 0 | 283,280 | 422,355 | ||||||||
Other operating activities | (12,339) | 10,895 | 4,738 | ||||||||
Net cash provided by operating activities | 273 | 287,117 | 423,302 | ||||||||
Cash flows from financing activities: | |||||||||||
Loan to a subsidiary | 0 | 0 | (164,300) | ||||||||
Proceeds from issuance of convertible notes | 0 | 0 | 287,500 | ||||||||
Debt issuance costs on convertible senior notes | 0 | (1,797) | (8,225) | ||||||||
Proceeds from exercise of stock options | 0 | 353 | 1,744 | ||||||||
Minimum tax withholding requirements | (253) | (1,169) | (574) | ||||||||
Repurchase of treasury stock | 0 | (229,169) | (479,799) | ||||||||
Dividend payment | 0 | (55,336) | (59,648) | ||||||||
Net cash used in financing activities | (253) | (287,118) | (423,302) | ||||||||
Net increase (decrease) in cash and cash equivalents | 20 | (1) | 0 | ||||||||
Beginning balance, cash and cash equivalents | $ 0 | $ 1 | 0 | 1 | 1 | ||||||
Ending balance, cash and cash equivalents | $ 20 | $ 0 | $ 20 | $ 0 | $ 1 |
SCHEDULE II - VALUATION AND 100
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for doubtful accounts | |||
Movement in valuation and qualifying accounts | |||
Balance at Beginning of Period | $ 4,611 | $ 4,127 | $ 6,192 |
Charged to Costs and Expenses | 3,109 | 6,231 | 2,679 |
Deductions | (3,806) | (5,747) | (4,744) |
Balance at End of Period | 3,914 | 4,611 | 4,127 |
Reserve for sales returns | |||
Movement in valuation and qualifying accounts | |||
Balance at Beginning of Period | 3,370 | 4,847 | 4,949 |
Charged to Costs and Expenses | 57,356 | 66,246 | 67,283 |
Deductions | (57,627) | (67,723) | (67,385) |
Balance at End of Period | 3,099 | 3,370 | 4,847 |
Tax valuation allowances | |||
Movement in valuation and qualifying accounts | |||
Balance at Beginning of Period | 21,324 | 16,919 | 14,653 |
Charged to Costs and Expenses | 0 | 4,405 | 2,266 |
Deductions | (3,845) | 0 | 0 |
Balance at End of Period | $ 17,479 | $ 21,324 | $ 16,919 |