Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 20, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-35113 | ||
Entity Registrant Name | GNC Holdings, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 20-8536244 | ||
Entity Address, Address Line One | 300 Sixth Avenue | ||
Entity Address, Postal Zip Code | 15222 | ||
Entity Address, City or Town | Pittsburgh, | ||
Entity Address, State or Province | PA | ||
City Area Code | 412 | ||
Local Phone Number | 288-4600 | ||
Title of 12(b) Security | Class A common stock, par value $0.001 per share | ||
Trading Symbol | GNC | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 123 | ||
Entity Common Stock, Shares Outstanding | 84,608,976 | ||
Documents Incorporated by Reference | Certain information in the Company's definitive Proxy Statement for the 2020 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A, not later than 120 days after the end of the fiscal year, is incorporated by reference in Part III of this Form 10-K. | ||
Entity Central Index Key | 0001502034 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 117,046 | $ 67,224 |
Receivables, net | 101,234 | 127,317 |
Receivables due from related parties | 8,946 | 0 |
Inventory | 387,655 | 465,572 |
Forward contracts for the issuance of convertible preferred stock | 0 | 88,942 |
Prepaid and other current assets | 24,880 | 55,109 |
Total current assets | 639,761 | 804,164 |
Long-term assets: | ||
Goodwill | 79,109 | 140,764 |
Brand name | 300,720 | 300,720 |
Other intangible assets, net | 71,298 | 92,727 |
Property, plant and equipment, net | 86,916 | 155,095 |
Right-of-use assets | 350,579 | |
Equity method investments (Note 9) | 97,930 | 0 |
Deferred income taxes | 0 | 8,776 |
Other long-term assets | 24,274 | 25,604 |
Total long-term assets | 1,010,826 | 723,686 |
Total assets | 1,650,587 | 1,527,850 |
Current liabilities: | ||
Accounts payable | 150,742 | 148,782 |
Accounts payable due to related parties | 11,720 | 0 |
Current portion of long-term debt | 180,566 | 158,756 |
Current lease liabilities | 112,005 | |
Deferred revenue and other current liabilities | 105,792 | 120,169 |
Total current liabilities | 560,825 | 427,707 |
Long-term liabilities: | ||
Long-term debt | 681,999 | 993,566 |
Deferred income taxes | 31,586 | 39,834 |
Lease liabilities | 330,510 | |
Other long-term liabilities | 41,535 | 82,249 |
Total long-term liabilities | 1,085,630 | 1,115,649 |
Total liabilities | 1,646,455 | 1,543,356 |
Commitments and contingencies | ||
Convertible preferred stock | 211,395 | 98,804 |
Common stock, $0.001 par value, 300,000 shares authorized: | ||
Class A, 130,555 shares issued, 84,564 shares outstanding and 45,991 shares held in treasury at December 31, 2019 and 129,925 shares issued, 83,886 shares outstanding and 45,991 shares held in treasury at December 31, 2018 | 131 | 130 |
Additional paid-in capital | 1,012,076 | 1,007,827 |
Retained earnings | 518,605 | 613,637 |
Treasury stock, at cost (Note 15) | (1,725,349) | (1,725,349) |
Accumulated other comprehensive loss | (12,726) | (10,555) |
Total stockholders' deficit | (207,263) | (114,310) |
Total liabilities, mezzanine equity and stockholders' deficit | $ 1,650,587 | $ 1,527,850 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Convertible preferred stock, par value (in USD per share) | $ 0.001 | |
Convertible preferred stock, shares authorized (in shares) | 60,000,000 | |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Redeemable Convertible Preferred Stock | ||
Convertible preferred stock, shares issued (in shares) | 299,950 | 100,000 |
Convertible preferred stock, shares outstanding (in shares) | 300,000 | 100,000 |
Class A Common Stock | ||
Common stock, shares issued (in shares) | 130,555,000 | 129,925,000 |
Common stock, shares outstanding (in shares) | 84,564,000 | 83,886,000 |
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, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 |
Cost of sales, including warehousing, distribution and occupancy | 1,353,806 | 1,581,778 | 1,656,540 |
Gross profit | 714,382 | 771,745 | 824,422 |
Selling, general, and administrative | 566,457 | 620,885 | 624,269 |
Long-lived asset impairments | 0 | 38,236 | 457,794 |
Loss on net asset exchange for the formation of the joint ventures | 21,293 | 0 | 0 |
Other loss (income), net | 1,889 | 271 | (825) |
Operating income (loss) | 124,743 | 112,353 | (256,816) |
Interest expense, net | 106,709 | 127,080 | 64,221 |
Gain on convertible debt and debt refinancing costs | (3,214) | 0 | (10,996) |
Loss on debt refinancing | 0 | 16,740 | 0 |
Loss (gain) on forward contracts for the issuance of convertible preferred stock | 16,787 | (88,942) | 0 |
Income (loss) before income taxes and income from equity method investments | 4,461 | 57,475 | (310,041) |
Income tax expense (benefit) | 44,869 | (12,305) | (159,779) |
Net (loss) income before income from equity method investments | (40,408) | 69,780 | (150,262) |
Income from equity method investments | 5,296 | 0 | 0 |
Net (loss) income before income from equity method investments | $ (35,112) | $ 69,780 | $ (150,262) |
(Loss) earnings per share | |||
Basic (in USD per share) | $ (0.64) | $ 0.83 | $ (2.18) |
Diluted (in USD per share) | $ (0.64) | $ 0.81 | $ (2.18) |
Weighted average common shares outstanding | |||
Basic (in shares) | 83,720 | 83,364 | 68,789 |
Diluted (in shares) | 83,720 | 86,171 | 68,789 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (35,112) | $ 69,780 | $ (150,262) |
Other comprehensive (loss) income: | |||
Periodic revaluation of interest rate swap, net of tax benefit of $2.0 million and $1.5 million, respectively | (4,251) | (3,259) | |
Periodic revaluation of interest rate swap, net of tax benefit of $2.0 million and $1.5 million, respectively | 0 | ||
Reclassification adjustment for interest recognized in the Consolidated Statement of Operations, net of tax expense of $0.8 million and $0.5 million, respectively | 1,677 | 1,045 | |
Reclassification adjustment for interest recognized in the Consolidated Statement of Operations, net of tax expense of $0.8 million and $0.5 million, respectively | 0 | ||
Net change in unrecognized loss on interest rate swaps, net of tax | (2,574) | (2,214) | |
Net change in unrecognized loss on interest rate swaps, net of tax | 0 | ||
Foreign currency translation gain (loss) | 403 | (2,510) | 2,866 |
Other comprehensive (loss) income | (2,171) | (4,724) | 2,866 |
Comprehensive (loss) income | $ (37,283) | $ 65,056 | $ (147,396) |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive (Loss) Income Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Periodic revaluation of interest rate swap, tax benefit | $ 2 | $ 1.5 |
Reclassification adjustment for interest recognized, tax expense | $ 0.8 | $ 0.5 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' (Deficit) 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, 2016 | 68,399 | |||||
Beginning Balance at Dec. 31, 2016 | $ (117,563) | $ 114 | $ (1,725,349) | $ 922,687 | $ 693,682 | $ (8,697) |
Increase (Decrease) in Stockholders' Equity | ||||||
Comprehensive (loss) income | (147,396) | (150,262) | 2,866 | |||
Dividend forfeitures on restricted stock | 394 | 394 | ||||
Restricted stock awards (in shares) | 574 | |||||
Restricted stock awards | 1 | $ 1 | ||||
Minimum tax withholding requirements (in shares) | (32) | |||||
Minimum tax withholding requirements | (253) | (253) | ||||
Stock-based compensation | 8,359 | 8,359 | ||||
Exchange of convertible senior notes (in shares) | 14,626 | |||||
Exchange of convertible senior notes | 70,537 | $ 15 | 70,522 | |||
Ending Balance (in shares) at Dec. 31, 2017 | 83,567 | |||||
Ending Balance at Dec. 31, 2017 | (185,921) | $ 130 | (1,725,349) | 1,001,315 | 543,814 | (5,831) |
Increase (Decrease) in Stockholders' Equity | ||||||
Comprehensive (loss) income | 65,056 | 69,780 | (4,724) | |||
Dividend forfeitures on restricted stock | 43 | 43 | ||||
Restricted stock awards (in shares) | 398 | |||||
Restricted stock awards | 0 | $ 0 | ||||
Minimum tax withholding requirements (in shares) | (79) | |||||
Minimum tax withholding requirements | (296) | (296) | ||||
Stock-based compensation | 6,808 | 6,808 | ||||
Ending Balance (in shares) at Dec. 31, 2018 | 83,886 | |||||
Ending Balance at Dec. 31, 2018 | (114,310) | $ 130 | (1,725,349) | 1,007,827 | 613,637 | (10,555) |
Increase (Decrease) in Stockholders' Equity | ||||||
Comprehensive (loss) income | (37,283) | (35,112) | (2,171) | |||
Dividend forfeitures on restricted stock | 16 | 16 | ||||
Restricted stock awards (in shares) | 768 | |||||
Restricted stock awards | 0 | $ 1 | (1) | |||
Minimum tax withholding requirements (in shares) | (90) | |||||
Minimum tax withholding requirements | (233) | (233) | ||||
Stock-based compensation | 4,563 | 4,563 | ||||
Repurchase of convertible senior notes | (80) | (80) | ||||
Ending Balance (in shares) at Dec. 31, 2019 | 84,564 | |||||
Ending Balance at Dec. 31, 2019 | $ (207,263) | $ 131 | $ (1,725,349) | $ 1,012,076 | $ 518,605 | $ (12,726) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Cash flows from operating activities: | ||||
Net (loss) income | $ (35,112) | $ 69,780 | $ (150,262) | |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||||
Depreciation and amortization expense | 35,422 | 47,105 | 56,809 | |
Income from equity method investments | (5,296) | 0 | 0 | |
Amortization of debt costs | 20,751 | 23,199 | 13,160 | |
Stock-based compensation | 4,563 | 6,808 | 8,359 | |
Long-lived asset impairments | 0 | 38,236 | 457,794 | |
Gain on convertible debt and debt refinancing costs | (3,214) | 0 | (10,996) | |
Loss on debt refinancing | 0 | 16,740 | 0 | |
Loss on net asset exchange for the formation of the joint ventures | 21,293 | 0 | 0 | |
Loss (gain) on forward contracts for the issuance of convertible preferred stock | 16,787 | (88,942) | 0 | |
Third-party fees associated with refinancing | 0 | (16,322) | 0 | |
Distributions received from equity method investments | 3,856 | 0 | 0 | |
Deferred income tax expense (benefit) | 20,596 | (23,265) | (191,578) | |
Other | 2,467 | (513) | (314) | |
Changes in assets and liabilities: | ||||
Increase in receivables | (4,411) | (1,358) | (448) | |
Decrease in inventory | 18,018 | 16,757 | 72,903 | |
(Increase) decrease in prepaid and other current assets | (11,148) | 14,687 | (5,529) | |
Increase (decrease) in accounts payable | 44,497 | (3,351) | (23,960) | |
(Decrease) increase in deferred revenue and accrued liabilities | 1,006 | 1,252 | (10,181) | |
Decrease in net lease liabilities | (31,880) | |||
Other changes in assets and liabilities | (1,675) | (4,945) | 4,751 | |
Net cash provided by operating activities | 96,520 | 95,868 | 220,508 | |
Cash flows from investing activities: | ||||
Capital expenditures | (15,151) | (18,981) | (32,123) | |
Refranchising proceeds, net of store acquisition costs | 2,395 | 2,514 | 1,994 | |
Capital contribution to the joint ventures | (13,079) | 0 | 0 | |
Proceeds from the assets exchange for the formation of the joint ventures | 99,221 | 0 | 0 | |
Proceeds from the sale of Lucky Vitamin | 0 | 0 | 6,367 | |
Net cash provided by (used in) investing activities | 73,386 | (16,467) | (23,762) | |
Cash flows from financing activities: | ||||
Borrowings under Revolving Credit Facility | 22,000 | 410,000 | 317,500 | |
Payments on Revolving Credit Facility | (22,000) | (410,000) | (444,500) | |
Proceeds from the issuance of convertible preferred stock | 199,950 | 100,000 | 0 | |
Convertible notes repurchase | (24,708) | 0 | 0 | |
Original issuance discount and revolving credit facility fees | (10,365) | (35,235) | 0 | |
Fees associated with the issuance of convertible preferred stock | (12,814) | (3,587) | 0 | |
Minimum tax withholding requirements | (233) | (296) | (253) | |
Net cash used in financing activities | (119,256) | (75,768) | (168,106) | |
Effect of exchange rate changes on cash and cash equivalents | (828) | (410) | 897 | |
Net increase in cash and cash equivalents | 49,822 | 3,223 | 29,537 | |
Beginning balance, cash and cash equivalents | 67,224 | 64,001 | 34,464 | |
Ending balance, cash and cash equivalents | 117,046 | 67,224 | 64,001 | |
Cash (received) paid during the period for: | ||||
Income taxes | [1] | 13,808 | (3,841) | 35,476 |
Interest | 83,284 | 104,342 | 51,205 | |
Non-cash investing activities: | ||||
Capital expenditures in current liabilities | 1,373 | 1,238 | 1,683 | |
Net assets contributed to the joint ventures | 202,487 | 0 | 0 | |
Non-cash financing activities: | ||||
Issuance of shares associated with exchange of convertible senior notes | 0 | 0 | 71,670 | |
Original issuance discount | 0 | 11,445 | 0 | |
Tranche B-1 Term Loan | ||||
Cash flows from financing activities: | ||||
Payments on Term Loans | (147,312) | (4,550) | (40,853) | |
Tranche B-2 Term Loan | ||||
Cash flows from financing activities: | ||||
Payments on Term Loans | $ (123,774) | $ (132,100) | $ 0 | |
[1] | * Includes a $12.4 million tax refund received in the fourth quarter of 2018. |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2019 | |
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 health and wellness brand with a diversified, omni-channel business. The Company's assortment of performance and nutritional supplements, vitamins, herbs and greens, health and beauty, food and drink and other general merchandise features innovative private-label products as well as nationally recognized third-party brands, many of which are exclusive to GNC. The Company's operations consist of purchasing raw materials, formulating and manufacturing products prior to the formation of the manufacturing joint venture with IVC (the "Manufacturing JV") in March 2019, and selling the finished products through its three reportable segments, U.S. and Canada, International, and Manufacturing / Wholesale (refer to Note 19, "Segments" for more information). Corporate retail store operations are located in the United States, Canada, Puerto Rico, Ireland and prior to the joint venture transaction with Harbin Pharmaceutical Group Co., Ltd ("Harbin") in February 2019, China. In addition, the Company offers products on the internet through GNC.com and third-party websites. Franchise locations exist in the United States and approximately 50 other countries. Additionally, the Company licenses the use of its trademarks and trade names. In February 2019, the Company entered into two joint ventures with Harbin to operate its e-commerce business (the "HK JV") and retail business in China (the "China JV"), which will accelerate its presence and maximize the Company's opportunities for growth in the Chinese supplement market. Under the terms of the agreement, the Company contributed its China business and retained 35% equity interest in the HK JV and China JV. In March 2019, the Company entered into a strategic joint venture with International Vitamin Corporation ("IVC") regarding the Company's manufacturing business, which enables the Company to increase its focus on product innovation while IVC manages manufacturing and integrates with the Company's supply chain thereby driving more efficient usage of capital. Under the terms of the agreement, the Company received $99.2 million , net of a working capital adjustment, and contributed its Nutra manufacturing and Anderson facility net assets in exchange for an initial 43% equity interest in the Manufacturing JV. IVC is expected to pay an additional $75.0 million over a four year period from the effective date of the transaction as IVC’s ownership of the joint venture increases to 100% . The subsequent purchase price for each year is $18.8 million , adjusted up or down based on the Manufacturing JV's future performance. Going Concern The Company has continued to experience negative same store sales and declining gross profit. The Company has closed underperforming stores under its store optimization strategy and implemented cost reduction measures to help mitigate the effect of these declines and improve its financial position and liquidity. At December 31, 2019, the Company has substantial indebtedness including $154.7 million of outstanding indebtedness under the Notes issued under that certain Indenture dated as of August 10, 2015, among the Company, certain of its subsidiaries, and The Bank of New York Mellon Trust Company, N.A, maturing on August 15, 2020 (the "Notes") and $441.5 million of outstanding indebtedness under the Amended and Restated Term Loan Credit Agreement, dated as of February 28, 2018, among GNC Corporation, GNC Nutrition Centers, Inc., as Borrower, the lenders and agents parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent (the “ Tranche B-2 Term Loan Credit Agreement" and the term loan thereunder, the "Tranche B-2 Term Loan"). The Company also has an excess cash flow payment of $25.9 million due in April 2020 (which will reduce the outstanding amount of the Tranche B-2 Term Loan). The Tranche B-2 Term Loan becomes due on the earlier to occur of (i) the maturity date of March 4, 2021 or (ii) May 16, 2020 if more than $50 million of the Notes are outstanding on such date. Each of the revolving credit facility (the "Revolving Credit Facility") under the Credit Agreement, dated as of February 28, 2018, among GNC Corporation, GNC Nutritional Centers, Inc., as Administrative Borrower, certain of its subsidiaries, as subsidiary borrowers, the lenders and agents parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent (the “ABL Credit Agreement”) and the FILO term loan facility under the ABL Credit Agreement, which otherwise mature in August 2022 and December 2022 respectively, also include an accelerated maturity date of May 16, 2020 if more than $50 million of the Notes are outstanding on such date. Prior to the outbreak of the COVID-19 pandemic in the United States, management believed that the Company had the ability to pay the excess cash flow payment of $25.9 million and reduce the outstanding balance on the Notes from $154.7 million to below $50 million with projected cash on hand and new borrowings under the Revolving Credit Facility, assuming such borrowings remain available subject to the covenant and reporting requirements discussed below. Given current circumstances around the COVID-19 pandemic as discussed further in Note 21, "Subsequent Events", there can be no assurances as to our ability to do so. As a precautionary measure, given the current macro environment, we recently drew $30 million under our Revolving Credit Facility in March 2020. However, management does not expect to have sufficient cash flows from operations to repay the indebtedness under the Notes or the Tranche B-2 Term Loan when they become due. Since the Company has not refinanced the Tranche B-2 Term Loan and it will mature less than twelve months after the issuance date of these consolidated financial statements, management has concluded there is substantial doubt regarding the Company's ability to continue as a going concern within one year from the issuance date of the Company’s consolidated financial statements. The Company was in compliance with the debt covenant reporting and compliance obligations under the Credit Facilities as of December 31, 2019. Prior to the outbreak of the COVID-19 pandemic in the United States, management believed that the Company had the ability to comply with the financial covenants under the Senior Credit Facility Agreements over the next twelve months; however, given the current circumstances around the COVID-19 pandemic as discussed further in Note 21, "Subsequent Events", there can be no assurances as to our ability to do so. The Company is in the process of reviewing a range of refinancing options to refinance all of the Company’s outstanding indebtedness. The Company has been working with an independent committee of the Board supported by independent financial and legal advisors to conduct its review and has had a series of discussions with financing sources in the United States and Asia. We became aware on March 24, 2020, by the potential financing sources in Asia, that they are no longer pursuing a refinancing with us. We will continue to explore all options to refinance and restructure our indebtedness. While we continue to work through a number of refinancing alternatives to address our upcoming debt maturities, we cannot make any assurances regarding the likelihood, certainty or exact timing of any alternatives. Reporting requirements under both the Tranche B-2 Term Loan and the Credit Agreement, dated as of February 28, 2018, among GNC Corporation, GNC Nutrition Centers, Inc., as Administrative Borrower, certain of its subsidiaries, as subsidiary borrowers, the lenders and agents parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent (the “ABL Credit Agreement,” together with the Tranche B-2 Term Loan, the “Senior Credit Agreements”) require the Company to provide annual audited financial statements accompanied by an opinion of an independent public accountant without a "going concern" or like qualification or exception, or qualification arising out of the scope of the audit (other than a “going concern” statement, explanatory note or like qualification or exception resulting solely from an upcoming maturity date under the Tranche B-2 Term Loan or the Notes). Management believes the Company will satisfy this requirement. If the lenders take a contrary position, (a) they could decide to instruct the administrative agent under the Senior Credit Agreements to deliver a written notice thereof to the borrower, and if the alleged default continued uncured for 30 days thereafter it would become an alleged event of default (unless waived by the lenders) and (b) the Company intends to contest such position and any action the lenders may attempt to take as a result thereof. If the lenders were to prevail in any such dispute, the required lenders could instruct the administrative agent to exercise remedies under the Senior Credit Agreements (the "Revolving Credit Facility"), including accelerating the maturity of the loans, terminating commitments under the revolving credit facility under the ABL Credit Agreement and requiring the posting of cash collateral in respect of outstanding letters of credit issued under the Revolving Credit Facility ( $4.9 million at December 31, 2019). If this were to occur, management would enter into discussions with the lenders to waive the default or forebear from the exercise of remedies. Failure to obtain such a waiver, complete the refinancing or other restructuring prior to August 2020 or to reach an agreement with the Company's stakeholders on the terms of a restructuring would have a material adverse effect on the liquidity, financial condition and results of operations and may result in filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in order to implement a restructuring plan. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
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 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 and wholesale partners. Receivables consist principally of unpaid invoices for product sales, franchisee royalties and sublease payments. 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 $8.6 million and $6.6 million at December 31, 2019 and 2018 , respectively. Inventory. Prior to the formation of the Manufacturing JV, inventory components consisted of raw materials, work-in-process, packaging supplies and finished product. Inventory included costs associated with distribution and transportation, as well as manufacturing overhead, which were capitalized and expensed as merchandise is sold. After the transfer of the manufacturing facility to the Manufacturing JV, inventory only consists of finished product. Inventories are stated at the lower of cost or net realizable value on a first in/first out basis ("FIFO"). 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 3-7 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 evaluates the carrying amount of goodwill for each of its reporting units annually 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. When 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. For the year ended December 31, 2019 and 2018, no goodwill impairment was recorded. For the year ended December 31, 2017, the Company recorded a goodwill impairment charge of $24.3 million related to the Wholesale reporting unit as a result of a triggering event based on a decline in the Company's share price and previous challenges associated with the Company's efforts to refinance its long-term debt. 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. During the year ended December 31, 2019, no impairment was recorded for the indefinite-lived intangible brand asset. During the year ended December 31, 2018, the Company recognized an impairment charge of $23.7 million , which was allocated to the U.S. and Canada and International segments for $21.6 million and $2.1 million , respectively. During the year ended December 31, 2017, the Company recognized a $395.6 million impairment charge, which was allocated to the U.S. and Canada and International segments for $394.0 million and $1.6 million , respectively. 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. No impairment of definite-long-lived assets was recorded during the year ended December 31, 2019. Refer to Note 7, "Property, Plant and Equipment, Net" for a description of impairment charges recorded in 2018 and 2017. 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 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 from customers are 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. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. 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 was 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 program. 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 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 program 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 program, the Company introduced a paid membership program, PRO Access, 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 allocates the transaction price of the membership to the sample boxes and other benefits based on the estimated stand-alone prices. The membership price paid is recorded within deferred revenue and other current liabilities on the Consolidated Balance Sheet and subsequently recognized 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 wholesale product sales, franchise fees and royalties, as well as cooperative advertising and other franchise support fees specific to domestic franchisees. Revenues 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 and other franchise support fees (including construction, equipment and other administrative fees) are recognized upon transfer of control to the franchisee, net of estimated returns and allowances. Franchise license fees, royalties and continuing services, such as cooperative advertising, are not separate and distinct performance obligations as they are highly dependent on each other in supporting the overall brand. Franchise fees for the license are paid in advance, and are deferred and recognized over the applicable license term as the Company satisfies the performance obligation of granting the customer access to the rights of its intellectual property. Franchise royalties and cooperative advertising contributions are variable consideration based on a percentage of the franchisees' retail sales, which are recognized in the period the franchisees' underlying sales occur, and are not included in the upfront transaction price for the overall performance obligation relating to providing access to the Company's intellectual property. The Manufacturing / Wholesale segment sells product to the Company's other segments, which is eliminated in consolidation, and third-party customers. Revenue is recognized over time, net of estimated returns and allowances, as manufacturing occurs if the customized goods have no alternative use (specially made for the end customer) and the Company has an enforceable right to payment for performance completed to date. