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Press release from PR Newswire

GNC Acquisition Holdings Prices Initial Public Offering of Class A Common Stock

Thursday, March 31, 2011

GNC Acquisition Holdings Prices Initial Public Offering of Class A Common Stock20:46 EDT Thursday, March 31, 2011PITTSBURGH, March 31, 2011 /PRNewswire/ -- GNC Acquisition Holdings Inc. (to be renamed GNC Holdings, Inc.) (the "Company" or "GNC") announced the pricing of its initial public offering of 22.5 million shares of its Class A common stock at a public offering price of $16.00 per share.  GNC's Class A common stock is expected to begin trading tomorrow, April 1, on the New York Stock Exchange under the ticker symbol "GNC."(Logo: http://photos.prnewswire.com/prnh/20110302/NE57701LOGO )Of the shares offered, 16 million are being issued and sold by the Company and 6.5 million shares are being sold by selling stockholders.  In addition, selling stockholders have granted the underwriters a 30-day option to purchase up to an additional 3.375 million shares.  The offering is expected to close on April 6, 2011.  The Company expects to use net proceeds of approximately $240 million, together with cash on hand, to redeem approximately $223 million aggregate liquidation preference of the Company's Series A preferred stock, to make a contribution to the Company's subsidiary, General Nutrition Centers, Inc. ("Centers"), for purposes of repaying approximately $300 million of outstanding indebtedness under Centers' senior credit facility, and to pay approximately $11 million in satisfaction of the Company's obligations under its management services agreement and Class B common stock.Goldman, Sachs & Co. and J.P. Morgan Securities LLC, along with Deutsche Bank Securities Inc. and Morgan Stanley & Co. Incorporated, are acting as joint bookrunners for the offering, and Barclays Capital Inc., Credit Suisse Securities (USA) LLC, William Blair & Company, L.L.C. and BMO Capital Markets Corp. are acting as co-managers.This press release does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the shares referred to in this press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction. A registration statement relating to these securities (File No. 333-169618) was filed and has been declared effective by the Securities and Exchange Commission.The offering may be made only by means of a prospectus, copies of which may be obtained from:Goldman, Sachs & Co.Prospectus Department200 West StreetNew York, NY 10282Telephone: 1-866-471-2526, Facsimile: 212-902-9316E-mail: prospectus-ny@ny.email.gs.comJ.P. Morgan Securities LLCc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY 11717Telephone: 1-866-803-9204Deutsche Bank SecuritiesAttn: Prospectus Department100 Plaza OneJersey City, NJ 07311Tel: 1-800-503-4611Email: prospectus.cpdg@db.comMorgan Stanley & Co. IncorporatedAttn: Prospectus Dept.180 Varick Street, 2nd FloorNew York, NY 10014Email: prospectus@morganstanley.comTelephone: 1-866-718-1649About GNCGNC, headquartered in Pittsburgh, Pa., is a leading global specialty retailer of nutritional products including vitamin, mineral, herbal and other specialty supplements and sports nutrition, diet and energy products.  As of December 31, 2010, GNC has more than 7,200 locations, of which more than 5,600 retail locations are in the United States (including 903 franchise and 2,003 Rite Aid franchise store-within-a-store locations), and franchise operations in 46 international countries (including distribution centers where retail sales are made).  The Company ? which is dedicated to helping consumers Live Well ? also offers products and product information online.This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our financial condition, results of operations and business that is not historical information. Forward-looking statements can be identified by the use of terminology such as "subject to," "believes," "anticipates," "plans," "expects," "intends," "estimates," "projects," "may," "will," "should," "can," the negatives thereof, variations thereon and similar expressions, or by discussions of strategy. While GNC believes there is a reasonable basis for its expectations and beliefs, they are inherently uncertain, and the Company may not realize its expectations and its beliefs may not prove correct.  GNC undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Actual results could differ materially from those described or implied by such forward-looking statements. SOURCE GNCFor further information: Laura Brophy, +1-212-537-5177, Ext 2, lbrophy@marketcompr.com