GNC Holdings, Inc. Announces Secondary Offering

               GNC Holdings, Inc. Announces Secondary Offering

PR Newswire

PITTSBURGH, Nov. 7, 2012

PITTSBURGH, Nov. 7, 2012 /PRNewswire/ --GNC Holdings,Inc. (NYSE: "GNC") (the
"Company"), a leading global specialty retailer of health and wellness
products, today announced an underwritten offering of 11,732,479 shares of its
ClassA common stock to be sold by Ares Corporate Opportunities Fund II,L.P.
("Ares") and Ontario Teachers' Pension Plan Board (together with Ares, the
"Sponsors"). After giving effect to the offering, the Sponsors will hold no
shares of the Company's ClassA common stock. The Company is neither issuing
nor selling any shares in the offering. The offering is expected to close on
November 13, 2012, subject to customary closing conditions.  J.P. Morgan
Securities LLC is the sole underwriter for the offering.


The Company has filed a registration statement (including a prospectus) with
the SEC for the offering to which this communication relates. Before you
invest, you should read the prospectus in that registration statement and
other documents the Company has filed with the SEC for more complete
information about the Company and this offering. You may get these documents
for free by visiting EDGAR on the SEC Web site at: Alternatively,
copies of the prospectus supplement and accompanying prospectus relating to
the offering, when available, may be obtained from:

J.P. Morgan Securities LLC
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: 1-866-803-9204

About GNC

GNC Holdings,Inc., headquartered in Pittsburgh, Pa., is a leading global
specialty retailer of health and wellness products, including vitamins,
minerals, and herbal supplement products, sports nutrition products and diet
products, and trades on the New York Stock Exchange under the symbol "GNC."

As of September30, 2012, GNC has more than 7,900 locations, of which more
than 6,000 retail locations are in the United States (including 935franchise
and 2,168 Rite Aid franchise store-within-a-store locations) and franchise
operations in 55 countries (including distribution centers where retail sales
are made). The Company—which is dedicated to helping consumers Live Well—has a
diversified, multi-channel business model and derives revenue from product
sales through company-owned retail stores, domestic and international
franchise activities, third-party contract manufacturing, e-commerce and
corporate partnerships. The Company's broad and deep product mix, which is
focused on high-margin, premium, value-added nutritional products, is sold
under GNC proprietary brands, including Mega Men®, Ultra Mega®, GNC Total
Lean™, Pro Performance®, Pro Performance® AMP and Beyond Raw®, and under
nationally recognized third-party brands.

This release contains certain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995 with respect to the
Company's financial condition, results of operations and business that is not
historical information. Forward-looking statements can be identified by the
use of terminology such as "subject to," "believes," "anticipates," "plans,"
"expects," "intends," "estimates," "projects," "may," "will," "should," "can,"
the negatives thereof, variations thereon and similar expressions, or by
discussions of strategy and outlook. While the Company 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. The Company undertakes no obligation to publicly update
or revise any forward-looking statement, whether as a result of new
information, future events or otherwise. Actual results could differ
materially from those described or implied by such forward-looking statements.
For a listing of factors that may materially affect such forward-looking
statements, please refer to our most recent reports on Form10-K and Form10-Q
filed with the U.S. Securities and Exchange Commission.


Michael M. Nuzzo, Executive Vice President and CFO


Dennis Magulick, Senior Director—Treasury& Investor Relations

SOURCE GNC Holdings, Inc
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