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. The Company uses the cost-to-cost measure of progress for its contracts because it best depicts the transfer of control to the customer which occurs as the Company incurs costs on its contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues, including estimated fees or profits, are recorded proportionally as costs are incurred. Costs to fulfill include labor, materials, other direct costs and an allocation of indirect costs, which are recognized as cost of sales as revenue is recognized. Services for specialty manufacturing contracts typically have an expected duration of less than one year. In March 2019, the Company entered into a strategic joint venture with IVC regarding the Company's manufacturing business. The Company received $99.2 million and contributed its Nutra manufacturing and Anderson facility net assets in exchange for an initial 43% equity interest in the Manufacturing JV. GNC expects to receive an additional $75 million from IVC, adjusted up or down based on the Manufacturing JV's future performance, over a four year period from the effective date of the transaction as IVC’s ownership of the joint venture increases to 100% . The Company's interest in the joint venture is accounted for as an equity method investment. Refer to Note 9, "Equity Method Investments" for more information. We generate revenue from sales to our wholesale business partners on products at wholesale prices, retail sales of certain consigned inventory (prior to the termination of the consignment agreement with Rite Aid in December 2018) and license fees for the store-within-a-store alliance with Rite Aid. Wholesale sales are recognized upon transfer of control, net of estimated returns and allowances. License fees are paid in advance and are deferred and recognized over the applicable license term as the Company satisfies the performance obligation of granting the customer access to the rights of its intellectual property. Cost of Sales. The Company purchases products directly from third-party vendors, the Manufacturing JV, and prior to the Manufacturing JV transaction, manufactured 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 $ 66.7 million , $74.0 million and $86.7 million for the years ended December 31, 2019 , 2018 and 2017 , 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 $4 million , $15 million and $9 million in each of the years ended December 31, 2019 , 2018 and 2017 , respectively, 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 recognized advertising expense of $86.0 million , $95.6 million and $104.5 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Leases. The Company leases substantially all of its retail stores in the U.S. and Canada segment, including most of the domestic franchise stores that are leased and subleased to franchisees, its distribution centers in the United States and retail stores in Ireland. In addition, the Company has leased office locations and vehicle and equipment leases to support our store and supply chain operations. All of the Company's leases are classified as operating leases. The Company determines if a contract contains a lease at inception. The lease liabilities are recognized based on the present value of the future minimum lease payments over the term at the commencement date for leases exceeding 12 months. The lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. The minimum lease payments include only fixed lease components, as well as any variable rate payments that depend on an index, initially measured using the index at the lease commencement date. Lease terms may include options to renew when it is reasonably certain that the Company will exercise an option. The Company estimates its incremental borrowing rate, which was estimated to approximate the interest rate on a collateralized basis with similar terms and payments for each lease, using a portfolio approach. The right-of-use assets recognized are initially equal to the lease liability, adjusted for any lease payments made on or before the commencement dates and lease incentives. The lease liabilities for the operating leases are amortized using the effective interest method. The right-of-use asset is amortized by taking the difference between total rent expense recorded on straight-line basis and the lease liability amortization. When the right-of-use asset for an operating lease is impaired, lease expense is no longer recognized on a straight-line basis. For impaired leases, the Company continues to amortize the lease liability using the same effective interest method as before the impairment charge and the right-of-use asset is amortized on a straight-line basis. 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. The company regularly reviews the components of the deferred tax assets. This review is to ascertain that, based upon all the information available at the time of the preparation of the financial statements, it is more likely than not that the Company expects to utilize these deferred tax assets in the future. If the Company determines that it is more likely than not that these deferred tax assets will not be utilized, a valuation allowance is recorded, reducing the deferred tax asset to the amount expected to be realized. Many factors are considered in the determination that the deferred tax assets are more likely than not to be realized, including recent cumulative earnings, the Company's ability to continue as a going concern, expectations regarding future taxable income, length of carryforward periods, and other relevant quantitative and qualitative factors. The recoverability of the deferred tax assets is determined by assessing the adequacy of future expected taxable income from all sources, including the reversal of taxable temporary differences, forecasted operating earnings, and tax planning strategies. 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 5, "Income Taxes," for more information. Self-Insurance. The Company is self-insured for certain losses related to 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. 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 units 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 17, "Stock-Based Compensation" for more information. Earnings Per Share. Basic earnings per share ("EPS") is computed by dividing net income, net of cumulative undeclared dividends, 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. The Company applies the if-converted method to calculate dilution impact of the convertible debt and the convertible preferred stock. Refer to Note 16, "Earnings Per Share" for information on the Company's underlying shares of its convertible debt and convertible preferred stock 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, included in the Consolidated Statements of Operations, were not material in the fiscal years ended December 31, 2019 , 2018 and 2017 . Recently Adopted Accounting Pronouncements Adoption of New Lease Standard In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("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. In July 2018, the FASB issued ASU 2018-11, which provides companies with the option to apply the new lease standard either at the beginning of the earliest comparative period presented or in the period of adoption. The Company adopted ASU 2016-02 and its related amendments (collectively known as "ASC 842") during the first quarter of fiscal 2019 electing the optional transition relief amendment that allows for a cumulative-effect adjustment in the period of adoption and did not restate prior periods. In transitioning to ASC 842, the Company elected to use the practical expedient package available under the guidance for leases that commenced before the effective date and did not elect to use hindsight. The Company has implemented a new lease management and accounting system and updated its processes and internal controls to comply with the new standard. The Company leases substantially all of its retail stores in the U.S. and Canada segment, including most of the domestic franchise stores that are leased and subleased to franchisees, its distribution centers in the United States and retail stores in Ireland. In addition, the Company has leased office locations and vehicle and equipment leases to support our store and supply chain operations. All of the Company's leases are classified as operating leases. The Company determines if a contract contains a lease at inception. The lease liabilities are recognized based on the present value of the future minimum lease payments over the term at the commencement date for leases exceeding 12 months. The lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. The minimum lease payments include only fixed lease components, as well as any variable rate payments that depend on an index, initially measured using the index at the lease commencement date. Lease terms may include options to renew when it is reasonably certain that the Company will exercise an option. The Company estimates its incremental borrowing rate, which was estimated to approximate the interest rate on a collateralized basis with similar terms and payments for each lease, using a portfolio approach. The right-of-use assets recognized are initially equal to the lease liability, adjusted for any lease payments made on or before the commencement dates and lease incentives. The Company recognized lease liabilities of $550.2 million on January 1, 2019. A right-of-use asset of $504.2 million was recognized based on the lease liability, adjusted for the reclassification of deferred rent of $53.3 million and prepaid rent of $7.3 million . Additionally, the Company recognized $79.8 million of right-of-use asset impairment charges related to certain of the Company's stores for which it was previously determined that the carrying value of the stores' assets were not recoverable. The right-of-use asset impairment charges were recorded as a reduction to January 1, 2019 (opening day) retained earnings, net of tax of $19.8 million . The new lease standard has no impact on the timing or classification of the Company's cash flows as reported in the Consolidated Statement of Cash Flows. The lease liabilities for the operating leases are amortized using the effective interest method. The right-of-use asset is amortized by taking the difference between total rent expense recorded on straight-line basis and the lease liability amortization. When the right-of-use asset for an operating lease is impaired, lease expense is no longer recognized on a straight-line basis. For impaired leases, the Company continues to amortize the lease liability using the same effective interest method as before the impairment charge and the right-of-use asset is amortized on a straight-line basis. Refer to Note 12 "Leases" for additional information . Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes. This ASU simplifies accounting for income taxes by eliminating certain exceptions to ASC 740 related to the general approach for intraperiod tax allocation, methodology for calculating income taxes in an interim period and recognition of deferred taxes when there are investment ownership changes. The new guidance also simplifies aspects of accounting for franchise taxes and interim period effects of enacted changes in tax laws or rates. The new guidance provides clarification on accounting for transactions that result in a step-up in the tax basis of goodwill and allocation of consolida |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE Revenue is recognized when obligations under the terms of a contract with the customer are satisfied; generally, this occurs with the transfer of control of products or services. The Company satisfies performance obligations either over time or at a point in time as discussed in further detail below. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. Applicable sales tax collected concurrent with revenue-producing activities are excluded from revenue. U.S. and Canada Revenue The following is a summary of revenue disaggregated by major source in the U.S. and Canada segment: Year ended December 31, 2019 2018 2017 U.S. company-owned product sales: (1) (in thousands) Protein $ 295,135 $ 320,751 $ 338,773 Performance supplements 283,473 280,835 281,532 Weight management 100,356 128,723 140,148 Vitamins 180,742 195,853 203,569 Herbs / Greens 59,578 66,025 66,324 Wellness 179,059 191,995 196,942 Health / Beauty 179,015 181,185 190,977 Food / Drink 98,134 109,094 94,390 General merchandise 22,290 24,019 28,931 Total U.S. company-owned product sales $ 1,397,782 $ 1,498,480 $ 1,541,586 Wholesale sales to franchisees 219,644 225,106 242,521 Royalties and franchise fees 31,527 32,733 35,212 Sublease income 42,282 45,506 48,972 Cooperative advertising and other franchise support fees 18,530 20,815 23,424 Gold Card revenue recognized in U.S. (2) — — 24,399 Other (3) 112,562 128,580 102,817 Total U.S. and Canada revenue $ 1,822,327 $ 1,951,220 $ 2,018,931 (1) Includes GNC.com sales. (2) The Gold Card Member Pricing program in the U.S. was discontinued in December 2016 in connection with the launch of the One New GNC program which resulted in $24.4 million of deferred Gold Card revenue being recognized in the first quarter of 2017, net of $1.4 million in applicable coupon redemptions. (3) Includes revenue primarily related to Canada operations and loyalty programs, myGNC Rewards and PRO Access. International Revenue The following is a summary of the revenue disaggregated by major source in the International reportable segment: Year ended December 31, 2019 2018 2017 (in thousands) Wholesale sales to franchisees $ 101,609 $ 107,627 $ 104,384 Royalties and franchise fees 25,902 26,503 26,609 Other (1) 30,656 57,279 46,785 Total International revenue $ 158,167 $ 191,409 $ 177,778 (1) Includes revenue related to China operations prior to the transfer of the China business to the HK JV and China JV, which was effective February 13, 2019, wholesale sales to the HK JV and China JV, and revenue from company-owned locations in Ireland. Manufacturing / Wholesale Revenue The following is a summary of the revenue disaggregated by major source in the Manufacturing / Wholesale reportable segment: Year ended December 31, 2019 2018 2017 (in thousands) Third-party contract manufacturing (1) $ 15,783 $ 123,322 $ 128,914 Intersegment sales (1) 35,505 264,211 231,495 Wholesale partner sales 71,911 87,572 89,157 Total Manufacturing / Wholesale revenue $ 123,199 $ 475,105 $ 449,566 (1) The decrease in third-party contract manufacturing and intersegment sales for the year ended December 31, 2019 compared to the prior year period is due to the transfer of the Nutra manufacturing business to the Manufacturing JV effective March 1, 2019. Revenue by Geography The following is a summary of the revenue by geography: Year ended December 31, 2019 2018 2017 Total revenues by geographic areas (1) : (in thousands) United States $ 1,962,650 $ 2,205,669 $ 2,332,880 Foreign 105,538 147,854 148,082 Total revenues $ 2,068,188 $ 2,353,523 $ 2,480,962 (1) Geographic areas are defined based on legal entity jurisdiction. Balances from Contracts with Customers Contract assets represent amounts related to the Company's contractual right to consideration for completed performance obligations not yet invoiced. As of December 31, 2018, the Company had contract assets of $25.5 million for specialty manufacturing recorded within prepaid and other current assets on the Consolidated Balance Sheet (with a corresponding reduction to inventory at cost). Due to the transfer of the Nutra manufacturing net assets to the Manufacturing JV on March 1, 2019, the Company had no contract assets on the Consolidated Balance Sheet as of December 31, 2019. Contract liabilities include payments received in advance of performance under the contract. The Company's PRO Access and loyalty program points are recorded within deferred revenue and other current liabilities on the Consolidated Balance Sheets. Deferred franchise and license fees are recorded within deferred revenue and other current liabilities and other long-term liabilities on the Consolidated Balance Sheets. The following table presents changes in the Company’s contract liabilities: Year ended December 31, 2019 Balance at beginning of period Recognition of revenue included in beginning balance Contract liability, net of revenue, recognized during the period Balance at end of period (in thousands) Deferred franchise and license fees $ 33,464 $ (10,423 ) $ 5,252 $ 28,293 PRO Access and loyalty program points (*) 24,836 (24,836 ) 22,896 22,896 Gift card liability (*) 3,416 (2,049 ) 1,743 3,110 Year ended December 31, 2018 Balance at beginning of period Recognition of revenue included in beginning balance Contract liability, net of revenue, recognized during the period Balance at end of period (in thousands) Deferred franchise and license fees $ 38,011 $ (7,745 ) $ 3,198 $ 33,464 PRO Access and loyalty program points (*) 24,464 (24,464 ) 24,836 24,836 Gift card liability (*) 4,172 (2,562 ) 1,806 3,416 (*) Net of estimated breakage As of December 31, 2019, the Company had deferred franchise and license fees with unsatisfied performance obligations extending throughout 2029 of $28.3 million , of which $6.3 million is expected to be recognized over the next 12 months. As of December 31, 2018, the Company had deferred franchise and license fees with unsatisfied performance obligations extending throughout 2028 of $33.5 million |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY The net realizable value of inventory consisted of the following: December 31, 2019 2018 (in thousands) Finished product ready for sale $ 387,655 $ 416,113 Work-in-process, bulk product and raw materials (1) — 46,520 Packaging supplies (1) — 2,939 Inventory $ 387,655 $ 465,572 (1) The decrease in work-in-process, bulk product and raw materials and packaging supplies as of December 31, 2019 compared with December 31, 2018 is due to the transfer of the Nutra manufacturing net assets to the Manufacturing JV effective March 1, 2019. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income (loss) before income taxes, including income from equity method investments, consisted of the following components: Year ended December 31, 2019 2018 2017 (in thousands) Domestic $ 9,781 $ 38,918 $ (298,351 ) Foreign (24 ) 18,557 (11,690 ) Income (loss) before income taxes (*) $ 9,757 $ 57,475 $ (310,041 ) (*) Includes income from equity method investments Income tax expense (benefit) consisted of the following components: Year ended December 31, 2019 2018 2017 (in thousands) Current: Federal $ 17,130 $ 277 $ 23,965 State 3,379 4,646 4,458 Foreign 3,764 6,037 3,376 Total current income tax expense 24,273 10,960 31,799 Deferred: Federal 3,393 (11,069 ) (177,272 ) State 18,188 (11,284 ) (13,710 ) Foreign (985 ) (912 ) (596 ) Total deferred income tax expense (benefit) 20,596 (23,265 ) (191,578 ) Total income tax expense (benefit) $ 44,869 $ (12,305 ) $ (159,779 ) Income tax expense (benefit) 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 21% to income (loss) before income taxes as shown below: Year ended December 31, 2019 2018 2017 (in thousands) U.S. federal statutory income tax $ 2,049 $ 12,070 $ (108,532 ) Increase (reduction) resulting from: State income tax, net of federal tax benefit 3,014 (5,600 ) (3,224 ) International operations 2,085 856 (2,431 ) Foreign derived intangible income (484 ) (2,003 ) — Global intangible low taxed income 305 4,005 — Premiums paid to wholly owned subsidiary company (221 ) (221 ) (368 ) Nondeductible goodwill — — 6,219 Brand impairment — — 50,957 Exchange of convertible senior notes 40 — (9,529 ) Loss (gain) on forward contracts for the issuance of the convertible preferred stock 3,525 (18,678 ) — Formation of the joint ventures 8,067 — — Change in valuation allowance 27,117 2,547 (3,294 ) Stock based compensation 971 1,859 1,651 Federal tax credits and income deductions (3,642 ) (5,305 ) (2,448 ) Tax impact of uncertain tax positions 4,831 1,028 295 Return to provision adjustment (3,093 ) (1,073 ) (3,852 ) Impact of 2017 Tax Act — (3,583 ) (86,786 ) Other permanent differences 305 1,793 1,563 Income tax expense (benefit) $ 44,869 $ (12,305 ) $ (159,779 ) During the year ended December 31, 2019, we recognized an income tax expense of $44.9 million . The current year effective tax rate was significantly impacted by an increase to income tax expense of $27.1 million relating to an increase in valuation allowance against certain deferred tax assets that may not be realizable and an increase to tax expense of $7.6 million resulting from the transfer of the Nutra manufacturing net assets to the Manufacturing JV. The current year tax expense was also impacted by a $4.8 million increase in the Company’s liability for uncertain tax positions and a $3.5 million increase related to a loss on forward contracts for the issuance of convertible preferred stock that was not recognizable for tax purposes. During the year ended December 31, 2018, the Company finalized estimates of income tax impacts of the 2017 Tax Act based upon the regulations and other relevant guidance issued through December 31, 2018. The Company's 2018 income tax provision includes a discrete tax benefit of $3.6 million relating to the finalization of the remeasurement of its deferred tax assets and liabilities upon filing of the Company's 2017 federal income tax return. 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. During the year ended December 31, 2017, the Company recorded a non-cash income tax benefit of $86.8 million , 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. Deferred tax assets and liabilities consisted of the following at December 31: Year ended December 31, 2019 2018 (in thousands) Deferred tax assets: Operating reserves $ 4,642 $ 5,787 Deferred revenue 7,402 9,118 Net operating loss and credit carryforwards 30,395 35,243 Lease liabilities 89,975 6,842 Fixed assets 8,941 12,632 Stock-based compensation 3,599 3,479 Interest limitation 29,205 20,073 Other 2,456 3,938 Valuation allowance (42,348 ) (20,025 ) Total deferred tax assets 134,267 77,087 Deferred tax liabilities: Prepaid expenses (4,850 ) (3,820 ) Right-of-use assets (68,116 ) — Intangible assets (91,673 ) (100,709 ) Convertible senior notes (1,214 ) (3,616 ) Total deferred tax liabilities (165,853 ) (108,145 ) Net deferred tax liability $ (31,586 ) $ (31,058 ) As of December 31, 2019, the Company had gross state NOL carryforwards of $344.4 million expiring between 2026 and 2039 and $5.0 million of state tax credit carryforwards that will expire between 2023 and 2034. The Company also had $1.1 million of US foreign tax credit carryforwards expiring in 2028 and 2029. The company had immaterial foreign NOL carryforwards and no US Federal NOL carryforwards as of December 31, 2019. Under the Internal Revenue Code, the amount of and the benefits from NOL and tax credit carryforwards may be limited or permanently impaired in certain circumstances. The Company regularly reviews deferred tax assets. The review is to ascertain that, based upon all the information available at the time of the preparation of the financial statements, it is more likely than not that the Company expects to utilize these deferred tax assets in the future. If the Company determines that it is more likely than not that these deferred tax assets will not be utilized, a valuation allowance is recorded, reducing the deferred tax asset to the amount expected to be realized. In assessing the need for a valuation allowance, the Company considers all available positive and negative evidence, including the Company’s operating results, reversals of deferred tax liabilities, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. During the fourth quarter of the year ended December 31, 2019, as further discussed in Note 1, "Nature of Business," management concluded that there is substantial doubt regarding the Company’s ability to continue as a going concern. Management considered this in concluding that certain deferred tax assets were no longer more likely than not realizable. As a result, an increase in valuation allowance of $27.1 million on the Company’s deferred tax assets was recorded as of December 31, 2019 which related principally to deferred tax assets for state NOL carryforwards and other state tax attributes and deferred tax assets related to the Company’s interest expense deductions as determined under Section 163(j) of the Internal Revenue Code. This increase was partially offset by a valuation allowance decrease of $4.8 million . As of December 31, 2019 and 2018 , a valuation allowance was provided for certain NOLs, as the Company currently believes that these NOLs may not be realizable prior to their expiration. As of December 31, 2019, the Company recorded an additional $18.6 million valuation allowance related to state net operating losses and other state attributes no longer determined to be realizable. In the current year, the Company also recorded a $7.4 million partial valuation allowance related to the deferred tax asset resulting from the limitation of the Company’s interest expense deduction as determined by Section 163(j) of the Internal Revenue Code and a $1.1 million valuation allowance related to federal foreign tax credit carryforwards. The Company reduced its foreign deferred tax assets and related valuation allowance by $4.8 million respectively, because it determined that $3.7 million of China NOLs would not be available to the Company as a result of the China joint venture transaction and $1.1 million of Puerto Rico NOLs were realized at the filing of the 2018 Puerto Rico statutory income tax returns. As of December 31, 2019 and 2018, the Company has valuation allowances for deferred tax assets in the amount of $42.3 million and $20.0 million , respectively. Management will continue to assess the valuation allowance in forthcoming periods. This may result in a different conclusion as to the realizability of the Company's deferred tax assets in the future. The Company’s foreign subsidiaries generate earnings that are not subject to U.S. income taxes so long as they are permanently reinvested in its operations outside of the U.S. Pursuant to ASC Topic No 740-30, undistributed earnings of foreign subsidiaries that are no longer permanently reinvested would become subject to deferred income taxes. The Company does not have any material undistributed earnings of international subsidiaries at December 31, 2019 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, 2019 2018 2017 (in thousands) Balance of unrecognized tax benefits at beginning of period $ 6,950 $ 5,774 $ 6,456 Additions for tax positions taken during current period 180 882 748 Additions for tax positions taken during prior periods 4,774 715 192 Reductions for tax positions taken during prior periods (800 ) (421 ) (675 ) Settlements (385 ) — (947 ) Balance of unrecognized tax benefits at end of period $ 10,719 $ 6,950 $ 5,774 The Company's liability for uncertain tax positions, excluding penalties and interest, increased by a net $3.8 million during the current year. As of December 31, 2019 , 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 $ 2.4 million and $2.0 million at December 31, 2019 and 2018 , respectively. At December 31, 2019 , the amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $13.1 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, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Impairment Charges The Company recorded the following impairment charges: Year ended December 31, 2019 2018 2017 (in thousands) Brand name $ — $ 23,680 $ 395,600 Goodwill — — 24,283 Property and equipment (1) — 9,521 18,555 Lucky Vitamin (2) — — 19,356 Other store closing costs — 5,035 — Total long-lived asset impairment charges $ — $ 38,236 $ 457,794 (1) Refer to Note 7, "Property, Plant and Equipment, Net" for more information on the property and equipment charges. (2) Includes goodwill, intangible assets and property and equipment as explained below. Brand Name During the fourth quarter of 2019, management performed its annual impairment test of the indefinite-lived brand intangible asset. The brand name impairment test was performed in totality as it represents a single unit of account and the Company concluded that the estimated fair value under the relief from royalty method (income approach) exceeded its carrying value. The methodology utilized for the impairment test of the indefinite-lived brand intangible asset has not changed materially from the prior year. Key assumptions included in the estimation of the fair value include the following: • Future cash flow assumptions - Future cash flow assumptions include retail sales from the Company’s corporate retail store operations, GNC.com retail sales, wholesale partner sales, China JV and HK JV retail sales, and domestic and international franchise retail sales. 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 rates utilized consider external market evidence and internal financial metrics including a review of available returns after the consideration of property, plant and equipment, working capital and other intangible assets. • Discount rate - The discount rate was based on an estimated weighted average cost of capital ("WACC") for each business supported by the GNC brand name. 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 within a range of 16% to 19% . 