0001104659-12-076717 Sample Contracts

Underwriting Agreement

Underwriting Agreement • November 9th, 2012 • GNC Holdings, Inc. • Retail-food stores • New York

• Contract Type
  Underwriting Agreement
• Filed
  November 9th, 2012
• Company
  GNC Holdings, Inc.
• Industry
  Retail-food stores
• Jurisdiction
  New York

Ares Corporate Opportunities Fund II, L.P. and Ontario Teachers Pension Plan Board (the “Selling Stockholders”), both stockholders of GNC Holdings, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to J.P. Morgan Securities LLC (the “Underwriter”) an aggregate of 11,732,479 shares of Class A common stock, par value $0.001 per share (the “Stock”), of the Company (the “Shares”).