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. During the year ended December 31, 2018, the Company recognized an impairment charge of $23.7 million , which was allocated to the U.S. and Canada and International segments for $21.6 million and $2.1 million , respectively. During the year ended December 31, 2017, the Company recognized a $395.6 million impairment charge on its $720.0 million indefinite-lived brand intangible asset, which was allocated to the U.S. and Canada and International segments for $394.0 million and $1.6 million , respectively. Goodwill Management performed its annual impairment test of goodwill during the fourth quarter of 2019. Results of the impairment test indicated that all of the reporting units had fair values which were in excess of their respective carrying values and therefore there was no impairment for the year ended December 31, 2019. The Company estimated the fair values of its reporting units in the fourth quarter of 2019 using a discounted cash flow method (income approach) weighted 50% and a guideline company method (market approach) weighted 50% . The methodology utilized for the goodwill impairment test has not changed materially from the prior year. The key assumptions used under the income approach include 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 10 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 within a range of 16% to 19% . 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. For the year ended December 31, 2018, no impairment was indicated as a result of the annual impairment test during the fourth quarter. For the year ended December 31, 2017, the Company recorded a goodwill impairment charge of $24.3 million related to the Wholesale reporting unit in the fourth quarter as a result of a triggering event based on a decline in the Company's share price and previous challenges associated with the Company's efforts to refinance its long-term debt. Lucky Vitamin During the second quarter of 2017, in order for the Company to focus on strategic changes around the One New GNC program, 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. 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. 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 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-lived intangible assets and other 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 exceeded 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 were recorded in long-lived asset impairments in the Consolidated Statement of Operations within the U.S. and Canada segment during the year ended December 31, 2017. 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 . Goodwill Roll-Forward The following table summarizes the Company's goodwill activity by reportable segment: U.S. and Canada International Manufacturing / Wholesale Total (in thousands) Goodwill at December 31, 2017 $ 9,251 $ 43,708 $ 88,070 $ 141,029 2018 Activity: Translation effect of exchange rates — (265 ) — (265 ) Total 2018 activity — (265 ) — (265 ) Balance at December 31, 2018: Gross 389,895 43,443 202,841 636,179 Accumulated impairments (380,644 ) — (114,771 ) (495,415 ) Goodwill $ 9,251 $ 43,443 $ 88,070 $ 140,764 2019 Activity: Translation effect of exchange rates — (113 ) — (113 ) Nutra manufacturing net assets exchange — — (61,542 ) (61,542 ) Total 2019 activity — (113 ) (61,542 ) (61,655 ) Balance at December 31, 2019: Gross 389,895 43,330 141,299 574,524 Accumulated impairments (380,644 ) — (114,771 ) (495,415 ) Goodwill $ 9,251 $ 43,330 $ 26,528 $ 79,109 Intangible Assets The following table reflects the gross carrying amount and accumulated amortization for each major intangible asset: December 31, 2019 December 31, 2018 Weighted- Average Life Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization/ Impairment Carrying Amount (in thousands) Brand name Indefinite $ 720,000 $ (419,280 ) $ 300,720 $ 720,000 $ (419,280 ) $ 300,720 Retail agreements 30.3 31,000 (13,619 ) 17,381 31,000 (12,566 ) 18,434 Franchise agreements 25.0 70,000 (35,817 ) 34,183 70,000 (33,017 ) 36,983 Manufacturing agreements (1) 25.0 40,000 (20,467 ) 19,533 70,000 (33,017 ) 36,983 Other intangibles 6.8 639 (529 ) 110 652 (449 ) 203 Franchise rights 3.0 7,566 (7,475 ) 91 7,486 (7,362 ) 124 Total $ 869,205 $ (497,187 ) $ 372,018 $ 899,138 $ (505,691 ) $ 393,447 (1) In the first quarter of 2019, the Company transferred the Nutra manufacturing business net assets to the Manufacturing JV Amortization expense during the years ended December 31, 2019, 2018 and 2017 was $ 5.9 million , $ 7.0 million and $ 7.4 million , respectively. The following table represents future amortization expense of definite-lived intangible assets at December 31, 2019 : Years ending December 31, Amortization expense (in thousands) 2020 $ 5,579 2021 5,488 2022 5,469 2023 5,469 2024 5,459 Thereafter 43,834 Total future amortization expense $ 71,298 |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 2018 (in thousands) Land, buildings and improvements $ 21,971 $ 74,062 Machinery and equipment 72,250 159,563 Leasehold improvements 106,954 107,089 Furniture and fixtures 101,738 108,196 Software 54,211 52,970 Construction in progress 855 2,896 Total property, plant and equipment 357,979 504,776 Less: accumulated depreciation (261,542 ) (340,160 ) Less: accumulated impairment (9,521 ) (9,521 ) Net property, plant and equipment (1) $ 86,916 $ 155,095 (1) In the first quarter of 2019, the Company transferred the Nutra manufacturing business net assets to the Manufacturing JV and transferred the China net assets to the HK JV and China JV. The Company recognized depreciation expense on property, plant and equipment of $29.6 million , $40.1 million , and $49.4 million for the years ended December 31, 2019 , 2018 and 2017 , respectively, which is included in manufacturing overhead expense as part of cost of sales and SG&A expense on the Consolidated Statements of Operations. Impairments and Other Store Closing Costs No impairment of property, plant and equipment was recognized during the year ended December 31, 2019. During the third quarter of 2018, the Company performed a detailed review of its store portfolio and identified stores in the U.S. and Canada that will be closed within the next three years at the end of their lease terms. This review also identified other stores in which the Company is considering alternatives such as seeking lower rent or a shorter term. In connection with the review of the store portfolio, the Company recorded $14.6 million of impairment charges within the U.S. and Canada segment, of which $ 9.5 million related to its property, plant and equipment for certain underperforming stores and $5.1 million related to other store closing costs, presented as long-lived asset impairments in the accompanying Consolidated Statement of Operations. During the year ended December 31, 2017, the Company recorded $18.6 million of impairment charges within the U.S. and Canada segment primarily related to certain of the Company's underperforming stores and the impact of Hurricane Maria on the Company's stores located in Puerto Rico. Refer to Note 6, "Goodwill and Intangible Assets" for fixed asset impairments related to Lucky Vitamin in 2017. |
LONG-TERM DEBT _ INTEREST EXPEN
LONG-TERM DEBT / INTEREST EXPENSE | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT / INTEREST EXPENSE | LONG-TERM DEBT / INTEREST EXPENSE Long-term debt consisted of the following: December 31, 2019 2018 (in thousands) Tranche B-1 Term Loan (net of $0.0 million discount) $ — $ 147,289 Tranche B-2 Term Loan (net of $7.0 million and $17.5 million discount) 441,500 554,760 FILO Term Loan (net of $8.2 million and $10.9 million discount) 266,814 264,086 Unpaid original issuance discount — 11,445 Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) 154,675 175,504 Debt issuance costs (424 ) (762 ) Total debt $ 862,565 $ 1,152,322 Less: current maturities (180,566 ) (158,756 ) Long-term debt $ 681,999 $ 993,566 At December 31, 2019 , the Company's future annual contractual obligations on long-term debt are detailed below: Year Ending December 31, Tranche B-2 Term Loan (1) FILO Term Loan (2) Convertible Notes (3) Total 2020 $ 25,909 $ — $ 159,097 $ 185,006 2021 422,553 — — 422,553 2022 — 275,000 — 275,000 Total $ 448,462 $ 275,000 $ 159,097 $ 882,559 (1) Includes the unamortized original issuance discount of $7.0 million (2) Includes the unamortized original issuance discount of $8.2 million (3) Includes unamortized conversion feature of $3.9 million and original issuance discount of $0.5 million . Senior Credit Facility Issuance 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 . 2018 Refinancing On February 28, 2018, the Company amended and restated its Senior Credit Facility which at the time consisted of a $1,131.2 million term loan facility due in March 2019 and a $225.0 million revolving credit facility that was scheduled to mature in September 2018 (the “Amendment”, and the Senior Credit Facility as so amended, the "Term Loan Agreement"). The Amendment extended the maturity date for $704.3 million of the $1,131.2 million term loan facility from March 2019 to March 2021 (the “Tranche B-2 Term Loan"). In the event that all outstanding amounts under the convertible senior notes in excess of $50.0 million have not been repaid, refinanced, converted or effectively discharged prior to May 2020 ("Springing Maturity Date"), the maturity date for the Tranche B-2 Term Loan becomes the Springing Maturity Date, subject to certain adjustments. The Amendment also terminated the $225.0 million revolving credit facility. After the effectiveness of the Amendment, the remaining term loan of $151.9 million as of February 28, 2018 continued to have a maturity date of March 2019 (the "Tranche B-1 Term Loan"). The Tranche B-2 Term Loan requires annual aggregate principal payments of at least $43 million and bears interest at a rate of, at the Company's option, LIBOR plus a margin of 8.75% per annum subject to change under certain circumstances (with a minimum and maximum margin of 8.25% and 9.25% , respectively, per annum), or prime plus a margin of 7.75% per annum subject to change under certain circumstances (with a minimum and maximum of 7.25% and 8.25% , respectively, per annum). Any mandatory repayments as defined in the credit agreement shall be applied to the remaining annual aggregate principle payments in direct order of maturity. As discussed in further detail below, in November 2018, the Company paid $100 million on the Tranche B-2 Term Loan and elected to use the payment to satisfy the scheduled amortization payments on the Term Loan Facility through December 2020. The interest rate under the Tranche B-1 Term Loan is at a rate of, at the Company's option, LIBOR plus a margin of 2.5% or prime plus a margin of 1.5% . The Term Loan Agreement is secured by a (i) first lien on certain assets of the Company primarily consisting of capital stock issued by General Nutrition Centers, Inc. ("Centers") and its subsidiaries, intellectual property and equipment (“Term Priority Collateral”) and (ii) second lien on certain assets of the Company primarily consisting of inventory and accounts receivable (“ABL Priority Collateral”). The Term Loan Agreement is guaranteed by all material, wholly-owned domestic subsidiaries of the Company (the “U.S. Guarantors”) and by General Nutrition Centres Company, an unlimited liability company organized under the laws of Nova Scotia (together with the U.S. Guarantors, the “Guarantors”). On February 28 2018, the Company also entered into a new asset-based credit agreement (the "ABL Credit Agreement"), consisting of: • a new $100 million asset-based Revolving Credit Facility (the "Revolving Credit Facility") with a maturity date of August 2022 (which maturity date will become May 2020, subject to certain adjustments, should the Springing Maturity Date be triggered); In connection with the transfer of the Nutra manufacturing and Anderson facility net assets to the manufacturing JV with IVC, the Revolving Credit Facility commitment was reduced from $100 million to $81 million effective March 2019; and • a $275.0 million asset-based Term Loan Facility advanced on a “first-in, last-out” basis (the "FILO Term Loan") with a maturity date of December 2022 (which maturity date will become May 2020, subject to certain adjustments, should the Springing Maturity Date be triggered). There are no scheduled amortization payments associated with the FILO Term Loan, which bears interest at a rate of LIBOR plus a margin of 7.00% per annum subject to decrease under certain circumstances (with a minimum possible interest rate of LIBOR plus a margin of 6.50% per annum). Outstanding borrowings under the Revolving Credit Facility bear interest at a rate of LIBOR plus 1.50% or prime plus 0.50% (both subject to an increase or decrease of 0.25% to 0.50% based on the amount available to be drawn under the Revolving Credit Facility). The Company is also required to pay an annual fee of 0.125% to the applicable Issuing Bank and a fee to revolving lenders equal to a maximum of 2.0% (subject to adjustment based on the amount available to be drawn under the Revolving Credit Facility with a minimum of 1.5% ) on outstanding letters of credit and an annual commitment fee of 0.375% on the undrawn portion of the Revolving Credit Facility subject to an increase to 0.5% based on the amount available to draw under the Revolving Credit Facility. The FILO Term Loan and Revolving Credit Facility are secured by a (i) first lien on ABL Priority Collateral and (ii) second lien on Term Priority Collateral. The FILO Term Loan and Revolving Credit Facility are guaranteed by the Guarantors. In connection with the debt refinancing, the Company recognized a loss of $16.7 million in the first quarter of 2018, which primarily includes third-party fees relating to the Tranche B-2 Term Loan and the FILO Term Loan, and is presented as an operating outflow on the accompanying Consolidated Statement of Cash Flows. The refinancing of our term debt was accounted for as a debt modification and therefore the fees paid to third parties associated with the term debt restructuring were expensed. In addition, the Company paid $30.2 million consisting of an original issuance discount (“OID”) to the Tranche B-2 Term Loan and the FILO Term Loan lenders. The remaining unpaid OID of $10.4 million , which was subject to change based on the timing and amount of the outstanding balance, was paid to the Tranche B-2 Term Loan lenders at 2% of the outstanding balance during the first quarter of 2019. The OID together with $5.1 million in fees incurred relating to the Revolving Credit Facility (included within other long-term assets on the Consolidated Balance Sheet) are amortized through the applicable maturity dates as an increase to interest expense. Under the Company’s Term Loan Agreement and ABL Credit Agreement (collectively, the "Credit Facilities"), the Company is required to make certain mandatory prepayments, including a requirement to prepay first the Tranche B-2 Term Loan (until repaid in full), second the FILO Term Loan (until repaid in full, but only if such prepayment is permitted under the ABL Credit Agreement), and third the Tranche B-1 Term Loan, in each case annually with amounts based on excess cash flow, as defined in the Company’s Credit Facilities, based on the results of the Company for the prior fiscal year. The payment will be 75% of excess cash flow for each such fiscal year, subject to a reduction to 50% based on the attainment of a certain Consolidated Net First Lien Leverage Ratio, and will be reduced by certain scheduled debt payment amounts. Based on the Company's results for the year ended December 31, 2018, the Company's required excess cash flow payment was $49.8 million , which was reduced to $9.8 million by the scheduled debt payments made in the first quarter of 2019 defined in the Company's Credit Facilities. The Company made the excess cash flow payment in April 2019. Based on the Company's results for the year ended December 31, 2019, the Company will be required to make an excess cash flow payment of $25.9 million in April 2020. At December 31, 2019, the Company's contractual interest rates under the Tranche B-2 Term Loan and the FILO Term Loan were 10.6% and 8.8% , respectively, which consist of LIBOR plus the applicable margin rate. At December 31, 2018, the Company's contractual interest rates under the Tranche B-1 Term Loan, Tranche B-2 Term Loan, and the FILO Term Loan were 5.7% , 11.8% and 9.5% , respectively. At December 31, 2019, the Company had $66.2 million available under the Revolving Credit Facility, after giving effect to $4.9 million utilized to secure letters of credit and a $9.9 million reduction to borrowing ability as a result of decrease in net collateral. The Company’s Credit Facilities contain customary covenants, including limitations on the ability of GNC Corporation, Centers, and Centers' subsidiaries to, among other things, incur debt, grant liens on their assets, enter into mergers or liquidations, sell assets, make investments or acquisitions, make optional payments in respect of, or modify, certain other debt instruments, pay dividends or other payments on capital stock, or enter into arrangements that restrict their ability to pay dividends or grant liens. In addition, the Term Loan Agreement requires compliance, as of the end of each fiscal quarter of the Company, with a maximum Consolidated Net First Lien Leverage Ratio initially set at 5.50 to 1.00 through December 31, 2018 and decreasing to 5.00 to 1.00 from March 31, 2019 to December 31, 2019 and 4.25 to 1.00 thereafter. Depending on the amount available to be drawn under the Revolving Credit Facility, the ABL Credit Agreement requires compliance as of the end of each fiscal quarter of the Company with a minimum Fixed Charge Coverage Ratio of 1.00 to 1.00. The Company was in compliance with the terms of its Credit Facilities as of December 31, 2019. Investment from Harbin and IVC On November 7, 2018, The Company entered into an Amendment to the Securities Purchase Agreement with Harbin Pharmaceutical Group Holdings Co., Ltd. (the "Investor") for the purchase of 299,950 shares of convertible preferred stock. Pursuant to the terms of the Securities Purchase Agreement, the Investor assigned its interest in the Securities Purchase Agreement to Harbin Pharmaceutical Group Co., Ltd. ("Harbin"). Harbin's $300 million investment was funded in three separate tranches. On November 8, 2018, the Company received the initial $100 million investment for the purchase of 100,000 shares of convertible preferred stock. The Company utilized the $100 million to pay a portion of the Tranche B-2 Term Loan due in March 2021 pursuant to the Amendment to its Senior Credit Facility and elected to use the payment to satisfy the scheduled amortization payments on the Term Loan Facility through December 2020. On January 2, 2019, the Company received $50 million investment for the second purchase of 50,000 shares of convertible preferred stock, and on February 13, 2019, the Company received the remaining $150 million for the final purchase of 149,950 shares of convertible preferred stock. In March 2019, the Company announced the formation of a strategic partnership with IVC. Under the terms of the agreement, GNC received $101 million from IVC in the first quarter of 2019 and contributed its Nutra manufacturing and Anderson facility net assets in exchange for an initial 43% ownership in the joint venture. In connection with the receipt of the investments in 2019 as mentioned above, the Company paid down the remaining balance of the Tranche B-1 Term Loan of $147.3 million . The remaining proceeds together with cash generated from operating activities were utilized to pay a portion of the Tranche B-2 of $114.0 million and the original issuance discount due to the Tranche B-2 Term Loan lenders at 2% of the outstanding balance. 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 . None of these circumstances was met during the year ended December 31, 2019 and 2018. 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. • 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. Repurchase During the second quarter of 2019, the Company repurchased $29.5 million in aggregate principal amount of the Notes for $24.7 million in cash. The convertible debt repurchase resulted in a gain of $3.2 million , which included the unamortized conversion feature of $1.3 million and unamortized discount of $0.2 million . Notes by Component The Notes consist of the following components: As of December 31, 2019 2018 (in thousands) Liability component Principal $ 159,097 $ 188,565 Conversion feature (3,898 ) (11,489 ) Discount related to debt issuance costs (524 ) (1,572 ) Net carrying amount $ 154,675 $ 175,504 Equity component Conversion feature $ 49,680 $ 49,680 Debt issuance costs (1,421 ) (1,421 ) Deferred taxes (*) (16,540 ) (16,620 ) Net amount recorded in additional paid-in capital $ 31,719 $ 31,639 (*) The balance at December 31, 2019 includes $0.1 million related to the tax provision that was allocated to additional paid in capital associated with the convertible debt repurchase. Interest Rate Swaps On June 13, 2018, the Company entered into two interest rate swaps with notional amounts of $275 million and $225 million to limit the exposure to its variable interest rate debt by effectively converting it to a fixed interest rate. The Company receives payments based on the one-month LIBOR and makes payments based on a fixed rate. The Company receives payments with a floor of 0.00% and 0.75% , respectively, on the $275 million and $225 million interest rate swaps, which aligns with the related debt instruments, and makes payments on a fixed rate of 2.82% and 2.74% , respectively. The interest rate swap agreements had an effective date of June 29, 2018. The $225 million interest rate swap expires on February 28, 2021, and the $275 million interest rate swap expires on June 30, 2021. The notional amount of the $225 million interest rate swap has scheduled decreases to $175 million on June 30, 2019, $125 million on June 30, 2020 and $75 million on December 31, 2020. The Company designated these instruments as cash flow hedges and deemed effective upon initiation. The interest rate swaps are recognized on the balance sheet at fair value. Changes in fair value are recorded within other comprehensive income (loss) on the Consolidated Balance Sheet and reclassified into the Consolidated Statement of Operations as interest expense in the period in which the underlying transaction affects earnings. The fair values of the derivative financial instruments included in the Consolidated Balance Sheets consisted of the following: Fair Value at Balance Sheet Classification December 31, 2019 December 31, 2018 (in thousands) Other current liabilities $ 5,013 $ — Other long-term liabilities 1,927 3,210 Total liabilities $ 6,940 $ 3,210 At December 31, 2019, there was a cumulative unrealized loss of $4.8 million , net of tax, related to these interest rate swaps included in accumulated other comprehensive income (loss). This loss would be immediately recognized in the Consolidated Statement of Operations if these instruments fail to meet certain cash flow hedge requirements. As of December 31, 2019, the amount included in accumulated other comprehensive loss related to the interest rate swaps to be reclassified into earnings during the next 12 months is approximately $4 million . Refer to Note 11, "Fair Value Measurements of Financial Instruments" for more information on how the interest rate swaps are valued. At December 31, 2018, there was a cumulative unrealized loss of $2.2 million , net of tax, related to these interest rate swaps included in accumulated other comprehensive income (loss). This loss would be immediately recognized in the Consolidated Statement of Operations if these instruments fail to meet certain cash flow hedge requirements. As of December 31, 2018, the amount included in accumulated other comprehensive loss related to the interest rate swaps to be reclassified into earnings during the next 12 months is not material. Interest Expense Interest expense consisted of the following: For the year ended December 31, 2019 2018 2017 (in thousands) Senior Credit Facility: Tranche B-1 Term Loan coupon $ 928 $ 13,322 $ 41,477 Tranche B-2 Term Loan coupon 54,873 64,417 — FILO Term Loan coupon 27,380 22,143 — Revolving Credit Facility 409 1,022 — Terminated revolving credit facility — 316 4,685 Amortization of discount and debt issuance costs 13,609 15,648 2,413 Total Senior Credit Facility 97,199 116,868 48,575 Notes: Coupon 2,576 2,828 4,272 Amortization of conversion feature 6,246 6,576 9,496 Amortization of discount and debt issuance costs 895 974 1,251 Total Notes 9,717 10,378 15,019 Interest income and other (207 ) (166 ) 627 Interest expense, net $ 106,709 $ 127,080 $ 64,221 |
EQUITY METHOD INVESTMENTS
EQUITY METHOD INVESTMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY METHOD INVESTMENTS | EQUITY METHOD INVESTMENTS In February 2019, the Company contributed its China business in exchange for 35% ownership of each of the joint ventures with Harbin, the HK JV and China JV. The HK JV includes the operation of the cross-border China e-commerce business, and has an exclusive right to use the Company’s trademarks to manufacture and distribute the Company’s products in China (excluding Hong Kong, Taiwan and Macau) via e-commerce channels. The China JV is a retail-focused joint venture to operate GNC's brick-and-mortar retail business in China and it will have an exclusive right to use the Company's trademarks to manufacture and distribute the Company's products in China (excluding Hong Kong, Taiwan and Macau) via retail stores and pharmacies. The HK JV closed in February 2019 and the China JV agreement is expected to be completed in the second quarter of 2020, following the satisfaction of certain routine regulatory and legal requirements. In March 2019, the Company entered into a strategic joint venture with IVC regarding the Company's manufacturing business. The Manufacturing JV is responsible for the manufacturing of the products previously produced by the Company at the Nutra manufacturing facility. The Company received $99.2 million from IVC and contributed the net assets of the Nutra manufacturing and Anderson facilities in exchange for an initial 43% equity interest in the Manufacturing JV. In addition, the Company made a capital contribution of $10.7 million to the Manufacturing JV to fund its share of short-term working capital needs. IVC is expected to pay an additional $75.0 million over a four year period from the effective date of the transaction as IVC’s ownership of the joint venture increases to 100% . The subsequent purchase price for each year is $18.8 million , adjusted up or down based on the Manufacturing JV's future performance. IVC's subsequent purchase price in the first quarter of 2020 is expected to be between approximately $16 million and $17 million based on the Manufacturing JV's performance in 2019. Gain (loss) from the net asset exchange In connection with the formation of the joint ventures effective in the first quarter of 2019, the Company deconsolidated its China business and its Nutra manufacturing business which resulted in a pre-tax gain of $5.8 million and loss of $27.1 million , respectively, recorded within loss on net asset exchange for the formation of the joint ventures on the Consolidated Statements of Operations. The $5.8 million gain from the Harbin transaction was calculated based on the difference between the fair value of the 35% equity interest in the HK JV and China JV, less the carrying value of the contributed China business, including $2.4 million of cash, and third-party closing fees. The $27.1 million loss from the Manufacturing JV transaction was calculated based on the fair value of the 43% equity interest retained in the Manufacturing JV and the $101 million in cash received, net of a $1.8 million working capital purchase price adjustment in the second quarter of 2019, less the carrying value of the contributed Nutra and Anderson facilities and third-party closing fees. The Company's interests in the joint ventures are accounted for as equity method investments due to the Company’s ability to exercise significant influence over management decisions of the joint ventures. Under the equity method, the Company's share of profits and losses from the joint ventures is recorded within income from equity method investments on the Consolidated Statement of Operations. The following table provides a reconciliation of equity method investments on the Company’s Consolidated Balance Sheets: December 31, 2019 (in thousands) Manufacturing JV $ 75,434 Manufacturing JV capital contribution 10,714 HK JV and China JV 10,342 Income from equity method investments 5,296 Distributions received from equity method investments (3,856 ) Total Equity method investments $ 97,930 In connection with the transaction with IVC, the Company entered into a lease for warehouse space within the Anderson facility. Refer to Note 12, "Leases" for more information. Additionally, the Company purchased approximately $156 million of product from the Manufacturing JV during the year ended December 31, 2019 and had $11.7 million accounts payable outstanding as of December 31, 2019. In connection with the HK JV, the Company recognized revenue, primarily from wholesale sales and royalties, of $13.2 million for the year ended December 31, 2019 and had $8.9 million |
DEFERRED REVENUE AND OTHER CURR
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 2018 (in thousands) Deferred revenue $ 34,253 $ 37,629 Accrued compensation and related benefits 35,850 38,866 Accrued occupancy (*) 1,929 9,106 Accrued sales tax 1,914 2,571 Accrued interest 3,776 1,828 Interest rate swap 5,013 — Other current liabilities 23,057 30,169 Total deferred revenue and other current liabilities $ 105,792 $ 120,169 (*) In connection with the the adoption of ASC 842, as further described in Note 2, "Basis of Presentation and Summary of Significant accounting policies", minimum lease payments are included in lease liabilities on the Consolidated Balance Sheet as of December 31, 2019. |
FAIR VALUE MEASUREMENTS AND FIN
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2019 | |
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 forward contracts for the issuance of convertible preferred stock, the Term Loan Facility, net of discount, Notes (net of the equity component classified in stockholders' equity and discount) and the interest rate swaps were as follows: December 31, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Assets: Forward contracts for the issuance of convertible preferred stock $ — $ — $ 88,942 $ 88,942 Liabilities: Tranche B-1 Term Loan $ — $ — $ 147,289 $ 145,080 Tranche B-2 Term Loan 441,500 414,321 554,760 511,766 FILO Term Loan 266,814 265,851 264,086 260,125 Notes 154,675 148,488 175,504 131,628 Interest rate swaps 6,940 6,940 3,210 3,210 The forward contracts for the issuance of convertible preferred stock were measured at fair value, as of the valuation date, using a single factor binomial lattice model ("Lattice Model") which incorporates the terms and conditions of the convertible preferred stock and is based on changes in the prices of the underlying common share price over successive periods of time. Key assumptions of the Lattice Model include the current price of the underlying stock and its historical and expected volatility, risk-neutral interest rates and the instruments remaining term. These assumptions require significant management judgment and are considered Level 3 inputs. The forward contract was revalued at each reporting period and changes in fair value are recognized in the Consolidated Statements of Operations. The forward contracts settled upon issuance on January 2, 2019 and February 13, 2019. Refer to Note 14, "Mezzanine Equity" for discussion of the Securities Purchase Agreement. The fair values of the term loans were determined using the instrument’s trading value in markets that are not active, which are considered Level 2 inputs. The fair value of the Notes was determined based on quoted market prices and bond terms and conditions, which are considered Level 2 inputs. The Company's interest rate swaps are carried at fair value, which is based primarily on Level 2 inputs utilizing readily observable market data, such as LIBOR forward rates, for all substantial terms of the interest rate swap contracts and the assessment of nonperformance risk. As described in Note 6, "Goodwill and Intangible Assets, Net," and Note 7, "Property, Plant and Equipment, Net," the Company recorded long-lived asset impairments in the years ended December 31, 2018 and 2017. 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, 2018 and 2017; • goodwill at December 31, 2017 for the Wholesale reporting unit; • property and equipment at certain of the Company's stores at December 31, 2018 and 2017. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASES | LEASES The Company has operating leases for retail stores, distribution centers, other leased office locations, vehicles and certain equipment with remaining lease terms of one to 15 years , some of which include options to extend the leases for up to 10 years . As of December 31, 2019, the weighted average remaining lease term was 5.1 years and the weighted average discount rate was 10% . On the Company’s Consolidated Balance Sheets as of December 31, 2019, the Company had lease liabilities of $442.5 million , of which $112 million are classified as current, and right-of-use assets of $350.6 million . The components of the Company's lease costs, which are recorded within cost of sales on the Consolidated Statements of Operations, were as follows: Year ended December 31, 2019 (in thousands) Operating lease costs $ 150,255 Variable lease costs 14,855 Total lease costs 165,110 Sublease income (1) (32,232 ) Lease costs, net $ 132,878 (1) Sublease income, related to sublease with its franchisee, includes only the portion of income directly related to lease components and is recorded within revenue on the Consolidated Statements of Operations. Total sublease income, which includes rental income as well as other occupancy related items was $42.3 million in the year ended December 31, 2019. The Company has elected to apply the short-term lease exemption for all asset classes and excluded them from the balance sheet. Lease payments for short-term leases are recognized on a straight-line basis over the lease term. The short-term lease expense recognized during the year ended December 31, 2019 is immaterial. Supplemental cash flow information related to leases was as follows: Year ended December 31, 2019 (in thousands) Operating cash flow information: Cash paid for amounts included in the measurement of operating lease liabilities $ 182,808 Right-of-use assets obtained in exchange for operating lease liabilities $ 24,610 Maturities of the lease liabilities (undiscounted lease payments, as defined in Note 2 "Basis of Presentation") as of December 31, 2019 were as follows: Operating Leases for Company-Owned and Franchise Stores Operating Leases for Other (1) Total Operating Leases Sublease Income from Franchisees Rent on Operating Leases, net of Sublease Revenue (in thousands) 2020 $ 144,635 $ 4,797 $ 149,432 $ (27,625 ) $ 121,807 2021 114,021 3,549 117,570 (22,242 ) 95,328 2022 84,786 2,015 86,801 (16,962 ) 69,839 2023 62,683 1,354 64,037 (12,501 ) 51,536 2024 46,289 1,204 47,493 (8,657 ) 38,836 Thereafter 94,657 5,498 100,157 (21,038 ) 79,119 Total future obligations $ 547,071 $ 18,417 $ 565,490 $ (109,025 ) $ 456,465 Less amounts representing interest (122,975 ) Present value of lease obligations $ 442,515 (1) Includes various leases for warehouses, vehicles, and various equipment at the Company's facilities. As of December 31, 2019, leases that the Company has entered into but have not yet commenced are immaterial. In connection with the Manufacturing JV transaction effective March 1, 2019, the Company leased warehouse space within the Anderson facility from the Manufacturing JV for a term of one year . The lease was accounted for as a sale leaseback transaction and classified as an operating lease included in the current lease liabilities on the Consolidated Balance Sheet. Disclosures related to periods prior to adoption of ASU 2016-02 The Company adopted ASU 2016-02 using a modified retrospective adoption method at January 1, 2019 as noted in Note 2. "Basis of Presentation." As required, the following disclosure is provided for periods prior to the adoption. 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, 2018 2017 (in thousands) Company-owned and franchise stores: Rent on operating leases $ 184,875 $ 193,398 Landlord related taxes 27,191 27,872 Common operating expenses 44,120 45,866 Percent and contingent rent 17,177 17,870 Total company-owned and franchise stores 273,363 285,006 Other 20,932 22,446 Total rent expense $ 294,295 $ 307,452 The Company recorded total sublease revenue relating to subleases with its franchisees, which includes rental income and other occupancy related items, within revenue on the Consolidated Statements of Operations, of $45.5 million and $49.0 million , respectively, in the year ended December 31, 2018 and 2017. Minimum future rent obligations for non-cancelable operating leases, excluding optional renewal periods, were as follows for the period ended December 31, 2018 and exclude landlord related taxes, common operating expenses, and percent and contingent rent. Operating Leases for Company-Owned and Franchise Stores Operating Leases for Other (1) Total Operating Leases Sublease Income from Franchisees Rent on Operating Leases, net of Sublease Revenue (in thousands) 2019 $ 162,910 $ 6,071 $ 168,981 $ (29,867 ) $ 139,114 2020 126,312 5,574 131,886 (23,631 ) 108,255 2021 95,000 4,185 99,185 (16,782 ) 82,403 2022 64,735 2,479 67,214 (10,285 ) 56,929 2023 39,798 1,290 41,088 (4,717 ) 36,371 Thereafter 56,200 6,703 62,903 (4,238 ) 58,665 Total future obligations $ 544,955 $ 26,302 $ 571,257 $ (89,520 ) $ 481,737 (1) Includes various leases for warehouses, vehicles, and various equipment at the Company's facilities. |
LEASES | LEASES The Company has operating leases for retail stores, distribution centers, other leased office locations, vehicles and certain equipment with remaining lease terms of one to 15 years , some of which include options to extend the leases for up to 10 years . As of December 31, 2019, the weighted average remaining lease term was 5.1 years and the weighted average discount rate was 10% . On the Company’s Consolidated Balance Sheets as of December 31, 2019, the Company had lease liabilities of $442.5 million , of which $112 million are classified as current, and right-of-use assets of $350.6 million . The components of the Company's lease costs, which are recorded within cost of sales on the Consolidated Statements of Operations, were as follows: Year ended December 31, 2019 (in thousands) Operating lease costs $ 150,255 Variable lease costs 14,855 Total lease costs 165,110 Sublease income (1) (32,232 ) Lease costs, net $ 132,878 (1) Sublease income, related to sublease with its franchisee, includes only the portion of income directly related to lease components and is recorded within revenue on the Consolidated Statements of Operations. Total sublease income, which includes rental income as well as other occupancy related items was $42.3 million in the year ended December 31, 2019. The Company has elected to apply the short-term lease exemption for all asset classes and excluded them from the balance sheet. Lease payments for short-term leases are recognized on a straight-line basis over the lease term. The short-term lease expense recognized during the year ended December 31, 2019 is immaterial. Supplemental cash flow information related to leases was as follows: Year ended December 31, 2019 (in thousands) Operating cash flow information: Cash paid for amounts included in the measurement of operating lease liabilities $ 182,808 Right-of-use assets obtained in exchange for operating lease liabilities $ 24,610 Maturities of the lease liabilities (undiscounted lease payments, as defined in Note 2 "Basis of Presentation") as of December 31, 2019 were as follows: Operating Leases for Company-Owned and Franchise Stores Operating Leases for Other (1) Total Operating Leases Sublease Income from Franchisees Rent on Operating Leases, net of Sublease Revenue (in thousands) 2020 $ 144,635 $ 4,797 $ 149,432 $ (27,625 ) $ 121,807 2021 114,021 3,549 117,570 (22,242 ) 95,328 2022 84,786 2,015 86,801 (16,962 ) 69,839 2023 62,683 1,354 64,037 (12,501 ) 51,536 2024 46,289 1,204 47,493 (8,657 ) 38,836 Thereafter 94,657 5,498 100,157 (21,038 ) 79,119 Total future obligations $ 547,071 $ 18,417 $ 565,490 $ (109,025 ) $ 456,465 Less amounts representing interest (122,975 ) Present value of lease obligations $ 442,515 (1) Includes various leases for warehouses, vehicles, and various equipment at the Company's facilities. As of December 31, 2019, leases that the Company has entered into but have not yet commenced are immaterial. In connection with the Manufacturing JV transaction effective March 1, 2019, the Company leased warehouse space within the Anderson facility from the Manufacturing JV for a term of one year . The lease was accounted for as a sale leaseback transaction and classified as an operating lease included in the current lease liabilities on the Consolidated Balance Sheet. Disclosures related to periods prior to adoption of ASU 2016-02 The Company adopted ASU 2016-02 using a modified retrospective adoption method at January 1, 2019 as noted in Note 2. "Basis of Presentation." As required, the following disclosure is provided for periods prior to the adoption. 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, 2018 2017 (in thousands) Company-owned and franchise stores: Rent on operating leases $ 184,875 $ 193,398 Landlord related taxes 27,191 27,872 Common operating expenses 44,120 45,866 Percent and contingent rent 17,177 17,870 Total company-owned and franchise stores 273,363 285,006 Other 20,932 22,446 Total rent expense $ 294,295 $ 307,452 The Company recorded total sublease revenue relating to subleases with its franchisees, which includes rental income and other occupancy related items, within revenue on the Consolidated Statements of Operations, of $45.5 million and $49.0 million , respectively, in the year ended December 31, 2018 and 2017. Minimum future rent obligations for non-cancelable operating leases, excluding optional renewal periods, were as follows for the period ended December 31, 2018 and exclude landlord related taxes, common operating expenses, and percent and contingent rent. Operating Leases for Company-Owned and Franchise Stores Operating Leases for Other (1) Total Operating Leases Sublease Income from Franchisees Rent on Operating Leases, net of Sublease Revenue (in thousands) 2019 $ 162,910 $ 6,071 $ 168,981 $ (29,867 ) $ 139,114 2020 126,312 5,574 131,886 (23,631 ) 108,255 2021 95,000 4,185 99,185 (16,782 ) 82,403 2022 64,735 2,479 67,214 (10,285 ) 56,929 2023 39,798 1,290 41,088 (4,717 ) 36,371 Thereafter 56,200 6,703 62,903 (4,238 ) 58,665 Total future obligations $ 544,955 $ 26,302 $ 571,257 $ (89,520 ) $ 481,737 (1) Includes various leases for warehouses, vehicles, and various equipment at the Company's facilities. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
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 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. 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, 2019, the Company was named in 27 personal injury lawsuits involving products containing DMAA and/or Aegeline. These matters are currently stayed pending final resolution. 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 their insurers. 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 for which indeterminate money damages for wages, penalties, interest, and legal fees are sought. In June 2018, the Court granted in part and denied in part the Company's Motion for Decertification. In August 2018, the plaintiff voluntarily dismissed the class action claims alleging overtime violations. In November 2019, GNC filed a renewed Motion for Decertification, which was denied by the Court in January 2020. Trial is currently scheduled for July 2020. As of December 31, 2019, an immaterial liability has been accrued in the accompanying financial statements. The Company intends to vigorously defend against the remaining class action claims asserted in this action. 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 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. The Pennsylvania Supreme Court accepted the Company's petition for appeal and the Company filed its appellant’s brief on August 27, 2018. The Pennsylvania Supreme Court ruled in favor of Plaintiffs. 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. Argument occurred in October 2018. On November 2, 2018, the Court affirmed the trial court's decision in part and reversed in part, reversing the denial of Mr. Olive's motion for attorneys' fees and remanding the matter to the trial court for further proceedings regarding his attorneys' fees and costs. On November 16, 2018, the Company filed a motion for reconsideration of the Court’s decision. On December 27, 2018, the Court reversed, in part, its November 2, 2018 ruling and held that there was no prevailing party for the purposes of the attorneys’ fee award. Olive has filed a petition for review with the Supreme Court of the State of California and the Company has opposed that petition. On April 17, 2019, the California Supreme Court denied Olive’s petition for review. Oregon Attorney General. On October 22, 2015, the Attorney General for the State of Oregon sued the Company 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, and adding USPlabs, LLC and SK Laboratories as counterclaim defendants. In March 2018, the Oregon Attorney General filed a motion for summary judgment relating to its first claim for relief, which the Company contested. The Company filed a cross motion for summary judgment on the first claim for relief, which the Oregon Attorney General contested. Following oral argument in August 2018, the Court denied the State’s motion for summary judgment and granted in part and denied in part the Company’s motion for summary judgment. The parties are in the process of exchanging discovery. Trial is currently scheduled to begin in September 2020. 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. 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. A tentative agreement was reached in the third quarter of 2017 on many of the key terms of a settlement. In December 2019, the Court approved the settlement agreement. The Company currently expects any settlement to be in a form that does not require the recording of a contingent liability. 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 Federal Food, Drug and Cosmetic Act (the "FDCA"). Under the agreement, which included 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 own 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 As part of soil and groundwater remediation conducted at the Nutra manufacturing facility pursuant to an investigation conducted in partnership with the South Carolina Department of Health and Environmental Control (the "DHEC"), the Company completed additional investigations with the DHEC's approval, including the installation and operation of 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. After an initial monitoring period, in October of 2017 the DHEC approved a work plan for extended monitoring of such system and the contamination into 2021. While the Company contributed the net assets of the Nutra manufacturing and Anderson facilities to the Manufacturing JV in March of 2019 (refer to Note 9 “Equity Method Investments” for additional information), we retained certain liabilities, including historical environmental liabilities, related to the facilities. As such, the Company and the Manufacturing Joint Venture 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 our 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 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, including certain historic liabilities retained by the Company pursuant to the terms of the Manufacturing JV. 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. 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 current or former 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, 2019 , such future purchase commitments were $31.4 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. |
MEZZANINE EQUITY
MEZZANINE EQUITY | 12 Months Ended |
Dec. 31, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Mezzanine Equity | MEZZANINE EQUITY Holdings is authorized to issue up to 60.0 million shares of preferred stock, par value $0.001 per share. On February 13, 2018, the Company entered into a Securities Purchase Agreement (as amended from time to time, the “Securities Purchase Agreement”) by and between the Company and Harbin Pharmaceutical Group Holdings Co., Ltd. (the “Investor”), pursuant to which the Company agreed to issue and sell to the Investor, and the Investor agreed to purchase from the Company, 299,950 shares of a newly created series of convertible preferred stock of the Company, designed the “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 “Securities Purchase”). The Convertible Preferred Stock is convertible into 56.1 million shares of the Company's Common Stock at an initial conversion price of $5.35 per share, subject to customary anti-dilution adjustments. Pursuant to the terms of the Securities Purchase Agreement, Investor assigned its interest in the Securities Purchase Agreement to Harbin Pharmaceutical Group Co., Ltd. ("Harbin"). On November 7, 2018, the Company and the Investor entered into an Amendment to the Securities Purchase Agreement (the “SPA Amendment”) for the funding of the Convertible Preferred Stock purchase and entered into definitive documentation (the "JV Framework Agreement") with respect to joint ventures in Hong Kong and China. Pursuant to the SPA Amendment, the Company and the Investor agreed to complete the securities purchase as follows: (i) 100,000 shares of Convertible Preferred Stock issued on November 8, 2018 for a total purchase price of $100 million (the "Initial Issuance"), (ii) 50,000 shares of Convertible Preferred Stock issued on January 2, 2019 for a total purchase price of $50 million (the "Second Issuance") and (iii) 149,950 shares of Convertible Preferred Stock issued on February 13, 2019 for a total purchase price of approximately $150 million (the “Third Issuance”). Holders of shares of Convertible Preferred Stock are entitled to receive cumulative preferential dividends, payable quarterly in arrears, at an annual rate of 6.5% of the stated value of $1,000 per share, subject to increase in connection with the payment of dividends in kind. Dividends are payable, at the Company's option, in cash from legally available funds or in kind by issuing additional shares of Convertible Preferred Stock with such stated value equal to the amount of payment being made or by increasing the stated value of the outstanding Convertible Preferred Stock by the amount per share of the dividend or in a combination thereof. As of December 31, 2019 and 2018, the Company had issued a total of 299,950 shares and 100,000 shares, respectively, of Convertible Preferred Stock. The Convertible Preferred Stock was recorded as Mezzanine Equity, net of issuance cost, on the Consolidated Balance Sheets because the shares are redeemable at the option of the holder if a fundamental change occurs, which includes change in control or delisting. The guaranteed Second Issuance and Third Issuance were considered forward contracts that represented an obligation to both parties until the shares were issued. The forward contracts were recorded at fair value on the Consolidated Balance Sheets as of December 31, 2018, with any changes in fair value recorded in earnings in the Consolidated Statements of Operations. The Company recorded a $16.8 million loss on forward contracts for the issuance of Convertible Preferred Stock during the year ended December 31, 2019 and a $88.9 million gain for the year ended December 31, 2018. Upon issuance of the shares associated with the forward contracts, the carrying value of the forward contracts were recorded to Mezzanine Equity. Refer to Note 11, "Fair Value Measurement and Financial Instruments" for more information. The following table presents changes in the Company’s Mezzanine Equity: Mezzanine Equity (in thousands) Balance at December 31, 2017 $ — Convertible Preferred Stock, net of issuance cost 98,804 Balance at December 31, 2018 $ 98,804 Convertible Preferred Stock, net of issuance cost 184,746 Change in fair value of the forward contracts (72,155 ) Balance at December 31, 2019 $ 211,395 The Convertible Preferred Stock is not currently redeemable and is only redeemable upon a Fundamental Change at the Stated Value plus any accumulated and unpaid dividends on such shares on the Fundamental Change date. The Company does not believe a fundamental change is considered probable until it occurs. Subsequent adjustment of the amount presented in temporary equity is unnecessary if it is not probable that the instrument will become redeemable. As the Convertible Preferred Stock is only redeemable upon a fundamental change, the occurrence of which is not probable, we will not accrete the Convertible Preferred Stock until a fundamental change becomes probable to occur. As such, the Company will recognize changes in the redemption value to the Convertible Preferred Stock as they occur and adjust the carrying value to the redemption value at the end of each reporting period as if the end of the reporting period were also the redemption date for the Convertible Preferred Stock. As of December 31, 2019, the Stated Value of the Convertible Preferred Stock is $300.0 million ( 299,950 shares at $1,000 per share) and there are accumulated and unpaid dividends on such shares of $19.8 million . As of December 31, 2018, the Stated Value of the Convertible Preferred Stock is $100.0 million ( 100,000 shares at $1,000 per share) and there are accumulated and unpaid dividends on such shares of $1.0 million |
TREASURY STOCK
TREASURY STOCK | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
TREASURY STOCK | 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. No shares were repurchased in 2019, 2018 and 2017. As of December 31, 2019 , $ 197.8 million |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 2018 2017 (in thousands) Basic weighted average common shares outstanding 83,720 83,364 68,789 Effect of dilutive stock-based compensation awards — 115 — Effect of dilutive underlying shares of the convertible preferred stock — 2,692 — Diluted weighted averages common shares outstanding 83,720 86,171 68,789 For the year ended December 31, 2019 and 2017, all 3.9 million and 4.0 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, 2018, the following awards were not included in the computation of diluted EPS because the impact of applying the treasury stock method was anti-dilutive or because certain conditions have not been met with respect to the Company's performance awards. Anti-dilutive: Time-based options and restricted stock awards 2,944 Performance-based restricted stock units 321 Contingently issuable: Performance-based restricted stock awards with a market condition 281 Total stock-based awards excluded from diluted EPS 3,546 In connection with the issuance of the Convertible Preferred Stock as described in Note 14, "Mezzanine Equity", the Company had 300,000 and 100,000 convertible preferred shares outstanding as of December 31, 2019 and 2018, respectively. The Company applied the if-converted method to calculate dilution on the Convertible Preferred Stock, which resulted in all 54.0 million underlying weighted average convertible shares being anti-dilutive for the year ended December 31, 2019 and 2.7 million underlying weighted average convertible shares being dilutive for the year ended December 31, 2018. In connection with the exchange of the Company's Notes as described in Note 8, "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 2017. The Company applied the if-converted method to calculate dilution on the Notes in 2019 and 2018, which has resulted in all 2.4 million and 2.9 million underlying convertible shares, respectively, being anti-dilutive. The computations for basic and diluted earnings per common share are as follows: Year ended December 31, 2019 2018 2017 (in thousands, except per share data) (Loss) earnings per common share - Basic Net (loss) income $ (35,112 ) $ 69,780 $ (150,262 ) Cumulative undeclared convertible preferred stock dividend 18,810 957 — Net (loss) income attributable to common shareholders (53,922 ) 68,823 (150,262 ) Weighted average common shares outstanding - basic 83,720 83,364 68,789 (Loss) income per common share - basic $ (0.64 ) $ 0.83 $ (2.18 ) (Loss) income per common share - Diluted Net (loss) income $ (35,112 ) $ 69,780 $ (150,262 ) Cumulative undeclared convertible preferred stock dividend 18,810 — — Net (loss) income attributable to common shareholders (53,922 ) 69,780 (150,262 ) Weighted average common shares outstanding - diluted 83,720 86,171 68,789 (Loss) income per common share - diluted $ (0.64 ) $ 0.81 $ (2.18 ) |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [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 three stock-based employee compensation plans: • the GNC Holdings, Inc. 2018 Stock and Incentive Plan (the "2018 Stock Plan") amended adopted in May 2018, formerly the GNC Holdings, Inc. 2015 Stock and Incentive Plan adopted in May 2015; • 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"). All 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 either the 2007 Stock Plan or 2015 Stock Plan. Up to 20.2 million shares of common stock may be issued under the 2018 Stock Plan (subject to adjustment to reflect certain transactions and events specified in the 2018 Stock Plan for any award grant), of which 6.6 million and 11.1 million shares remain available for issuance as of December 31, 2019 and 2018, respectively, which has been reduced by 4.5 million shares and 2.2 million shares (which includes the allocation factor and performance multiplier), respectively, performance-based restricted stock units committed but not granted. See below "restricted stock awards" for more information. 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 $1.5 million in stock-based compensation in both 2019 and 2018 for the non-plan inducement awards. Stock-Based Compensation Activity The following table sets forth a summary of all stock-based compensation awards outstanding under all plans: December 31, 2019 December 31, 2018 Time-based stock options 1,897,109 2,173,488 Time-based restricted stock awards 1,040,431 817,696 Performance-based restricted stock units 954,937 277,817 Performance-based restricted stock awards with a market condition — 199,028 Total share awards outstanding 3,892,477 3,468,029 The Company recognized $ 4.6 million , $ 6.8 million and $ 8.4 million of total non-cash stock-based compensation expense for the years ended December 31, 2019 , 2018 and 2017 , respectively, net of estimated forfeitures based on the Company's historical experience and future expectations. At December 31, 2019 , there was $9.9 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 1.4 years. In 2019, 2018 and 2017, there were no stock options exercised. Stock Options Time-based stock options were valued 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. No stock options were granted during the year ended December 31, 2019 and 2018. 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, 2018 2,173,488 $ 10.76 $ — Granted — $ — Exercised — $ — $ — Forfeited and expired (276,379 ) $ 13.87 Outstanding at December 31, 2019 1,897,109 $ 10.30 7.1 $ — Exercisable at December 31, 2019 1,107,266 $ 10.90 6.9 $ — The assumptions used in the Company's Black Scholes valuation during the year ended December 31, 2017 were as follows: Year ended December 31, 2017 Dividend yield 0% Expected term 6 - 6.3 years Volatility 38.2% - 40.8% Risk free rate 1.8% - 2.1% 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 of $ 3.50 . Restricted Stock Awards Under the 2018 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 in equal annual installments over a period of three years . Performance-based restricted stock units 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 150% of the original share amount. Performance targets are not determined until the beginning of each of the three fiscal years. Therefore, although the shares related to the second and third tranches are committed, they are not granted until performance targets are communicated to the participants. At December 31, 2019 and 2018, the Company had 4.5 million shares and 2.2 million shares, respectively, (which includes the allocation factor and performance multiplier) performance-based restricted stock units committed to be granted over the next two years. 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% . At December 31, 2019, all remaining outstanding performance restricted shares with a market condition were voluntarily forfeited by optionees. 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, 2018 817,696 $ 7.74 277,817 $ 4.18 199,028 $ 8.03 Granted 749,462 $ 1.62 1,130,055 $ 2.76 — $ — Vested (491,530 ) $ 7.10 — $ — — $ — Forfeited (35,197 ) $ 7.99 (452,935 ) $ 3.79 (199,028 ) $ 8.03 Outstanding at December 31, 2019 1,040,431 $ 3.63 954,937 $ 2.68 — $ — The total intrinsic value of time-based restricted stock awards vested was $ 1.0 million, $ 1.3 million and $ 3.0 million for the years ended December 31, 2019, 2018 and 2017, respectively. The total intrinsic value of time-based restricted stock awards outstanding at December 31, 2019 was $ 2.8 million . The total intrinsic value of performance-based stock awards outstanding at December 31, 2019 was $2.6 million . In 2017, the weighted average grant date fair value of time-based and performance restricted shares with a market condition granted was $ 10.01 and $ 15.42 , respectively. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Dec. 31, 2019 | |
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 $1.5 million , $1.9 million and $2.1 million for the years ended December 31, 2019 , 2018 and 2017 , 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 3% to 80% of their base compensation and up to 100% of bonuses. During 2019, 2018 and 2017, the Company elected to match a percentage of the contributions from employees. For years ended December 31, 2019, 2018 and 2017 this contribution was $0.2 million , $0.2 million and $0.3 million |
SEGMENTS
SEGMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENTS | 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 (its chief executive officer) evaluates segment operating results based primarily on 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, prior to the formation of the Manufacturing JV, manufactured and sold product to the U.S. and Canada and International segments at cost with a markup, which was eliminated at consolidation. In connection with the asset sales of Lucky Vitamin as described in Note 6, "Goodwill and Intangible Assets," its results were included within Other for applicable prior periods. The following table presents key financial information for each of the Company's reportable segments. During the year ended December 31, 2019, the Company entered into the China JV and HK JV with Harbin to operate its e-commerce and retail business in China and a strategic joint venture with IVC regarding the Company's manufacturing business which significantly impacted the operating results within the International and Manufacturing / Wholesale segments. During the year ended December 31, 2018, the Company recorded long-lived asset impairments of $38.2 million which significantly impacted the U.S. and Canada segment by $36.1 million and the International segment by $2.1 million . During the year ended December 31, 2017, the Company recorded long-lived asset impairments of $457.8 million which significantly impacted the U.S. and Canada segment by $412.5 million , the Manufacturing / Wholesale segment by $24.3 million , the International segment by $1.6 million and Lucky Vitamin within Other by $19.4 million . Refer to Note 6, "Goodwill and Intangible Assets" and Note 7, "Property, Plant and Equipment, Net" for more information. Year ended December 31, 2019 2018 2017 (in thousands) Revenue: U.S. and Canada $ 1,822,327 $ 1,951,220 $ 2,018,931 International 158,167 191,409 177,778 Manufacturing / Wholesale Intersegment revenues 35,505 264,211 231,495 Third party 87,694 210,894 218,071 Subtotal Manufacturing / Wholesale 123,199 475,105 449,566 Total reportable segment revenues 2,103,693 2,617,734 2,646,275 Other — — 66,182 Elimination of intersegment revenues (35,505 ) (264,211 ) (231,495 ) Total revenue $ 2,068,188 $ 2,353,523 $ 2,480,962 Operating income (loss): U.S. and Canada $ 151,037 $ 94,663 $ (244,104 ) International 55,380 60,367 60,987 Manufacturing / Wholesale 41,153 62,861 49,175 Total reportable segment operating income (loss) 247,570 217,891 (133,942 ) Corporate costs (98,221 ) (105,378 ) (102,114 ) Loss on net asset exchange for the formation of the joint ventures (21,293 ) — — Other loss, net (3,313 ) (160 ) (20,760 ) Unallocated corporate costs, loss on net asset exchange or sale and other loss, net (122,827 ) (105,538 ) (122,874 ) Total operating income (loss) 124,743 112,353 (256,816 ) Interest expense, net 106,709 127,080 64,221 Gain on convertible debt and debt refinancing costs (3,214 ) — (10,996 ) Loss on debt refinancing — 16,740 — Loss (gain) on forward contracts for the issuance of convertible preferred stock 16,787 (88,942 ) — Income (loss) before income taxes $ 4,461 $ 57,475 $ (310,041 ) Year ended December 31, 2019 2018 2017 Depreciation and amortization: (in thousands) U.S. and Canada $ 23,779 $ 27,685 $ 35,571 International 2,292 2,487 2,455 Manufacturing / Wholesale 3,056 9,790 10,238 Corporate and other 6,295 7,143 8,545 Total depreciation and amortization $ 35,422 $ 47,105 $ 56,809 Capital expenditures: U.S. and Canada $ 10,985 $ 10,705 $ 20,614 International 191 759 277 Manufacturing / Wholesale 184 3,459 2,862 Corporate and Other 3,791 4,058 8,370 Total capital expenditures $ 15,151 $ 18,981 $ 32,123 As of December 31 2019 2018 Total assets: (in thousands) U.S. and Canada $ 1,142,588 $ 867,977 International 201,996 200,128 Manufacturing / Wholesale 156,043 288,163 Corporate and other 149,960 171,582 Total assets (1) $ 1,650,587 $ 1,527,850 Property, plant, and equipment, net: United States $ 83,899 $ 150,689 Foreign 3,017 4,406 Total property, plant and equipment, net $ 86,916 $ 155,095 (1) Total assets as of December 31, 2019 included $350.6 million of right-of-use asset in connection with the adoption of ASC 842 |
UNAUDITED QUARTERLY FINANCIAL I
UNAUDITED QUARTERLY FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
UNAUDITED QUARTERLY FINANCIAL INFORMATION | UNAUDITED QUARTERLY FINANCIAL INFORMATION The results of operations for the three months ended December 31, 2019 were impacted by a $27.1 million tax increase in valuation allowance against certain deferred tax assets that may not be realizable. The results of operations for the three months ended June 30, 2019 included $1.8 million loss on net asset exchange for the formation of joint venture and $3.2 million gain on convertible debt repurchase. The results of operations for the three months ended March 31, 2019 included $19.5 million loss on net asset exchange for the formation of joint ventures and $16.8 million loss on forward contracts for the issuance of convertible preferred stock. For more information on these items, refer to Note 5, "Income Taxes", Note 8, "Long-Term Debt / Interest Expense" and Note 9, "Equity Method Investments." The results of operations for the three month ended December 31, 2018 were impacted significantly by the gain related to the forward contracts for the issuance of convertible preferred stock of $88.9 million and long-lived asset impairment charges of $23.7 million . Additionally, during the fourth quarter of 2018, the Company recorded an out-of-period adjustment to correct previously recorded specialty manufacturing revenue in the amount of $2.5 million to reduce contract manufacturing sales to third parties recorded in the Manufacturing/Wholesale segment as well as the corresponding contract asset included in Prepaid and other current assets. The impacts to the previously reported revenue and contract asset amounts were immaterial to the previously issued interim financial statements, and the adjustment was not material to the three months ended December 31, 2018. The results of operations for the three months ended September 30, 2018 included long-lived asset impairment charges and other store closing costs of $14.6 million . The results of operation for the three months ended March 31, 2018 included $16.7 million loss on debt refinancing. For more information on these items, refer to Note 6, "Goodwill and Intangible Assets", Note 8, "Long-Term Debt / Interest Expense" and Note 14, "Mezzanine Equity." The following table summarizes the Company's 2019 and 2018 quarterly results: Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2019 2019 2019 2019 2019 (In thousands, except per share amounts) Total revenue $ 564,764 $ 533,997 $ 499,076 $ 470,351 $ 2,068,188 Gross profit 203,091 193,744 162,628 154,919 714,382 Operating income (loss) 35,482 48,718 26,654 13,889 124,743 Net (loss) income (15,262 ) 16,058 (2,418 ) (33,490 ) (35,112 ) Weighted average shares outstanding: Basic 83,510 83,663 83,823 83,878 83,720 Diluted 83,510 140,942 83,823 83,878 83,720 (Loss) earnings per share: Basic (1) $ (0.23 ) $ 0.13 $ (0.09 ) $ (0.46 ) $ (0.64 ) Diluted (1) $ (0.23 ) $ 0.11 $ (0.09 ) $ (0.46 ) $ (0.64 ) Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2018 2018 2018 2018 2018 (In thousands, except per share amounts) Total revenue $ 607,533 $ 617,944 $ 580,185 $ 547,861 $ 2,353,523 Gross profit 206,874 207,735 184,702 172,434 771,745 Operating income (loss) 46,389 48,884 19,961 (2,881 ) 112,353 Net income (loss) 6,190 13,341 (8,590 ) 58,839 69,780 Weighted average shares outstanding: Basic 83,232 83,332 83,412 83,476 83,364 Diluted 83,368 83,409 83,412 94,388 86,171 Earnings per share: Basic (1) $ 0.07 $ 0.16 $ (0.10 ) $ 0.69 $ 0.83 Diluted (1) $ 0.07 $ 0.16 $ (0.10 ) $ 0.62 $ 0.81 (1) Quarterly results for earnings per share may not add to full year results due to rounding or dilution impact. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS COVID-19 The recent outbreak of the coronavirus, or COVID-19, has caused business disruption in the International segment beginning in January 2020. In late February 2020, the situation escalated as the scope of COVID-19 worsened to outside of the Asia-Pacific region, with Europe and the United States recognizing outbreaks of COVID-19. As of March 23, 2020, the Company has temporarily closed approximately 25% of the U.S. and Canada company-owned and franchise stores as a result of the COVID-19 pandemic. There is significant uncertainty relating to the potential impacts of COVID-19 on the Company’s business going forward due to various global macroeconomic, operational and supply chain risks as a result of COVID-19. The Company could experience other potential impacts as a result of COVID-19, including, but not limited to, charges from potential adjustments to the carrying amount of inventory, goodwill, indefinite-lived intangibles and long-lived asset impairment charges. Actual results may differ materially from the Company’s current estimates as the scope of COVID-19 evolves or if the duration of business disruptions is longer than initially anticipated. |
SCHEDULE I - CONDENSED FINANCIA
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Information 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 December 31, 2019 2018 Current assets: (in thousands) Cash and cash equivalents $ — $ — Intercompany receivable 1,466 5,356 Forward contracts for the issuance of convertible preferred stock — 88,942 Prepaid and other current assets 241 199 Total current assets 1,707 94,497 Long-term assets: Deferred tax assets 608 — Intercompany receivable 144,621 164,300 Investment in subsidiaries 25,343 (44,243 ) Total long-term assets 170,572 120,057 Total assets $ 172,279 $ 214,554 Current liabilities: Intercompany payable 12,818 — Convertible senior notes 154,656 — Deferred revenue and other current liabilities 673 1,099 Total current liabilities 168,147 1,099 Long-term liabilities: Deferred tax liabilities — 2,860 Convertible senior notes — 175,504 Intercompany loan — 50,597 Total long term liabilities — 228,961 Total liabilities 168,147 230,060 Mezzanine equity: Series A convertible preferred stock 211,395 98,804 Stockholders' deficit: Class A common stock 131 130 Additional paid-in capital 1,012,076 1,007,827 Retained earnings 518,605 613,637 Treasury stock, at cost (1,725,349 ) (1,725,349 ) Accumulated other comprehensive loss (12,726 ) (10,555 ) Total stockholders' deficit (207,263 ) (114,310 ) Total liabilities, mezzanine equity and stockholders' deficit $ 172,279 $ 214,554 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 Year ended December 31, 2019 2018 2017 (in thousands, except per share data) Selling, general and administrative $ 1,489 $ 1,490 $ 1,238 Subsidiary loss 13,668 14,647 162,874 Operating loss (15,157 ) (16,137 ) (164,112 ) Interest expense, net 4,751 5,040 10,399 Gains on convertible notes transactions (3,214 ) — (15,041 ) Loss (gain) on forward contracts for the issuance of convertible stock 16,787 (88,942 ) — (Loss) income before income taxes (33,481 ) 67,765 (159,470 ) Income tax expense (benefit) 1,631 (2,015 ) (9,208 ) Net (loss) income $ (35,112 ) $ 69,780 $ (150,262 ) Other comprehensive (loss) income: Net change in unrecognized loss on interest rate swaps, net of tax $ (2,574 ) $ (2,214 ) $ — Foreign currency translation gain (loss) 403 (2,510 ) 2,866 Other comprehensive (loss) gain (2,171 ) (4,724 ) 2,866 Comprehensive (loss) income $ (37,283 ) $ 65,056 $ (147,396 ) (Loss) earnings per share: Basic $ (0.64 ) $ 0.83 $ (2.18 ) Diluted $ (0.64 ) $ 0.81 $ (2.18 ) Weighted average common shares outstanding: Basic 83,720 83,364 68,789 Diluted 83,720 86,171 68,789 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 Year ended December 31, 2019 2018 2017 (in thousands) Cash flows from operating activities: Net (loss) income $ (35,112 ) $ 69,780 $ (150,262 ) Deficit in (income) loss of subsidiaries 13,668 14,647 162,874 Interests received from intercompany loan 5,164 — — (Loss) gain on forward contracts for the issuance of convertible preferred stock 16,787 (88,942 ) — Gains on convertible notes transactions (3,214 ) — (15,041 ) Other operating activities 7,969 4,791 2,702 Net cash provided by operating activities 5,262 276 273 Cash flows from investing activities: Capital contribution to subsidiaries (148,553 ) — — Net cash used in investing activities (148,553 ) — — Cash flows from financing activities: Proceeds from the issuance of convertible preferred stock 199,950 100,000 — Proceeds from intercompany receivables 19,679 — — Payments on intercompany loan (51,397 ) (100,000 ) — Convertible notes repurchase (24,708 ) — — Minimum tax withholding requirements (233 ) (296 ) (253 ) Net cash provided by (used in) financing activities 143,291 (296 ) (253 ) Net (decrease) increase in cash and cash equivalents — (20 ) 20 Beginning balance, cash and cash equivalents — 20 — Ending balance, cash and cash equivalents $ — $ — $ 20 See the accompanying note to the condensed parent-only financial statements. 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, 2019 | |
SEC Schedule, 12-09, 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 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 2018 Allowance for doubtful accounts $ 3,914 $ 3,009 $ (360 ) $ 6,563 Reserve for sales returns 3,099 53,202 (53,499 ) 2,802 Tax valuation allowances 17,479 2,546 — 20,025 2019 Allowance for doubtful accounts $ 6,563 $ 2,670 $ (618 ) $ 8,615 Reserve for sales returns 2,802 48,160 (48,609 ) 2,353 Tax valuation allowances 20,025 27,117 (4,794 ) 42,348 |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
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 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 and wholesale partners. Receivables consist principally of unpaid invoices for product sales, franchisee royalties and sublease payments. 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. |
Inventory | Inventory. Prior to the formation of the Manufacturing JV, inventory components consisted of raw materials, work-in-process, packaging supplies and finished product. Inventory included costs associated with distribution and transportation, as well as manufacturing overhead, which were capitalized and expensed as merchandise is sold. After the transfer of the manufacturing facility to the Manufacturing JV, inventory only consists of finished product. Inventories are stated at the lower of cost or net realizable value on a first in/first out basis ("FIFO"). 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 3-7 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 | 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 evaluates the carrying amount of goodwill for each of its reporting units annually 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. When 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. For the year ended December 31, 2019 and 2018, no goodwill impairment was recorded. For the year ended December 31, 2017, the Company recorded a goodwill impairment charge of $24.3 million related to the Wholesale reporting unit as a result of a triggering event based on a decline in the Company's share price and previous challenges associated with the Company's efforts to refinance its long-term debt. |
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. No |
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 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 from customers are 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. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. 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 was 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 program. 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 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 program 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 program, the Company introduced a paid membership program, PRO Access, 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 allocates the transaction price of the membership to the sample boxes and other benefits based on the estimated stand-alone prices. The membership price paid is recorded within deferred revenue and other current liabilities on the Consolidated Balance Sheet and subsequently recognized 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 wholesale product sales, franchise fees and royalties, as well as cooperative advertising and other franchise support fees specific to domestic franchisees. Revenues 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 and other franchise support fees (including construction, equipment and other administrative fees) are recognized upon transfer of control to the franchisee, net of estimated returns and allowances. Franchise license fees, royalties and continuing services, such as cooperative advertising, are not separate and distinct performance obligations as they are highly dependent on each other in supporting the overall brand. Franchise fees for the license are paid in advance, and are deferred and recognized over the applicable license term as the Company satisfies the performance obligation of granting the customer access to the rights of its intellectual property. Franchise royalties and cooperative advertising contributions are variable consideration based on a percentage of the franchisees' retail sales, which are recognized in the period the franchisees' underlying sales occur, and are not included in the upfront transaction price for the overall performance obligation relating to providing access to the Company's intellectual property. The Manufacturing / Wholesale segment sells product to the Company's other segments, which is eliminated in consolidation, and third-party customers. Revenue is recognized over time, net of estimated returns and allowances, as manufacturing occurs if the customized goods have no alternative use (specially made for the end customer) and the Company has an enforceable right to payment for performance completed to date. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. The Company uses the cost-to-cost measure of progress for its contracts because it best depicts the transfer of control to the customer which occurs as the Company incurs costs on its contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues, including estimated fees or profits, are recorded proportionally as costs are incurred. Costs to fulfill include labor, materials, other direct costs and an allocation of indirect costs, which are recognized as cost of sales as revenue is recognized. Services for specialty manufacturing contracts typically have an expected duration of less than one year. In March 2019, the Company entered into a strategic joint venture with IVC regarding the Company's manufacturing business. The Company received $99.2 million and contributed its Nutra manufacturing and Anderson facility net assets in exchange for an initial 43% equity interest in the Manufacturing JV. GNC expects to receive an additional $75 million from IVC, adjusted up or down based on the Manufacturing JV's future performance, over a four year period from the effective date of the transaction as IVC’s ownership of the joint venture increases to 100% . The Company's interest in the joint venture is accounted for as an equity method investment. Refer to Note 9, "Equity Method Investments" for more information. We generate revenue from sales to our wholesale business partners on products at wholesale prices, retail sales of certain consigned inventory (prior to the termination of the consignment agreement with Rite Aid in December 2018) and license fees for the store-within-a-store alliance with Rite Aid. Wholesale sales are recognized upon transfer of control, net of estimated returns and allowances. License fees are paid in advance and are deferred and recognized over the applicable license term as the Company satisfies the performance obligation of granting the customer access to the rights of its intellectual property. |
Cost of sales | Cost of Sales. The Company purchases products directly from third-party vendors, the Manufacturing JV, and prior to the Manufacturing JV transaction, manufactured 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. |
Research and Development | Research and Development. |
Advertising Expenditures | Advertising Expenditures. |
Leases | Leases. The Company leases substantially all of its retail stores in the U.S. and Canada segment, including most of the domestic franchise stores that are leased and subleased to franchisees, its distribution centers in the United States and retail stores in Ireland. In addition, the Company has leased office locations and vehicle and equipment leases to support our store and supply chain operations. All of the Company's leases are classified as operating leases. The Company determines if a contract contains a lease at inception. The lease liabilities are recognized based on the present value of the future minimum lease payments over the term at the commencement date for leases exceeding 12 months. The lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. The minimum lease payments include only fixed lease components, as well as any variable rate payments that depend on an index, initially measured using the index at the lease commencement date. Lease terms may include options to renew when it is reasonably certain that the Company will exercise an option. The Company estimates its incremental borrowing rate, which was estimated to approximate the interest rate on a collateralized basis with similar terms and payments for each lease, using a portfolio approach. The right-of-use assets recognized are initially equal to the lease liability, adjusted for any lease payments made on or before the commencement dates and lease incentives. The lease liabilities for the operating leases are amortized using the effective interest method. The right-of-use asset is amortized by taking the difference between total rent expense recorded on straight-line basis and the lease liability amortization. When the right-of-use asset for an operating lease is impaired, lease expense is no longer recognized on a straight-line basis. For impaired leases, the Company continues to amortize the lease liability using the same effective interest method as before the impairment charge and the right-of-use asset is amortized on a straight-line basis. |
Contingencies | Contingencies. |
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. The company regularly reviews the components of the deferred tax assets. This review is to ascertain that, based upon all the information available at the time of the preparation of the financial statements, it is more likely than not that the Company expects to utilize these deferred tax assets in the future. If the Company determines that it is more likely than not that these deferred tax assets will not be utilized, a valuation allowance is recorded, reducing the deferred tax asset to the amount expected to be realized. Many factors are considered in the determination that the deferred tax assets are more likely than not to be realized, including recent cumulative earnings, the Company's ability to continue as a going concern, expectations regarding future taxable income, length of carryforward periods, and other relevant quantitative and qualitative factors. The recoverability of the deferred tax assets is determined by assessing the adequacy of future expected taxable income from all sources, including the reversal of taxable temporary differences, forecasted operating earnings, and tax planning strategies. 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. |
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 units 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. |
Foreign Currency | Foreign Currency. |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements Adoption of New Lease Standard In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("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. In July 2018, the FASB issued ASU 2018-11, which provides companies with the option to apply the new lease standard either at the beginning of the earliest comparative period presented or in the period of adoption. The Company adopted ASU 2016-02 and its related amendments (collectively known as "ASC 842") during the first quarter of fiscal 2019 electing the optional transition relief amendment that allows for a cumulative-effect adjustment in the period of adoption and did not restate prior periods. In transitioning to ASC 842, the Company elected to use the practical expedient package available under the guidance for leases that commenced before the effective date and did not elect to use hindsight. The Company has implemented a new lease management and accounting system and updated its processes and internal controls to comply with the new standard. The Company leases substantially all of its retail stores in the U.S. and Canada segment, including most of the domestic franchise stores that are leased and subleased to franchisees, its distribution centers in the United States and retail stores in Ireland. In addition, the Company has leased office locations and vehicle and equipment leases to support our store and supply chain operations. All of the Company's leases are classified as operating leases. The Company determines if a contract contains a lease at inception. The lease liabilities are recognized based on the present value of the future minimum lease payments over the term at the commencement date for leases exceeding 12 months. The lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. The minimum lease payments include only fixed lease components, as well as any variable rate payments that depend on an index, initially measured using the index at the lease commencement date. Lease terms may include options to renew when it is reasonably certain that the Company will exercise an option. The Company estimates its incremental borrowing rate, which was estimated to approximate the interest rate on a collateralized basis with similar terms and payments for each lease, using a portfolio approach. The right-of-use assets recognized are initially equal to the lease liability, adjusted for any lease payments made on or before the commencement dates and lease incentives. The Company recognized lease liabilities of $550.2 million on January 1, 2019. A right-of-use asset of $504.2 million was recognized based on the lease liability, adjusted for the reclassification of deferred rent of $53.3 million and prepaid rent of $7.3 million . Additionally, the Company recognized $79.8 million of right-of-use asset impairment charges related to certain of the Company's stores for which it was previously determined that the carrying value of the stores' assets were not recoverable. The right-of-use asset impairment charges were recorded as a reduction to January 1, 2019 (opening day) retained earnings, net of tax of $19.8 million . The new lease standard has no impact on the timing or classification of the Company's cash flows as reported in the Consolidated Statement of Cash Flows. The lease liabilities for the operating leases are amortized using the effective interest method. The right-of-use asset is amortized by taking the difference between total rent expense recorded on straight-line basis and the lease liability amortization. When the right-of-use asset for an operating lease is impaired, lease expense is no longer recognized on a straight-line basis. For impaired leases, the Company continues to amortize the lease liability using the same effective interest method as before the impairment charge and the right-of-use asset is amortized on a straight-line basis. Refer to Note 12 "Leases" for additional information . Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes. This ASU simplifies accounting for income taxes by eliminating certain exceptions to ASC 740 related to the general approach for intraperiod tax allocation, methodology for calculating income taxes in an interim period and recognition of deferred taxes when there are investment ownership changes. The new guidance also simplifies aspects of accounting for franchise taxes and interim period effects of enacted changes in tax laws or rates. The new guidance provides clarification on accounting for transactions that result in a step-up in the tax basis of goodwill and allocation of consolidated income tax expense to separate financial statements of entities not subject to income tax. This ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years, and early adoption is permitted. The Company is evaluating the impact this standard will have on its Consolidated Financial Statements and related disclosures. |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Property, Plant and Equipment | The estimated useful lives are as follows: Building 30 yrs Machinery and equipment 3-7 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, 2019 2018 (in thousands) Land, buildings and improvements $ 21,971 $ 74,062 Machinery and equipment 72,250 159,563 Leasehold improvements 106,954 107,089 Furniture and fixtures 101,738 108,196 Software 54,211 52,970 Construction in progress 855 2,896 Total property, plant and equipment 357,979 504,776 Less: accumulated depreciation (261,542 ) (340,160 ) Less: accumulated impairment (9,521 ) (9,521 ) Net property, plant and equipment (1) $ 86,916 $ 155,095 (1) In the first quarter of 2019, the Company transferred the Nutra manufacturing business net assets to the Manufacturing JV and transferred the China net assets to the HK JV and China JV. |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following is a summary of revenue disaggregated by major source in the U.S. and Canada segment: Year ended December 31, 2019 2018 2017 U.S. company-owned product sales: (1) (in thousands) Protein $ 295,135 $ 320,751 $ 338,773 Performance supplements 283,473 280,835 281,532 Weight management 100,356 128,723 140,148 Vitamins 180,742 195,853 203,569 Herbs / Greens 59,578 66,025 66,324 Wellness 179,059 191,995 196,942 Health / Beauty 179,015 181,185 190,977 Food / Drink 98,134 109,094 94,390 General merchandise 22,290 24,019 28,931 Total U.S. company-owned product sales $ 1,397,782 $ 1,498,480 $ 1,541,586 Wholesale sales to franchisees 219,644 225,106 242,521 Royalties and franchise fees 31,527 32,733 35,212 Sublease income 42,282 45,506 48,972 Cooperative advertising and other franchise support fees 18,530 20,815 23,424 Gold Card revenue recognized in U.S. (2) — — 24,399 Other (3) 112,562 128,580 102,817 Total U.S. and Canada revenue $ 1,822,327 $ 1,951,220 $ 2,018,931 (1) Includes GNC.com sales. (2) The Gold Card Member Pricing program in the U.S. was discontinued in December 2016 in connection with the launch of the One New GNC program which resulted in $24.4 million of deferred Gold Card revenue being recognized in the first quarter of 2017, net of $1.4 million in applicable coupon redemptions. (3) Includes revenue primarily related to Canada operations and loyalty programs, myGNC Rewards and PRO Access. International Revenue The following is a summary of the revenue disaggregated by major source in the International reportable segment: Year ended December 31, 2019 2018 2017 (in thousands) Wholesale sales to franchisees $ 101,609 $ 107,627 $ 104,384 Royalties and franchise fees 25,902 26,503 26,609 Other (1) 30,656 57,279 46,785 Total International revenue $ 158,167 $ 191,409 $ 177,778 (1) Includes revenue related to China operations prior to the transfer of the China business to the HK JV and China JV, which was effective February 13, 2019, wholesale sales to the HK JV and China JV, and revenue from company-owned locations in Ireland. Manufacturing / Wholesale Revenue The following is a summary of the revenue disaggregated by major source in the Manufacturing / Wholesale reportable segment: Year ended December 31, 2019 2018 2017 (in thousands) Third-party contract manufacturing (1) $ 15,783 $ 123,322 $ 128,914 Intersegment sales (1) 35,505 264,211 231,495 Wholesale partner sales 71,911 87,572 89,157 Total Manufacturing / Wholesale revenue $ 123,199 $ 475,105 $ 449,566 (1) The decrease in third-party contract manufacturing and intersegment sales for the year ended December 31, 2019 compared to the prior year period is due to the transfer of the Nutra manufacturing business to the Manufacturing JV effective March 1, 2019. Revenue by Geography The following is a summary of the revenue by geography: Year ended December 31, 2019 2018 2017 Total revenues by geographic areas (1) : (in thousands) United States $ 1,962,650 $ 2,205,669 $ 2,332,880 Foreign 105,538 147,854 148,082 Total revenues $ 2,068,188 $ 2,353,523 $ 2,480,962 (1) Geographic areas are defined based on legal entity jurisdiction. |
Contract with Customer | The following table presents changes in the Company’s contract liabilities: Year ended December 31, 2019 Balance at beginning of period Recognition of revenue included in beginning balance Contract liability, net of revenue, recognized during the period Balance at end of period (in thousands) Deferred franchise and license fees $ 33,464 $ (10,423 ) $ 5,252 $ 28,293 PRO Access and loyalty program points (*) 24,836 (24,836 ) 22,896 22,896 Gift card liability (*) 3,416 (2,049 ) 1,743 3,110 Year ended December 31, 2018 Balance at beginning of period Recognition of revenue included in beginning balance Contract liability, net of revenue, recognized during the period Balance at end of period (in thousands) Deferred franchise and license fees $ 38,011 $ (7,745 ) $ 3,198 $ 33,464 PRO Access and loyalty program points (*) 24,464 (24,464 ) 24,836 24,836 Gift card liability (*) 4,172 (2,562 ) 1,806 3,416 (*) Net of estimated breakage |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Net Realizable Value of Inventories | The net realizable value of inventory consisted of the following: December 31, 2019 2018 (in thousands) Finished product ready for sale $ 387,655 $ 416,113 Work-in-process, bulk product and raw materials (1) — 46,520 Packaging supplies (1) — 2,939 Inventory $ 387,655 $ 465,572 (1) The decrease in work-in-process, bulk product and raw materials and packaging supplies as of December 31, 2019 compared with December 31, 2018 is due to the transfer of the Nutra manufacturing net assets to the Manufacturing JV effective March 1, 2019. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Summary of Income Before Income Taxes | Income (loss) before income taxes, including income from equity method investments, consisted of the following components: Year ended December 31, 2019 2018 2017 (in thousands) Domestic $ 9,781 $ 38,918 $ (298,351 ) Foreign (24 ) 18,557 (11,690 ) Income (loss) before income taxes (*) $ 9,757 $ 57,475 $ (310,041 ) (*) Includes income from equity method investments |
Summary of Income Tax Expense | Income tax expense (benefit) consisted of the following components: Year ended December 31, 2019 2018 2017 (in thousands) Current: Federal $ 17,130 $ 277 $ 23,965 State 3,379 4,646 4,458 Foreign 3,764 6,037 3,376 Total current income tax expense 24,273 10,960 31,799 Deferred: Federal 3,393 (11,069 ) (177,272 ) State 18,188 (11,284 ) (13,710 ) Foreign (985 ) (912 ) (596 ) Total deferred income tax expense (benefit) 20,596 (23,265 ) (191,578 ) Total income tax expense (benefit) $ 44,869 $ (12,305 ) $ (159,779 ) |
Summary of Differences Between the Company's Effective Tax Rate and the Federal Statutory Tax Rate | Income tax expense (benefit) 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 21% to income (loss) before income taxes as shown below: Year ended December 31, 2019 2018 2017 (in thousands) U.S. federal statutory income tax $ 2,049 $ 12,070 $ (108,532 ) Increase (reduction) resulting from: State income tax, net of federal tax benefit 3,014 (5,600 ) (3,224 ) International operations 2,085 856 (2,431 ) Foreign derived intangible income (484 ) (2,003 ) — Global intangible low taxed income 305 4,005 — Premiums paid to wholly owned subsidiary company (221 ) (221 ) (368 ) Nondeductible goodwill — — 6,219 Brand impairment — — 50,957 Exchange of convertible senior notes 40 — (9,529 ) Loss (gain) on forward contracts for the issuance of the convertible preferred stock 3,525 (18,678 ) — Formation of the joint ventures 8,067 — — Change in valuation allowance 27,117 2,547 (3,294 ) Stock based compensation 971 1,859 1,651 Federal tax credits and income deductions (3,642 ) (5,305 ) (2,448 ) Tax impact of uncertain tax positions 4,831 1,028 295 Return to provision adjustment (3,093 ) (1,073 ) (3,852 ) Impact of 2017 Tax Act — (3,583 ) (86,786 ) Other permanent differences 305 1,793 1,563 Income tax expense (benefit) $ 44,869 $ (12,305 ) $ (159,779 ) |
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: Year ended December 31, 2019 2018 (in thousands) Deferred tax assets: Operating reserves $ 4,642 $ 5,787 Deferred revenue 7,402 9,118 Net operating loss and credit carryforwards 30,395 35,243 Lease liabilities 89,975 6,842 Fixed assets 8,941 12,632 Stock-based compensation 3,599 3,479 Interest limitation 29,205 20,073 Other 2,456 3,938 Valuation allowance (42,348 ) (20,025 ) Total deferred tax assets 134,267 77,087 Deferred tax liabilities: Prepaid expenses (4,850 ) (3,820 ) Right-of-use assets (68,116 ) — Intangible assets (91,673 ) (100,709 ) Convertible senior notes (1,214 ) (3,616 ) Total deferred tax liabilities (165,853 ) (108,145 ) Net deferred tax liability $ (31,586 ) $ (31,058 ) |
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, 2019 2018 2017 (in thousands) Balance of unrecognized tax benefits at beginning of period $ 6,950 $ 5,774 $ 6,456 Additions for tax positions taken during current period 180 882 748 Additions for tax positions taken during prior periods 4,774 715 192 Reductions for tax positions taken during prior periods (800 ) (421 ) (675 ) Settlements (385 ) — (947 ) Balance of unrecognized tax benefits at end of period $ 10,719 $ 6,950 $ 5,774 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Details of Impairment of Long-Lived Assets | The Company recorded the following impairment charges: Year ended December 31, 2019 2018 2017 (in thousands) Brand name $ — $ 23,680 $ 395,600 Goodwill — — 24,283 Property and equipment (1) — 9,521 18,555 Lucky Vitamin (2) — — 19,356 Other store closing costs — 5,035 — Total long-lived asset impairment charges $ — $ 38,236 $ 457,794 (1) Refer to Note 7, "Property, Plant and Equipment, Net" for more information on the property and equipment charges. (2) 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 Total (in thousands) Goodwill at December 31, 2017 $ 9,251 $ 43,708 $ 88,070 $ 141,029 2018 Activity: Translation effect of exchange rates — (265 ) — (265 ) Total 2018 activity — (265 ) — (265 ) Balance at December 31, 2018: Gross 389,895 43,443 202,841 636,179 Accumulated impairments (380,644 ) — (114,771 ) (495,415 ) Goodwill $ 9,251 $ 43,443 $ 88,070 $ 140,764 2019 Activity: Translation effect of exchange rates — (113 ) — (113 ) Nutra manufacturing net assets exchange — — (61,542 ) (61,542 ) Total 2019 activity — (113 ) (61,542 ) (61,655 ) Balance at December 31, 2019: Gross 389,895 43,330 141,299 574,524 Accumulated impairments (380,644 ) — (114,771 ) (495,415 ) Goodwill $ 9,251 $ 43,330 $ 26,528 $ 79,109 |
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, 2019 December 31, 2018 Weighted- Average Life Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization/ Impairment Carrying Amount (in thousands) Brand name Indefinite $ 720,000 $ (419,280 ) $ 300,720 $ 720,000 $ (419,280 ) $ 300,720 Retail agreements 30.3 31,000 (13,619 ) 17,381 31,000 (12,566 ) 18,434 Franchise agreements 25.0 70,000 (35,817 ) 34,183 70,000 (33,017 ) 36,983 Manufacturing agreements (1) 25.0 40,000 (20,467 ) 19,533 70,000 (33,017 ) 36,983 Other intangibles 6.8 639 (529 ) 110 652 (449 ) 203 Franchise rights 3.0 7,566 (7,475 ) 91 7,486 (7,362 ) 124 Total $ 869,205 $ (497,187 ) $ 372,018 $ 899,138 $ (505,691 ) $ 393,447 (1) In the first quarter of 2019, the Company transferred the Nutra manufacturing business net assets to the Manufacturing JV |
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, 2019 December 31, 2018 Weighted- Average Life Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization/ Impairment Carrying Amount (in thousands) Brand name Indefinite $ 720,000 $ (419,280 ) $ 300,720 $ 720,000 $ (419,280 ) $ 300,720 Retail agreements 30.3 31,000 (13,619 ) 17,381 31,000 (12,566 ) 18,434 Franchise agreements 25.0 70,000 (35,817 ) 34,183 70,000 (33,017 ) 36,983 Manufacturing agreements (1) 25.0 40,000 (20,467 ) 19,533 70,000 (33,017 ) 36,983 Other intangibles 6.8 639 (529 ) 110 652 (449 ) 203 Franchise rights 3.0 7,566 (7,475 ) 91 7,486 (7,362 ) 124 Total $ 869,205 $ (497,187 ) $ 372,018 $ 899,138 $ (505,691 ) $ 393,447 (1) In the first quarter of 2019, the Company transferred the Nutra manufacturing business net assets to the Manufacturing JV |
Schedule of Future Estimated Amortization Expense | The following table represents future amortization expense of definite-lived intangible assets at December 31, 2019 : Years ending December 31, Amortization expense (in thousands) 2020 $ 5,579 2021 5,488 2022 5,469 2023 5,469 2024 5,459 Thereafter 43,834 Total future amortization expense $ 71,298 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | The estimated useful lives are as follows: Building 30 yrs Machinery and equipment 3-7 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, 2019 2018 (in thousands) Land, buildings and improvements $ 21,971 $ 74,062 Machinery and equipment 72,250 159,563 Leasehold improvements 106,954 107,089 Furniture and fixtures 101,738 108,196 Software 54,211 52,970 Construction in progress 855 2,896 Total property, plant and equipment 357,979 504,776 Less: accumulated depreciation (261,542 ) (340,160 ) Less: accumulated impairment (9,521 ) (9,521 ) Net property, plant and equipment (1) $ 86,916 $ 155,095 (1) In the first quarter of 2019, the Company transferred the Nutra manufacturing business net assets to the Manufacturing JV and transferred the China net assets to the HK JV and China JV. |
LONG-TERM DEBT _ INTEREST EXP_2
LONG-TERM DEBT / INTEREST EXPENSE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following: December 31, 2019 2018 (in thousands) Tranche B-1 Term Loan (net of $0.0 million discount) $ — $ 147,289 Tranche B-2 Term Loan (net of $7.0 million and $17.5 million discount) 441,500 554,760 FILO Term Loan (net of $8.2 million and $10.9 million discount) 266,814 264,086 Unpaid original issuance discount — 11,445 Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) 154,675 175,504 Debt issuance costs (424 ) (762 ) Total debt $ 862,565 $ 1,152,322 Less: current maturities (180,566 ) (158,756 ) Long-term debt $ 681,999 $ 993,566 |
Schedule of Total Debt Principal Maturities | At December 31, 2019 , the Company's future annual contractual obligations on long-term debt are detailed below: Year Ending December 31, Tranche B-2 Term Loan (1) FILO Term Loan (2) Convertible Notes (3) Total 2020 $ 25,909 $ — $ 159,097 $ 185,006 2021 422,553 — — 422,553 2022 — 275,000 — 275,000 Total $ 448,462 $ 275,000 $ 159,097 $ 882,559 (1) Includes the unamortized original issuance discount of $7.0 million (2) Includes the unamortized original issuance discount of $8.2 million (3) Includes unamortized conversion feature of $3.9 million and original issuance discount of $0.5 million |
Convertible Debt | The Notes consist of the following components: As of December 31, 2019 2018 (in thousands) Liability component Principal $ 159,097 $ 188,565 Conversion feature (3,898 ) (11,489 ) Discount related to debt issuance costs (524 ) (1,572 ) Net carrying amount $ 154,675 $ 175,504 Equity component Conversion feature $ 49,680 $ 49,680 Debt issuance costs (1,421 ) (1,421 ) Deferred taxes (*) (16,540 ) (16,620 ) Net amount recorded in additional paid-in capital $ 31,719 $ 31,639 (*) The balance at December 31, 2019 includes $0.1 million related to the tax provision that was allocated to additional paid in capital associated with the convertible debt repurchase. |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair values of the derivative financial instruments included in the Consolidated Balance Sheets consisted of the following: Fair Value at Balance Sheet Classification December 31, 2019 December 31, 2018 (in thousands) Other current liabilities $ 5,013 $ — Other long-term liabilities 1,927 3,210 Total liabilities $ 6,940 $ 3,210 |
Schedule of Interest Expense | Interest expense consisted of the following: For the year ended December 31, 2019 2018 2017 (in thousands) Senior Credit Facility: Tranche B-1 Term Loan coupon $ 928 $ 13,322 $ 41,477 Tranche B-2 Term Loan coupon 54,873 64,417 — FILO Term Loan coupon 27,380 22,143 — Revolving Credit Facility 409 1,022 — Terminated revolving credit facility — 316 4,685 Amortization of discount and debt issuance costs 13,609 15,648 2,413 Total Senior Credit Facility 97,199 116,868 48,575 Notes: Coupon 2,576 2,828 4,272 Amortization of conversion feature 6,246 6,576 9,496 Amortization of discount and debt issuance costs 895 974 1,251 Total Notes 9,717 10,378 15,019 Interest income and other (207 ) (166 ) 627 Interest expense, net $ 106,709 $ 127,080 $ 64,221 |
EQUITY METHOD INVESTMENTS (Tabl
EQUITY METHOD INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | The following table provides a reconciliation of equity method investments on the Company’s Consolidated Balance Sheets: December 31, 2019 (in thousands) Manufacturing JV $ 75,434 Manufacturing JV capital contribution 10,714 HK JV and China JV 10,342 Income from equity method investments 5,296 Distributions received from equity method investments (3,856 ) Total Equity method investments $ 97,930 |
DEFERRED REVENUE AND OTHER CU_2
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 2018 (in thousands) Deferred revenue $ 34,253 $ 37,629 Accrued compensation and related benefits 35,850 38,866 Accrued occupancy (*) 1,929 9,106 Accrued sales tax 1,914 2,571 Accrued interest 3,776 1,828 Interest rate swap 5,013 — Other current liabilities 23,057 30,169 Total deferred revenue and other current liabilities $ 105,792 $ 120,169 (*) In connection with the the adoption of ASC 842, as further described in Note 2, "Basis of Presentation and Summary of Significant accounting policies", minimum lease payments are included in lease liabilities on the Consolidated Balance Sheet as of December 31, 2019. |
FAIR VALUE MEASUREMENTS AND F_2
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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 forward contracts for the issuance of convertible preferred stock, the Term Loan Facility, net of discount, Notes (net of the equity component classified in stockholders' equity and discount) and the interest rate swaps were as follows: December 31, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Assets: Forward contracts for the issuance of convertible preferred stock $ — $ — $ 88,942 $ 88,942 Liabilities: Tranche B-1 Term Loan $ — $ — $ 147,289 $ 145,080 Tranche B-2 Term Loan 441,500 414,321 554,760 511,766 FILO Term Loan 266,814 265,851 264,086 260,125 Notes 154,675 148,488 175,504 131,628 Interest rate swaps 6,940 6,940 3,210 3,210 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Summary of Rent Expenses | Supplemental cash flow information related to leases was as follows: Year ended December 31, 2019 (in thousands) Operating cash flow information: Cash paid for amounts included in the measurement of operating lease liabilities $ 182,808 Right-of-use assets obtained in exchange for operating lease liabilities $ 24,610 The components of the Company's lease costs, which are recorded within cost of sales on the Consolidated Statements of Operations, were as follows: Year ended December 31, 2019 (in thousands) Operating lease costs $ 150,255 Variable lease costs 14,855 Total lease costs 165,110 Sublease income (1) (32,232 ) Lease costs, net $ 132,878 (1) Sublease income, related to sublease with its franchisee, includes only the portion of income directly related to lease components and is recorded within revenue on the Consolidated Statements of Operations. Total sublease income, which includes rental income as well as other occupancy related items was $42.3 million |
Summary of Minimum Future Rent Obligations After Adoption | Maturities of the lease liabilities (undiscounted lease payments, as defined in Note 2 "Basis of Presentation") as of December 31, 2019 were as follows: Operating Leases for Company-Owned and Franchise Stores Operating Leases for Other (1) Total Operating Leases Sublease Income from Franchisees Rent on Operating Leases, net of Sublease Revenue (in thousands) 2020 $ 144,635 $ 4,797 $ 149,432 $ (27,625 ) $ 121,807 2021 114,021 3,549 117,570 (22,242 ) 95,328 2022 84,786 2,015 86,801 (16,962 ) 69,839 2023 62,683 1,354 64,037 (12,501 ) 51,536 2024 46,289 1,204 47,493 (8,657 ) 38,836 Thereafter 94,657 5,498 100,157 (21,038 ) 79,119 Total future obligations $ 547,071 $ 18,417 $ 565,490 $ (109,025 ) $ 456,465 Less amounts representing interest (122,975 ) Present value of lease obligations $ 442,515 (1) Includes various leases for warehouses, vehicles, and various equipment at the Company's facilities. |
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, 2018 2017 (in thousands) Company-owned and franchise stores: Rent on operating leases $ 184,875 $ 193,398 Landlord related taxes 27,191 27,872 Common operating expenses 44,120 45,866 Percent and contingent rent 17,177 17,870 Total company-owned and franchise stores 273,363 285,006 Other 20,932 22,446 Total rent expense $ 294,295 $ 307,452 |
Summary of 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 period ended December 31, 2018 and exclude landlord related taxes, common operating expenses, and percent and contingent rent. Operating Leases for Company-Owned and Franchise Stores Operating Leases for Other (1) Total Operating Leases Sublease Income from Franchisees Rent on Operating Leases, net of Sublease Revenue (in thousands) 2019 $ 162,910 $ 6,071 $ 168,981 $ (29,867 ) $ 139,114 2020 126,312 5,574 131,886 (23,631 ) 108,255 2021 95,000 4,185 99,185 (16,782 ) 82,403 2022 64,735 2,479 67,214 (10,285 ) 56,929 2023 39,798 1,290 41,088 (4,717 ) 36,371 Thereafter 56,200 6,703 62,903 (4,238 ) 58,665 Total future obligations $ 544,955 $ 26,302 $ 571,257 $ (89,520 ) $ 481,737 (1) Includes various leases for warehouses, vehicles, and various equipment at the Company's facilities. |
MEZZANINE EQUITY - (Tables)
MEZZANINE EQUITY - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Schedule of Mezzanine Equity | The following table presents changes in the Company’s Mezzanine Equity: Mezzanine Equity (in thousands) Balance at December 31, 2017 $ — Convertible Preferred Stock, net of issuance cost 98,804 Balance at December 31, 2018 $ 98,804 Convertible Preferred Stock, net of issuance cost 184,746 Change in fair value of the forward contracts (72,155 ) Balance at December 31, 2019 $ 211,395 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 2018 2017 (in thousands) Basic weighted average common shares outstanding 83,720 83,364 68,789 Effect of dilutive stock-based compensation awards — 115 — Effect of dilutive underlying shares of the convertible preferred stock — 2,692 — Diluted weighted averages common shares outstanding 83,720 86,171 68,789 |
Schedule of Awards not Included in Computation of Diluted EPS | For the year ended December 31, 2018, the following awards were not included in the computation of diluted EPS because the impact of applying the treasury stock method was anti-dilutive or because certain conditions have not been met with respect to the Company's performance awards. Anti-dilutive: Time-based options and restricted stock awards 2,944 Performance-based restricted stock units 321 Contingently issuable: Performance-based restricted stock awards with a market condition 281 Total stock-based awards excluded from diluted EPS 3,546 |
Computations for Basic and Diluted Earnings per Common Share | The computations for basic and diluted earnings per common share are as follows: Year ended December 31, 2019 2018 2017 (in thousands, except per share data) (Loss) earnings per common share - Basic Net (loss) income $ (35,112 ) $ 69,780 $ (150,262 ) Cumulative undeclared convertible preferred stock dividend 18,810 957 — Net (loss) income attributable to common shareholders (53,922 ) 68,823 (150,262 ) Weighted average common shares outstanding - basic 83,720 83,364 68,789 (Loss) income per common share - basic $ (0.64 ) $ 0.83 $ (2.18 ) (Loss) income per common share - Diluted Net (loss) income $ (35,112 ) $ 69,780 $ (150,262 ) Cumulative undeclared convertible preferred stock dividend 18,810 — — Net (loss) income attributable to common shareholders (53,922 ) 69,780 (150,262 ) Weighted average common shares outstanding - diluted 83,720 86,171 68,789 (Loss) income per common share - diluted $ (0.64 ) $ 0.81 $ (2.18 ) |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [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, 2019 December 31, 2018 Time-based stock options 1,897,109 2,173,488 Time-based restricted stock awards 1,040,431 817,696 Performance-based restricted stock units 954,937 277,817 Performance-based restricted stock awards with a market condition — 199,028 Total share awards outstanding 3,892,477 3,468,029 |
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, 2018 2,173,488 $ 10.76 $ — Granted — $ — Exercised — $ — $ — Forfeited and expired (276,379 ) $ 13.87 Outstanding at December 31, 2019 1,897,109 $ 10.30 7.1 $ — Exercisable at December 31, 2019 1,107,266 $ 10.90 6.9 $ — |
Schedule of Assumptions Used in Black Scholes Valuation | The assumptions used in the Company's Black Scholes valuation during the year ended December 31, 2017 were as follows: Year ended December 31, 2017 Dividend yield 0% Expected term 6 - 6.3 years Volatility 38.2% - 40.8% Risk free rate 1.8% - 2.1% |
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, 2018 817,696 $ 7.74 277,817 $ 4.18 199,028 $ 8.03 Granted 749,462 $ 1.62 1,130,055 $ 2.76 — $ — Vested (491,530 ) $ 7.10 — $ — — $ — Forfeited (35,197 ) $ 7.99 (452,935 ) $ 3.79 (199,028 ) $ 8.03 Outstanding at December 31, 2019 1,040,431 $ 3.63 954,937 $ 2.68 — $ — |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 | |
Segment Reporting [Abstract] | |
Key Financial Information of the Segments | The following table presents key financial information for each of the Company's reportable segments. During the year ended December 31, 2019, the Company entered into the China JV and HK JV with Harbin to operate its e-commerce and retail business in China and a strategic joint venture with IVC regarding the Company's manufacturing business which significantly impacted the operating results within the International and Manufacturing / Wholesale segments. During the year ended December 31, 2018, the Company recorded long-lived asset impairments of $38.2 million which significantly impacted the U.S. and Canada segment by $36.1 million and the International segment by $2.1 million . During the year ended December 31, 2017, the Company recorded long-lived asset impairments of $457.8 million which significantly impacted the U.S. and Canada segment by $412.5 million , the Manufacturing / Wholesale segment by $24.3 million , the International segment by $1.6 million and Lucky Vitamin within Other by $19.4 million . Refer to Note 6, "Goodwill and Intangible Assets" and Note 7, "Property, Plant and Equipment, Net" for more information. Year ended December 31, 2019 2018 2017 (in thousands) Revenue: U.S. and Canada $ 1,822,327 $ 1,951,220 $ 2,018,931 International 158,167 191,409 177,778 Manufacturing / Wholesale Intersegment revenues 35,505 264,211 231,495 Third party 87,694 210,894 218,071 Subtotal Manufacturing / Wholesale 123,199 475,105 449,566 Total reportable segment revenues 2,103,693 2,617,734 2,646,275 Other — — 66,182 Elimination of intersegment revenues (35,505 ) (264,211 ) (231,495 ) Total revenue $ 2,068,188 $ 2,353,523 $ 2,480,962 Operating income (loss): U.S. and Canada $ 151,037 $ 94,663 $ (244,104 ) International 55,380 60,367 60,987 Manufacturing / Wholesale 41,153 62,861 49,175 Total reportable segment operating income (loss) 247,570 217,891 (133,942 ) Corporate costs (98,221 ) (105,378 ) (102,114 ) Loss on net asset exchange for the formation of the joint ventures (21,293 ) — — Other loss, net (3,313 ) (160 ) (20,760 ) Unallocated corporate costs, loss on net asset exchange or sale and other loss, net (122,827 ) (105,538 ) (122,874 ) Total operating income (loss) 124,743 112,353 (256,816 ) Interest expense, net 106,709 127,080 64,221 Gain on convertible debt and debt refinancing costs (3,214 ) — (10,996 ) Loss on debt refinancing — 16,740 — Loss (gain) on forward contracts for the issuance of convertible preferred stock 16,787 (88,942 ) — Income (loss) before income taxes $ 4,461 $ 57,475 $ (310,041 ) Year ended December 31, 2019 2018 2017 Depreciation and amortization: (in thousands) U.S. and Canada $ 23,779 $ 27,685 $ 35,571 International 2,292 2,487 2,455 Manufacturing / Wholesale 3,056 9,790 10,238 Corporate and other 6,295 7,143 8,545 Total depreciation and amortization $ 35,422 $ 47,105 $ 56,809 Capital expenditures: U.S. and Canada $ 10,985 $ 10,705 $ 20,614 International 191 759 277 Manufacturing / Wholesale 184 3,459 2,862 Corporate and Other 3,791 4,058 8,370 Total capital expenditures $ 15,151 $ 18,981 $ 32,123 As of December 31 2019 2018 Total assets: (in thousands) U.S. and Canada $ 1,142,588 $ 867,977 International 201,996 200,128 Manufacturing / Wholesale 156,043 288,163 Corporate and other 149,960 171,582 Total assets (1) $ 1,650,587 $ 1,527,850 Property, plant, and equipment, net: United States $ 83,899 $ 150,689 Foreign 3,017 4,406 Total property, plant and equipment, net $ 86,916 $ 155,095 (1) Total assets as of December 31, 2019 included $350.6 million of right-of-use asset in connection with the adoption of ASC 842 |
UNAUDITED QUARTERLY FINANCIAL_2
UNAUDITED QUARTERLY FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Results | The following table summarizes the Company's 2019 and 2018 quarterly results: Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2019 2019 2019 2019 2019 (In thousands, except per share amounts) Total revenue $ 564,764 $ 533,997 $ 499,076 $ 470,351 $ 2,068,188 Gross profit 203,091 193,744 162,628 154,919 714,382 Operating income (loss) 35,482 48,718 26,654 13,889 124,743 Net (loss) income (15,262 ) 16,058 (2,418 ) (33,490 ) (35,112 ) Weighted average shares outstanding: Basic 83,510 83,663 83,823 83,878 83,720 Diluted 83,510 140,942 83,823 83,878 83,720 (Loss) earnings per share: Basic (1) $ (0.23 ) $ 0.13 $ (0.09 ) $ (0.46 ) $ (0.64 ) Diluted (1) $ (0.23 ) $ 0.11 $ (0.09 ) $ (0.46 ) $ (0.64 ) Three months ended (unaudited) Year ended March 31, June 30, September 30, December 31, December 31, 2018 2018 2018 2018 2018 (In thousands, except per share amounts) Total revenue $ 607,533 $ 617,944 $ 580,185 $ 547,861 $ 2,353,523 Gross profit 206,874 207,735 184,702 172,434 771,745 Operating income (loss) 46,389 48,884 19,961 (2,881 ) 112,353 Net income (loss) 6,190 13,341 (8,590 ) 58,839 69,780 Weighted average shares outstanding: Basic 83,232 83,332 83,412 83,476 83,364 Diluted 83,368 83,409 83,412 94,388 86,171 Earnings per share: Basic (1) $ 0.07 $ 0.16 $ (0.10 ) $ 0.69 $ 0.83 Diluted (1) $ 0.07 $ 0.16 $ (0.10 ) $ 0.62 $ 0.81 (1) Quarterly results for earnings per share may not add to full year results due to rounding or dilution impact. |
NATURE OF BUSINESS - Narrative
NATURE OF BUSINESS - Narrative (Details) | Mar. 11, 2019USD ($) | Feb. 28, 2018USD ($) | Apr. 30, 2020USD ($) | Mar. 31, 2019USD ($) | Feb. 28, 2019joint_ventures | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($)segmentcountry | Dec. 31, 2022USD ($) | Dec. 31, 2023USD ($) | Jul. 01, 2023USD ($) | Mar. 25, 2020USD ($) | Dec. 31, 2018USD ($) |
Number of reportable segments | segment | 3 | |||||||||||
Number of international countries in which franchise stores are located | country | 50 | |||||||||||
Number of joint ventures | joint_ventures | 2 | |||||||||||
Total debt | $ 862,565,000 | $ 1,152,322,000 | ||||||||||
Subsequent Event | Revolving Credit Facility | ||||||||||||
Letters of credit outstanding | $ 30,000,000 | |||||||||||
JV Framework Agreement | ||||||||||||
Equity method investment, ownership percentage | 35.00% | |||||||||||
IVC Joint Venture | ||||||||||||
Proceeds for investment in newly formed joint venture | $ 101,000,000 | $ 99,200,000 | $ 101,000,000 | |||||||||
IVC Joint Venture | Subsequent Event | Forecast | ||||||||||||
Equity method investment, ownership percentage | 100.00% | 100.00% | ||||||||||
Expected annual proceeds for investment in newly formed joint venture | $ 18,800,000 | |||||||||||
Proceeds for investment in newly formed joint venture | $ 75,000,000 | $ 75,000,000 | $ 75,000,000 | |||||||||
IVC Joint Venture | International Vitamin Corporation | ||||||||||||
Ownership interest (percentage) | 43.00% | |||||||||||
Term Loan Facility Due March 2019 | ||||||||||||
Total debt | $ 1,131,200,000 | |||||||||||
Revolving Credit Facility | ||||||||||||
Total debt | 225,000,000 | |||||||||||
Term Loan | ||||||||||||
Total debt | 0 | 147,289,000 | ||||||||||
Term Loan | Amended Term Loan Facility Due March 2021 | ||||||||||||
Total debt | 704,300,000 | |||||||||||
Term Loan | Amended Term Loan Facility Due March 2021 | Tranche B-2 | ||||||||||||
Total debt | 441,500,000 | 554,760,000 | ||||||||||
Term Loan | Term Loan Facility Due March 2019 | ||||||||||||
Minimum for notes repayment, refinanced, converted, discharged, or prepaid, For maturity date extension trigger | $ 50,000,000 | |||||||||||
Term Loan | Reduced Rate | Amended Term Loan Facility Due March 2021 | Tranche B-2 | ||||||||||||
Payments for excess cash flows | 25,900,000 | |||||||||||
Term Loan | Reduced Rate | Amended Term Loan Facility Due March 2021 | Tranche B-2 | Forecast | ||||||||||||
Payments for excess cash flows | $ 25,900,000 | |||||||||||
Notes | 1.5% Convertible Senior Notes Due 2020 | ||||||||||||
Total debt | 154,675,000 | $ 175,504,000 | ||||||||||
Letter of Credit | FILO Term Loan | Revolving Credit Facility | ||||||||||||
Letters of credit outstanding | $ 4,900,000 |
BASIS OF PRESENTATION AND SUM_4
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash and Cash Equivalents (Details) | 12 Months Ended |
Dec. 31, 2019 | |
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 SUM_5
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Receivables, net (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||
Allowance for doubtful accounts | $ 8.6 | $ 6.6 |
BASIS OF PRESENTATION AND SUM_6
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property, Plant and Equipment (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2019 | |
Property, plant and equipment | ||
Impairment of property, plant and equipment | $ 9,500,000 | $ 0 |
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 | 7 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 SUM_7
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Intangible Assets (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2007 | |
Segment Reporting Information [Line Items] | ||||
Goodwill | $ 79,109,000 | $ 140,764,000 | $ 141,029,000 | $ 600,000,000 |
Indefinite-lived intangible assets | 300,720,000 | 300,720,000 | 720,000,000 | $ 720,000,000 |
Goodwill | 0 | 0 | ||
Impairment of indefinite lived intangible asset | 0 | |||
UNITED STATES | ||||
Segment Reporting Information [Line Items] | ||||
Indefinite-lived intangible assets | 394,000,000 | |||
Impairment of indefinite lived intangible asset | 21,600,000 | 394,000,000 | ||
CANADA | ||||
Segment Reporting Information [Line Items] | ||||
Indefinite-lived intangible assets | 1,600,000 | |||
Impairment of indefinite lived intangible asset | 2,100,000 | 1,600,000 | ||
Manufacturing / Wholesale | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill | 26,528,000 | 88,070,000 | 88,070,000 | |
Goodwill | 0 | 0 | 24,283,000 | |
U.S. and Canada | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill | $ 9,251,000 | 9,251,000 | 9,251,000 | |
Impairment of indefinite lived intangible asset | $ 23,700,000 | $ 395,600,000 |
BASIS OF PRESENTATION AND SUM_8
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) - USD ($) $ in Thousands | Mar. 11, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2022 | Dec. 31, 2023 | Jul. 01, 2023 | Dec. 31, 2018 | Dec. 31, 2016 |
Revenue Recognition [Line Items] | |||||||||
Deferred revenue | $ 34,253 | $ 37,629 | |||||||
Period for which points earned by members are valid | 1 year | ||||||||
IVC Joint Venture | |||||||||
Revenue Recognition [Line Items] | |||||||||
Proceeds for investment in newly formed joint venture | $ 101,000 | $ 99,200 | $ 101,000 | ||||||
IVC Joint Venture | Subsequent Event | Forecast | |||||||||
Revenue Recognition [Line Items] | |||||||||
Proceeds for investment in newly formed joint venture | $ 75,000 | $ 75,000 | $ 75,000 | ||||||
Equity method investment, ownership percentage | 100.00% | 100.00% | |||||||
IVC Joint Venture | International Vitamin Corporation | |||||||||
Revenue Recognition [Line Items] | |||||||||
Ownership interest (percentage) | 43.00% | ||||||||
Membership | |||||||||
Revenue Recognition [Line Items] | |||||||||
Deferred revenue | $ 24,400 | ||||||||
Discounts redeemed by customers | $ 1,400 |
BASIS OF PRESENTATION AND SUM_9
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Other Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Vendor Allowances | |||
Vendor allowances reducing cost of sales | $ 66.7 | $ 74 | $ 86.7 |
Advertising Expenditures | |||
Advertising expenses | 86 | 95.6 | 104.5 |
Minimum | |||
Research and Development | |||
Research and development costs | $ 4 | ||
Maximum | |||
Research and Development | |||
Research and development costs | $ 15 | $ 9 |
BASIS OF PRESENTATION AND SU_10
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) | Dec. 31, 2019 |
Accounting Policies [Abstract] | |
Lease term | 12 months |
- Recently Adopted Accounting P
- Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | Jan. 02, 2019 | Dec. 31, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease, liability | $ 442,515 | ||
Right-of-use assets | $ 350,579 | ||
Cumulative effect of new accounting principle in period of adoption | $ 59,936 | ||
Retained Earnings | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cumulative effect of new accounting principle in period of adoption | 59,936 | ||
Accounting Standards Update 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease, liability | 550,200 | ||
Right-of-use assets | 504,200 | ||
Deferred rent | 53,300 | ||
Prepaid rent | 7,300 | ||
Operating lease, impairment loss | $ 79,800 | ||
Accounting Standards Update 2016-02, Right-Of-Use Asset Impairment | Retained Earnings | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cumulative effect of new accounting principle in period of adoption | $ 19,800 |
REVENUE - U.S. and Canada Reven
REVENUE - U.S. and Canada Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 | |
Deferred revenue | $ 24,400 | |||||||||||
Recognition of deferred revenue | $ 1,400 | |||||||||||
Operating Segment | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 2,103,693 | 2,617,734 | 2,646,275 | |||||||||
Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 1,822,327 | 1,951,220 | 2,018,931 | |||||||||
Product Sales | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 1,397,782 | 1,498,480 | 1,541,586 | |||||||||
Protein | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 295,135 | 320,751 | 338,773 | |||||||||
Performance supplements | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 283,473 | 280,835 | 281,532 | |||||||||
Weight management | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 100,356 | 128,723 | 140,148 | |||||||||
Vitamins | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 180,742 | 195,853 | 203,569 | |||||||||
Herbs / Greens | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 59,578 | 66,025 | 66,324 | |||||||||
Wellness | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 179,059 | 191,995 | 196,942 | |||||||||
Health / Beauty | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 179,015 | 181,185 | 190,977 | |||||||||
Food / Drink | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 98,134 | 109,094 | 94,390 | |||||||||
General merchandise | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 22,290 | 24,019 | 28,931 | |||||||||
Wholesale sales to franchisees | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 219,644 | 225,106 | 242,521 | |||||||||
Royalties and franchise fees | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 31,527 | 32,733 | 35,212 | |||||||||
Sublease income | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 42,282 | 45,506 | 48,972 | |||||||||
Cooperative advertising and other franchise support fees | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 18,530 | 20,815 | 23,424 | |||||||||
Gold Card revenue recognized in U.S. | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | 0 | 0 | 24,399 | |||||||||
Other | Operating Segment | U.S. and Canada | ||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||
Revenue | $ 112,562 | $ 128,580 | $ 102,817 |
REVENUE - International Revenue
REVENUE - International Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 |
Operating Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 2,103,693 | 2,617,734 | 2,646,275 | ||||||||
Operating Segment | International | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 158,167 | 191,409 | 177,778 | ||||||||
Operating Segment | International | Wholesale sales to franchisees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 101,609 | 107,627 | 104,384 | ||||||||
Operating Segment | International | Royalties and franchise fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 25,902 | 26,503 | 26,609 | ||||||||
Operating Segment | International | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 30,656 | $ 57,279 | $ 46,785 |
- Manufacturing_Wholesale Reven
- Manufacturing/Wholesale Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 |
Manufacturing / Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 13,200 | ||||||||||
Operating Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 2,103,693 | 2,617,734 | 2,646,275 | ||||||||
Operating Segment | Manufacturing / Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 123,199 | 475,105 | 449,566 | ||||||||
Operating Segment | Manufacturing / Wholesale | Third-party contract manufacturing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 15,783 | 123,322 | 128,914 | ||||||||
Operating Segment | Manufacturing / Wholesale | Wholesale partner sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 71,911 | 87,572 | 89,157 | ||||||||
Intersegment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | (35,505) | (264,211) | (231,495) | ||||||||
Intersegment | Manufacturing / Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | (35,505) | (264,211) | (231,495) | ||||||||
Intersegment | Manufacturing / Wholesale | Intersegment sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 35,505 | $ 264,211 | $ 231,495 |
REVENUE - Revenue by Geography
REVENUE - Revenue by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 |
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 1,962,650 | 2,205,669 | 2,332,880 | ||||||||
Foreign | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 105,538 | $ 147,854 | $ 148,082 |
REVENUE - Balances from Contrac
REVENUE - Balances from Contract with Customer (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Contract liabilities: | ||
Contract assets | $ 25,500 | |
Deferred revenue | $ 34,253 | 37,629 |
Revenue, performance obligation | 33,500 | |
Franchise Fees | ||
Contract liabilities: | ||
Balance at end of period | 28,300 | |
Deferred revenue | 6,300 | |
Deferred franchise and license fees | ||
Contract liabilities: | ||
Balance at beginning of period | 33,464 | 38,011 |
Recognition of revenue included in beginning balance | (10,423) | (7,745) |
Contract liability, net of revenue, recognized during the period | 5,252 | 3,198 |
Balance at end of period | 28,293 | 33,464 |
PRO Access and loyalty program points () | ||
Contract liabilities: | ||
Balance at beginning of period | 24,836 | 24,464 |
Recognition of revenue included in beginning balance | (24,836) | (24,464) |
Contract liability, net of revenue, recognized during the period | 22,896 | 24,836 |
Balance at end of period | 22,896 | 24,836 |
Gift card liability | ||
Contract liabilities: | ||
Balance at beginning of period | 3,416 | 4,172 |
Recognition of revenue included in beginning balance | (2,049) | (2,562) |
Contract liability, net of revenue, recognized during the period | 1,743 | 1,806 |
Balance at end of period | $ 3,110 | $ 3,416 |
INVENTORY - Schedule of Invento
INVENTORY - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Finished product ready for sale | $ 387,655 | $ 416,113 |
Work-in-process, bulk product and raw materials | 0 | 46,520 |
Packaging supplies | 0 | 2,939 |
Inventory | $ 387,655 | $ 465,572 |
INCOME TAXES - Summary of Inco
INCOME TAXES - Summary of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax [Line Items] | |||
Income (loss) before income taxes | $ 9,757 | $ 57,475 | $ (310,041) |
Domestic | |||
Income Tax [Line Items] | |||
Income (loss) before income taxes | 9,781 | 38,918 | (298,351) |
Foreign | |||
Income Tax [Line Items] | |||
Income (loss) before income taxes | $ (24) | $ 18,557 | $ (11,690) |
INCOME TAXES - Summary of In_2
INCOME TAXES - Summary of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
Federal | $ 17,130 | $ 277 | $ 23,965 |
State | 3,379 | 4,646 | 4,458 |
Foreign | 3,764 | 6,037 | 3,376 |
Total current income tax expense | 24,273 | 10,960 | 31,799 |
Deferred: | |||
Federal | 3,393 | (11,069) | (177,272) |
State | 18,188 | (11,284) | (13,710) |
Foreign | (985) | (912) | (596) |
Total deferred income tax expense (benefit) | 20,596 | (23,265) | (191,578) |
Total income tax expense (benefit) | $ 44,869 | $ (12,305) | $ (159,779) |
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 | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||||
U.S. federal statutory income tax | $ 2,049 | $ 12,070 | $ (108,532) | |
Increase (reduction) resulting from: | ||||
State income tax, net of federal tax benefit | 3,014 | (5,600) | (3,224) | |
International operations | 2,085 | 856 | (2,431) | |
Foreign derived intangible income | (484) | (2,003) | 0 | |
Global intangible low taxed income | 305 | 4,005 | 0 | |
Premiums paid to wholly owned subsidiary company | (221) | (221) | (368) | |
Nondeductible goodwill | 0 | 0 | 6,219 | |
Brand impairment | 0 | 0 | 50,957 | |
Exchange of convertible senior notes | 40 | 0 | (9,529) | |
Loss (gain) on forward contracts for the issuance of the convertible preferred stock | 3,525 | (18,678) | 0 | |
Formation of the joint ventures | 8,067 | 0 | 0 | |
Change in valuation allowance | $ 27,100 | 27,117 | 2,547 | (3,294) |
Stock based compensation | 971 | 1,859 | 1,651 | |
Federal tax credits and income deductions | (3,642) | (5,305) | (2,448) | |
Tax impact of uncertain tax positions | 4,831 | 1,028 | 295 | |
Return to provision adjustment | (3,093) | (1,073) | (3,852) | |
Impact of 2017 Tax Act | 0 | (3,583) | (86,786) | |
Other permanent differences | 305 | 1,793 | 1,563 | |
Total income tax expense (benefit) | $ 44,869 | $ (12,305) | $ (159,779) |
INCOME TAXES - Narrative (Deta
INCOME TAXES - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | ||||
Income tax expense (benefit) | $ 44,869,000 | $ (12,305,000) | $ (159,779,000) | |
Increase in valuation allowance | $ 27,100,000 | 27,117,000 | 2,547,000 | (3,294,000) |
Tax increase from transfer of Nutra manufacturing net assets to Manufacturing JV | 7,600,000 | |||
Tax impact of uncertain tax positions | 4,831,000 | 1,028,000 | 295,000 | |
Loss (gain) on forward contracts for the issuance of the convertible preferred stock | 3,525,000 | (18,678,000) | 0 | |
Discrete tax benefit | 0 | 3,583,000 | 86,786,000 | |
Deferred tax assets, NOL carryforwards | 30,395,000 | 30,395,000 | 35,243,000 | |
Deferred tax asset partial valuation allowance | 27,100,000 | 27,100,000 | ||
Decrease in valuation allowance | 4,800,000 | 4,800,000 | ||
Operating loss carryforwards, valuation allowance | 18,600,000 | 18,600,000 | ||
Deferred tax assets, valuation allowance | 42,348,000 | 42,348,000 | 20,025,000 | |
Deferred tax assets, tax credit carryforwards, foreign | 1,100,000 | 1,100,000 | ||
Valuation allowance adjustment | 4,800,000 | |||
Additions for tax positions taken during current period | 180,000 | 882,000 | $ 748,000 | |
Accrued interest and penalties | 2,400,000 | 2,400,000 | 2,000,000 | |
Unrecognized tax benefits that if recognized would affect the effective tax rate | 13,100,000 | 13,100,000 | ||
Internal Revenue Code | ||||
Operating Loss Carryforwards [Line Items] | ||||
Deferred tax assets, valuation allowance | 7,400,000 | 7,400,000 | ||
State and Local Jurisdiction | ||||
Operating Loss Carryforwards [Line Items] | ||||
Deferred tax assets, NOL carryforwards | 344,400,000 | 344,400,000 | ||
Deferred tax assets, tax credit carryforwards | 5,000,000 | 5,000,000 | ||
Additions for tax positions taken during current period | 3,800,000 | |||
Foreign Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Deferred tax assets, tax credit carryforwards | 1,100,000 | 1,100,000 | ||
Domestic Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Deferred tax assets, NOL carryforwards | $ 0 | $ 0 | ||
Chinese Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Valuation allowance adjustment | 3,700,000 | |||
Puerto Rican Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Valuation allowance adjustment | $ 1,100,000 |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Operating reserves | $ 4,642 | $ 5,787 |
Deferred revenue | 7,402 | 9,118 |
Net operating loss and credit carryforwards | 30,395 | 35,243 |
Lease liabilities | 89,975 | 6,842 |
Fixed assets | 8,941 | 12,632 |
Stock-based compensation | 3,599 | 3,479 |
Interest limitation | 29,205 | 20,073 |
Other | 2,456 | 3,938 |
Valuation allowance | (42,348) | (20,025) |
Total deferred tax assets | 134,267 | 77,087 |
Deferred tax liabilities: | ||
Prepaid expenses | (4,850) | (3,820) |
Right-of-use assets | (68,116) | |
Intangible assets | (91,673) | (100,709) |
Convertible senior notes | (1,214) | (3,616) |
Total deferred tax liabilities | (165,853) | (108,145) |
Net deferred tax liability after valuation allowance | $ (31,586) | $ (31,058) |
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, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | |||
Balance of unrecognized tax benefits at beginning of period | $ 6,950 | $ 5,774 | $ 6,456 |
Additions for tax positions taken during current period | 180 | 882 | 748 |
Additions for tax positions taken during prior periods | 4,774 | 715 | 192 |
Reductions for tax positions taken during prior periods | (800) | (421) | (675) |
Settlements | (385) | 0 | (947) |
Balance of unrecognized tax benefits at end of period | $ 10,719 | $ 6,950 | $ 5,774 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Impairment Charges (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Long-lived asset impairments | $ 14,600,000 | $ 0 | $ 38,236,000 | $ 457,794,000 |
Goodwill | 0 | 0 | ||
Total long-lived asset impairment charges | 0 | 38,236,000 | 457,794,000 | |
Lucky Vitamin | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Long-lived asset impairments | 0 | 0 | 19,356,000 | |
Other Store Closing Costs | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Long-lived asset impairments | 0 | 5,035,000 | 0 | |
Property, Plant and Equipment | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Long-lived asset impairments | 0 | 9,521,000 | 18,555,000 | |
Manufacturing / Wholesale | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Long-lived asset impairments | 24,300,000 | |||
Goodwill | 0 | 0 | 24,283,000 | |
Brand Name | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Long-lived asset impairments | $ 0 | $ 23,680,000 | $ 395,600,000 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Mar. 31, 2007USD ($) |
Acquisitions | |||||||
Impairment of indefinite lived intangible asset | $ 0 | ||||||
Indefinite-lived intangible assets | 300,720,000 | $ 300,720,000 | $ 720,000,000 | $ 720,000,000 | |||
Goodwill | $ 0 | 0 | |||||
Discounted cash flow method, weight | 50.00% | ||||||
Market approach, weight | 50.00% | ||||||
Long-lived asset impairments | $ 14,600,000 | $ 0 | 38,236,000 | 457,794,000 | |||
Goodwill | 79,109,000 | 140,764,000 | 141,029,000 | $ 600,000,000 | |||
Amortization expense | 5,900,000 | 7,000,000 | 7,400,000 | ||||
Lucky Vitamin | |||||||
Acquisitions | |||||||
Long-lived asset impairments | 0 | 0 | 19,356,000 | ||||
Loss on disposition of business | $ 1,700,000 | ||||||
Purchase price of sold acquisition | $ 6,400,000 | ||||||
Lucky Vitamin Reporting Unit | |||||||
Acquisitions | |||||||
Goodwill | $ 11,500,000 | ||||||
Goodwill | 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 | ||||||
Manufacturing / Wholesale | |||||||
Acquisitions | |||||||
Goodwill | 0 | 0 | 24,283,000 | ||||
Long-lived asset impairments | 24,300,000 | ||||||
Goodwill | 26,528,000 | 88,070,000 | 88,070,000 | ||||
U.S. and Canada | |||||||
Acquisitions | |||||||
Impairment of indefinite lived intangible asset | 23,700,000 | 395,600,000 | |||||
Long-lived asset impairments | $ 14,600,000 | 36,100,000 | 412,500,000 | ||||
Goodwill | $ 9,251,000 | 9,251,000 | 9,251,000 | ||||
U.S. and Canada | Long-lived asset impairments | |||||||
Acquisitions | |||||||
Long-lived asset impairments | 19,400,000 | ||||||
UNITED STATES | |||||||
Acquisitions | |||||||
Impairment of indefinite lived intangible asset | 21,600,000 | 394,000,000 | |||||
Indefinite-lived intangible assets | 394,000,000 | ||||||
CANADA | |||||||
Acquisitions | |||||||
Impairment of indefinite lived intangible asset | 2,100,000 | 1,600,000 | |||||
Indefinite-lived intangible assets | 1,600,000 | ||||||
Measurement Input, Expected Term | Goodwill | Reporting Unit | |||||||
Acquisitions | |||||||
Fair value measurement input term (in years) | 10 years | ||||||
Measurement Input, Discount Rate | Minimum | Goodwill | Reporting Unit | |||||||
Acquisitions | |||||||
Fair value measurement input | 0.16 | ||||||
Measurement Input, Discount Rate | Maximum | Goodwill | Reporting Unit | |||||||
Acquisitions | |||||||
Fair value measurement input | 0.19 | ||||||
Brand Name | |||||||
Acquisitions | |||||||
Long-lived asset impairments | $ 0 | $ 23,680,000 | $ 395,600,000 | ||||
Brand Name | Measurement Input, Expected Term | Goodwill | |||||||
Acquisitions | |||||||
Fair value measurement input term (in years) | 10 years |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Summary of Goodwill Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Changes in goodwill during the period | ||
Balance at the beginning of the period | $ 140,764 | $ 141,029 |
Translation effect of exchange rates | (113) | (265) |
Nutra manufacturing net assets exchange | (61,542) | |
Total activity | (61,655) | (265) |
Balance at the end of the period | 79,109 | 140,764 |
Gross | 574,524 | 636,179 |
Accumulated impairments | (495,415) | (495,415) |
U.S. and Canada | ||
Changes in goodwill during the period | ||
Balance at the beginning of the period | 9,251 | 9,251 |
Translation effect of exchange rates | 0 | 0 |
Nutra manufacturing net assets exchange | 0 | |
Total activity | 0 | 0 |
Balance at the end of the period | 9,251 | 9,251 |
Gross | 389,895 | 389,895 |
Accumulated impairments | (380,644) | (380,644) |
International | ||
Changes in goodwill during the period | ||
Balance at the beginning of the period | 43,443 | 43,708 |
Translation effect of exchange rates | (113) | (265) |
Nutra manufacturing net assets exchange | 0 | |
Total activity | (113) | (265) |
Balance at the end of the period | 43,330 | 43,443 |
Gross | 43,330 | 43,443 |
Accumulated impairments | 0 | 0 |
Manufacturing / Wholesale | ||
Changes in goodwill during the period | ||
Balance at the beginning of the period | 88,070 | 88,070 |
Translation effect of exchange rates | 0 | 0 |
Nutra manufacturing net assets exchange | (61,542) | |
Total activity | (61,542) | 0 |
Balance at the end of the period | 26,528 | 88,070 |
Gross | 141,299 | 202,841 |
Accumulated impairments | $ (114,771) | $ (114,771) |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Schedule of Gross Carrying Amount and Accumulated Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization/ Impairment | $ (497,187) | $ (505,691) |
Total future amortization expense | 71,298 | |
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Intangible assets, gross (excluding goodwill) | 869,205 | 899,138 |
Intangible assets, net (excluding goodwill) | $ 372,018 | 393,447 |
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 | (13,619) | (12,566) |
Total future amortization expense | $ 17,381 | 18,434 |
Franchise agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 25 years | |
Gross | $ 70,000 | 70,000 |
Accumulated Amortization/ Impairment | (35,817) | (33,017) |
Total future amortization expense | $ 34,183 | 36,983 |
Manufacturing agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 25 years | |
Gross | $ 40,000 | 70,000 |
Accumulated Amortization/ Impairment | (20,467) | (33,017) |
Total future amortization expense | $ 19,533 | 36,983 |
Other intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 6 years 9 months 18 days | |
Gross | $ 639 | 652 |
Accumulated Amortization/ Impairment | (529) | (449) |
Total future amortization expense | $ 110 | 203 |
Franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Life | 3 years | |
Gross | $ 7,566 | 7,486 |
Accumulated Amortization/ Impairment | (7,475) | (7,362) |
Total future amortization expense | 91 | 124 |
Brand Name | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Gross | 720,000 | 720,000 |
Accumulated Amortization/ Impairment | (419,280) | (419,280) |
Carrying Amount | $ 300,720 | $ 300,720 |
GOODWILL AND INTANGIBLE ASSET_6
GOODWILL AND INTANGIBLE ASSETS - Schedule of Future Estimated Amortization Expense (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 5,579 |
2021 | 5,488 |
2022 | 5,469 |
2023 | 5,469 |
2024 | 5,459 |
Thereafter | 43,834 |
Total future amortization expense | $ 71,298 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET - Summary of Property, Plant and Equipment (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, plant and equipment | ||||
Total property, plant and equipment | $ 357,979,000 | $ 504,776,000 | ||
Less: accumulated depreciation | (261,542,000) | (340,160,000) | ||
Less: accumulated impairment | (9,521,000) | (9,521,000) | ||
Net property, plant and equipment | 86,916,000 | 155,095,000 | ||
Depreciation expense | 29,600,000 | 40,100,000 | $ 49,400,000 | |
Impairment of property, plant and equipment | $ 9,500,000 | 0 | ||
Long-lived asset impairments | 14,600,000 | 0 | 38,236,000 | 457,794,000 |
Impairment of long-lived assets to be disposed of | 5,100,000 | |||
Land, buildings and improvements | ||||
Property, plant and equipment | ||||
Total property, plant and equipment | 21,971,000 | 74,062,000 | ||
Machinery and equipment | ||||
Property, plant and equipment | ||||
Total property, plant and equipment | 72,250,000 | 159,563,000 | ||
Leasehold improvements | ||||
Property, plant and equipment | ||||
Total property, plant and equipment | 106,954,000 | 107,089,000 | ||
Furniture and fixtures | ||||
Property, plant and equipment | ||||
Total property, plant and equipment | 101,738,000 | 108,196,000 | ||
Software | ||||
Property, plant and equipment | ||||
Total property, plant and equipment | 54,211,000 | 52,970,000 | ||
Construction in progress | ||||
Property, plant and equipment | ||||
Total property, plant and equipment | $ 855,000 | 2,896,000 | ||
U.S. and Canada | ||||
Property, plant and equipment | ||||
Impairment of property, plant and equipment | 18,600,000 | |||
Long-lived asset impairments | $ 14,600,000 | $ 36,100,000 | $ 412,500,000 |
LONG-TERM DEBT _ INTEREST EXP_3
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Feb. 28, 2018 |
Debt Instrument [Line Items] | |||
Total debt | $ 862,565 | $ 1,152,322 | |
Unpaid original issuance discount | 0 | 11,445 | $ 10,400 |
Debt issuance costs | (424) | (762) | |
Less: current maturities | (180,566) | (158,756) | |
Long-term debt | 681,999 | 993,566 | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | |||
Debt Instrument [Line Items] | |||
Debt instrument, unamortized discount | 3,900 | 11,500 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Total debt | 0 | 147,289 | |
Debt instrument, unamortized discount | 0 | 30,200 | |
Term Loan | Amended Term Loan Facility Due March 2021 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 704,300 | ||
FILO Term Loan | Term Loan | FILO Asset-based Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Total debt | 266,814 | 264,086 | |
Debt instrument, unamortized discount | 8,200 | 10,900 | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | |||
Debt Instrument [Line Items] | |||
Total debt | 154,675 | 175,504 | |
Debt instrument, unamortized discount | 3,898 | 11,489 | |
Original issuance discount | 524 | 1,572 | |
Tranche B-2 | Term Loan | Amended Term Loan Facility Due March 2021 | |||
Debt Instrument [Line Items] | |||
Total debt | 441,500 | 554,760 | |
Debt instrument, unamortized discount | $ 7,000 | $ 17,500 |
LONG-TERM DEBT _ INTEREST EXP_4
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Total Debt Principal Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Feb. 28, 2018 |
Debt Instrument [Line Items] | |||
2020 | $ 185,006 | ||
2021 | 422,553 | ||
2022 | 275,000 | ||
Total | 882,559 | ||
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | |||
Debt Instrument [Line Items] | |||
Debt instrument, unamortized discount | 3,900 | $ 11,500 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, unamortized discount | 0 | $ 30,200 | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | |||
Debt Instrument [Line Items] | |||
2020 | 159,097 | ||
2021 | 0 | ||
2022 | 0 | ||
Total | 159,097 | ||
Debt instrument, unamortized discount | 3,898 | 11,489 | |
Original issuance discount | 524 | 1,572 | |
Term Loan | FILO Term Loan | FILO Asset-based Term Loan Facility | |||
Debt Instrument [Line Items] | |||
2020 | 0 | ||
2021 | 0 | ||
2022 | 275,000 | ||
Total | 275,000 | ||
Debt instrument, unamortized discount | 8,200 | 10,900 | |
Tranche B-2 | Term Loan | Amended Term Loan Facility Due March 2021 | |||
Debt Instrument [Line Items] | |||
2020 | 25,909 | ||
2021 | 422,553 | ||
2022 | 0 | ||
Total | 448,462 | ||
Debt instrument, unamortized discount | $ 7,000 | $ 17,500 |
LONG-TERM DEBT _ INTEREST EXP_5
LONG-TERM DEBT / INTEREST EXPENSE - Senior Credit Facility: Issuance (Details) - USD ($) | Dec. 31, 2017 | Mar. 04, 2016 | Mar. 03, 2016 |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Amount available for borrowings under credit facility | $ 225,000,000 | $ 300,000,000 | $ 130,000,000 |
LONG-TERM DEBT _ INTEREST EXP_6
LONG-TERM DEBT / INTEREST EXPENSE - Senior Credit Facility: Refinancing (Details) - USD ($) | Mar. 11, 2019 | Feb. 13, 2019 | Jan. 02, 2019 | Nov. 09, 2018 | Nov. 08, 2018 | Nov. 07, 2018 | Feb. 28, 2018 | Apr. 30, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2022 | Dec. 31, 2023 | Jul. 01, 2023 | Mar. 25, 2020 | Mar. 01, 2019 | Feb. 28, 2019 | Jun. 13, 2018 | Mar. 04, 2016 | Mar. 03, 2016 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | $ 862,565,000 | $ 1,152,322,000 | ||||||||||||||||||||||
Loss on debt refinancing | $ 16,700,000 | 0 | 16,740,000 | $ 0 | ||||||||||||||||||||
Unpaid original issuance discount | $ 10,400,000 | 0 | 11,445,000 | |||||||||||||||||||||
Line of credit facility, remaining borrowing capacity | 9,900,000 | |||||||||||||||||||||||
IVC Joint Venture | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Proceeds for investment in newly formed joint venture | $ 101,000,000 | $ 99,200,000 | $ 101,000,000 | |||||||||||||||||||||
IVC Joint Venture | Subsequent Event | Forecast | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Proceeds for investment in newly formed joint venture | $ 75,000,000 | $ 75,000,000 | $ 75,000,000 | |||||||||||||||||||||
IVC Joint Venture | International Vitamin Corporation | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Ownership interest | 43.00% | |||||||||||||||||||||||
Convertible Preferred Stock | The Amendment | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Convertible preferred stock issued (in shares) | 299,950 | |||||||||||||||||||||||
Sale of stock, consideration received on transaction | $ 300,000,000 | |||||||||||||||||||||||
Preferred Stock | The Amendment, Initial Issuance | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Convertible preferred stock issued (in shares) | 149,950 | 50,000 | 100,000 | |||||||||||||||||||||
Purchase price | $ 150,000,000 | $ 50,000,000 | $ 100,000,000 | |||||||||||||||||||||
Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Repayments of secured debt | $ 100,000,000 | $ 100,000,000 | ||||||||||||||||||||||
Minimum | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective interest rate | 2.74% | |||||||||||||||||||||||
Maximum | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective interest rate | 2.82% | |||||||||||||||||||||||
Tranche B-1 Term Loan coupon | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | 0 | 147,289,000 | ||||||||||||||||||||||
Origination issuance discount (OID) | $ 30,200,000 | $ 0 | ||||||||||||||||||||||
Current OID due, percent | 2.00% | |||||||||||||||||||||||
Tranche B-1 Term Loan coupon | Minimum | LIBOR | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective interest rate | 8.80% | |||||||||||||||||||||||
Tranche B-1 Term Loan coupon | Maximum | LIBOR | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective interest rate | 10.60% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | $ 1,131,200,000 | |||||||||||||||||||||||
Repayments of secured debt | $ 147,312,000 | 4,550,000 | 40,853,000 | |||||||||||||||||||||
Term Loan Facility Due March 2019 | Tranche B-1 Term Loan coupon | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Minimum for notes repayment, refinanced, converted, discharged, or prepaid, For maturity date extension trigger | 50,000,000 | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | Tranche B-1 Term Loan coupon | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | $ 151,900,000 | |||||||||||||||||||||||
Repayments of secured debt | $ 114,000,000 | $ 147,300,000 | ||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Annual commitment fee | 0.375% | |||||||||||||||||||||||
Potential increase of unused capacity fee | 0.50% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Tranche B-1 | Letter of Credit | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Fee on outstanding balance | 2.00% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Tranche B-1 | Revolving Credit Facility | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Fronting fee (as a percentage) | 0.125% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | LIBOR | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Prime | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 0.50% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Minimum | Tranche B-1 | Revolving Credit Facility | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Fee on outstanding balance | 1.50% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Minimum | LIBOR | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Potential increase (decrease) on basis spread of variable rate | 0.25% | |||||||||||||||||||||||
Term Loan Facility Due March 2019 | FILO Term Loan | Maximum | LIBOR | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Potential increase (decrease) on basis spread of variable rate | 0.50% | |||||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | $ 225,000,000 | |||||||||||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 66,200,000 | |||||||||||||||||||||||
Revolving Credit Facility | Letter of Credit | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Minimum fixed charge coverage ratio | 1 | |||||||||||||||||||||||
Revolving Credit Facility | Letter of Credit | Through December 31, 2018 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Maximum net first lien leverage ratio | 5.50 | |||||||||||||||||||||||
Revolving Credit Facility | Letter of Credit | March 31, 2019 to December 31, 2019 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Maximum net first lien leverage ratio | 5 | |||||||||||||||||||||||
Revolving Credit Facility | Letter of Credit | Thereafter | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Maximum net first lien leverage ratio | 4.25 | |||||||||||||||||||||||
Revolving Credit Facility | FILO Term Loan | Letter of Credit | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Letters of credit outstanding | $ 4,900,000 | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Repayments of secured debt | $ 123,774,000 | 132,100,000 | 0 | |||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | 704,300,000 | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective interest rate | 5.70% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Term loan facility, outstanding | $ 441,500,000 | 554,760,000 | ||||||||||||||||||||||
Annual principal payment | $ 43,000,000 | |||||||||||||||||||||||
Origination issuance discount (OID) | $ 7,000,000 | 17,500,000 | ||||||||||||||||||||||
Current OID due, percent | 2.00% | 2.00% | ||||||||||||||||||||||
Effective interest rate | 11.80% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Initial Rate | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Mandatory prepayment, percent of excess cash flows | 75.00% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Reduced Rate | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Mandatory prepayment, percent of excess cash flows | 50.00% | |||||||||||||||||||||||
Payments for excess cash flows | $ 25,900,000 | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Reduced Rate | Tranche B-2 | Forecast | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Payments for excess cash flows | $ 25,900,000 | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | LIBOR | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 2.50% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | LIBOR | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 8.75% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Prime | Tranche B-1 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Prime | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 7.75% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Minimum | Reduced Rate | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Payments for excess cash flows | 49,800,000 | |||||||||||||||||||||||
Pre-payments for Excess Cash Flows | $ 9,800,000 | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Minimum | LIBOR | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 8.25% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Minimum | Prime | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 7.25% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Maximum | LIBOR | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 9.25% | |||||||||||||||||||||||
Amended Term Loan Facility Due March 2021 | Tranche B-1 Term Loan coupon | Maximum | Prime | Tranche B-2 | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 8.25% | |||||||||||||||||||||||
FILO Asset-based Term Loan Facility | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Loss on debt refinancing | $ 16,700,000 | |||||||||||||||||||||||
Term Loan | FILO Asset-based Term Loan Facility | FILO Term Loan | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Amount available for borrowings under credit facility | $ 275,000,000 | |||||||||||||||||||||||
Term loan facility, outstanding | 266,814,000 | 264,086,000 | ||||||||||||||||||||||
Origination issuance discount (OID) | $ 8,200,000 | $ 10,900,000 | ||||||||||||||||||||||
Effective interest rate | 9.50% | |||||||||||||||||||||||
Term Loan | FILO Asset-based Term Loan Facility | FILO Term Loan | LIBOR | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 7.00% | |||||||||||||||||||||||
Term Loan | FILO Asset-based Term Loan Facility | FILO Term Loan | Minimum | LIBOR | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Basis spread on variable rate | 6.50% | |||||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Amount available for borrowings under credit facility | $ 225,000,000 | $ 300,000,000 | $ 130,000,000 | |||||||||||||||||||||
Revolving Credit Facility | Subsequent Event | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Letters of credit outstanding | $ 30,000,000 | |||||||||||||||||||||||
Revolving Credit Facility | FILO Term Loan | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Amount available for borrowings under credit facility | $ 100,000,000 | $ 81,000,000 | $ 100,000,000 | |||||||||||||||||||||
Unamortized debt issuance costs | $ 5,100,000 |
LONG-TERM DEBT _ INTEREST EXP_7
LONG-TERM DEBT / INTEREST EXPENSE - Convertible Debt: Issuance and Terms (Details) | Aug. 10, 2015USD ($)day$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | ||||
Issuance of shares associated with exchange of convertible senior notes | $ | $ 0 | $ 0 | $ 71,670,000 | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | ||||
Debt Instrument [Line Items] | ||||
Principal | $ | $ 287,500,000 | 159,097,000 | $ 188,565,000 | |
Interest rate | 1.50% | |||
Convertible debt, conversion rate (in shares) | 0.0151156 | |||
Issuance of shares associated with exchange of convertible senior notes | $ | $ 1,000 | |||
Convertible debt, conversion price (in dollars per share) | $ / shares | $ 66.16 | |||
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Redemption Prior to May 15, 2010 | Debt Instrument, Conversion, Option One | ||||
Debt Instrument [Line Items] | ||||
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 (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Redemption Prior to May 15, 2010 | Debt Instrument, Conversion, Option Two | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, consecutive trading days threshold | day | 10 | |||
Convertible debt, consecutive business days threshold | 5 days | |||
Convertible debt, ratio of trading price per $1,000 in principal amount | 98.00% |
LONG-TERM DEBT _ INTEREST EXP_8
LONG-TERM DEBT / INTEREST EXPENSE - Convertible Debt: Exchange (Details) - USD ($) $ in Thousands, shares in Millions | Dec. 20, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||||
Debt conversion, original debt, amount | $ 0 | $ 11,445 | $ 0 | ||
Issuance of shares associated with exchange of convertible senior notes | $ 0 | $ 0 | $ 71,670 | ||
Debt Exchange Transaction On December 20 2017 | |||||
Debt Instrument [Line Items] | |||||
Debt conversion, original debt, amount | $ 98,900 | ||||
Payments on tranche B-2 term loan | 15,000 | ||||
Convertible, beneficial conversion feature | 9,600 | ||||
Origination issuance discount (OID) | 1,400 | ||||
Fee amount | $ 1,200 | ||||
Gains on refranchising | $ 11,000 | ||||
Debt Exchange Transaction On December 20 2017 | Class A Common Stock | |||||
Debt Instrument [Line Items] | |||||
Exchange of convertible senior notes (in shares) | 14.6 | 14.6 | |||
Issuance of shares associated with exchange of convertible senior notes | $ 71,700 |
LONG-TERM DEBT _ INTEREST EXP_9
LONG-TERM DEBT / INTEREST EXPENSE - Convertible Debt: Repurchase (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||||
Repayments of convertible debt | $ 24,708 | $ 0 | $ 0 | |
Gain (loss) on repurchase of debt instrument | 3,214 | 0 | 10,996 | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, repurchased face amount | $ 29,500 | |||
Repayments of convertible debt | 24,700 | |||
Gain (loss) on repurchase of debt instrument | 3,200 | |||
Convertible, beneficial conversion feature | 1,300 | |||
Unamortized discount | $ 200 | $ 895 | $ 974 | $ 1,251 |
LONG-TERM DEBT _ INTEREST EX_10
LONG-TERM DEBT / INTEREST EXPENSE - Components of Convertible Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 10, 2015 |
Liability component | |||
Total debt | $ 862,565 | $ 1,152,322 | |
Equity component | |||
Debt instrument convertible carrying value | 100 | ||
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | |||
Liability component | |||
Conversion feature | (3,900) | (11,500) | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | |||
Liability component | |||
Principal | 159,097 | 188,565 | $ 287,500 |
Conversion feature | (3,898) | (11,489) | |
Discount related to debt issuance costs | (524) | (1,572) | |
Total debt | 154,675 | 175,504 | |
Equity component | |||
Conversion feature | 49,680 | 49,680 | |
Debt issuance costs | (1,421) | (1,421) | |
Deferred taxes | (16,540) | (16,620) | |
Net amount recorded in additional paid-in capital | $ 31,719 | $ 31,639 |
LONG-TERM DEBT _ INTEREST EX_11
LONG-TERM DEBT / INTEREST EXPENSE - Interest Rate Swaps (Details) $ in Millions | Jun. 30, 2021USD ($) | Feb. 28, 2021USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 13, 2018USD ($)interest_rate_swap |
Interest rate swaps | ||||||
Debt Instrument [Line Items] | ||||||
Number of interest rate swaps | interest_rate_swap | 2 | |||||
Interest rate swap one | ||||||
Debt Instrument [Line Items] | ||||||
Notional amount | $ 275 | |||||
Derivative interest floor rate (percentage) | 0.00% | |||||
Interest rate swap one | Forecast | ||||||
Debt Instrument [Line Items] | ||||||
Notional amount | $ 275 | |||||
Interest rate swap two | ||||||
Debt Instrument [Line Items] | ||||||
Notional amount | $ 175 | $ 225 | ||||
Derivative interest floor rate (percentage) | 0.75% | |||||
Interest rate swap two | Forecast | ||||||
Debt Instrument [Line Items] | ||||||
Notional amount | $ 225 | $ 75 | $ 125 | |||
Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument fixed rate | 2.82% | |||||
Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument fixed rate | 2.74% |
LONG-TERM DEBT _ INTEREST EX_12
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Derivative Financial Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ 6,940 | $ 3,210 |
Cumulative unrealized loss, net of tax | 4,251 | 3,259 |
Interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Cumulative unrealized loss, net of tax | 4,800 | 2,200 |
Interest rate cash flow hedge gain (loss) to be reclassified | 4,000 | |
Other current liabilities | Interest rate swap one | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | 5,013 | 0 |
Other long-term liabilities | Interest rate swap two | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ 1,927 | $ 3,210 |
LONG-TERM DEBT _ INTEREST EX_13
LONG-TERM DEBT / INTEREST EXPENSE - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||||
Interest income and other | $ (207) | $ (166) | $ 627 | |
Interest expense, net | 106,709 | 127,080 | 64,221 | |
Senior Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Amortization of discount and debt issuance costs | 13,609 | 15,648 | 2,413 | |
Interest expense, loss on debt financing, and amortization expense | 97,199 | 116,868 | 48,575 | |
Revolving Credit Facility | Senior Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 409 | 1,022 | 0 | |
Revolving Credit Facility | Terminated revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 0 | 316 | 4,685 | |
Tranche B-1 Term Loan coupon | ||||
Debt Instrument [Line Items] | ||||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 928 | 13,322 | 41,477 | |
FILO Term Loan | Term Loan | FILO Term Loan coupon | ||||
Debt Instrument [Line Items] | ||||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 27,380 | 22,143 | 0 | |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | ||||
Debt Instrument [Line Items] | ||||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | 2,576 | 2,828 | 4,272 | |
Amortization of discount and debt issuance costs | $ 200 | 895 | 974 | 1,251 |
Amortization of conversion feature | 6,246 | 6,576 | 9,496 | |
Interest expense, loss on debt financing, and amortization expense | 9,717 | 10,378 | 15,019 | |
Tranche B-2 | Tranche B-1 Term Loan coupon | Amended Term Loan Facility Due March 2021 | ||||
Debt Instrument [Line Items] | ||||
Interest expense, excluding amortization of conversion feature, discount and debt issuance costs | $ 54,873 | $ 64,417 | $ 0 |
EQUITY METHOD INVESTMENTS - Nar
EQUITY METHOD INVESTMENTS - Narrative (Details) - USD ($) $ in Thousands | Mar. 11, 2019 | Mar. 31, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2022 | Dec. 31, 2023 | Jul. 01, 2023 | Mar. 31, 2020 | Feb. 28, 2019 |
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 | |||||||
Accounts receivable | 8,900 | 8,900 | ||||||||||||||||
Manufacturing / Wholesale | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Revenue | 13,200 | |||||||||||||||||
China Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Deconsolidation, gain (loss) | 5,800 | |||||||||||||||||
Nutra Manufacturing Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Deconsolidation, gain (loss) | (27,100) | |||||||||||||||||
JV Framework Agreement | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Equity method investment, ownership percentage | 35.00% | |||||||||||||||||
Payment for investment in newly formed joint venture | $ 2,400 | |||||||||||||||||
Finished goods purchased | 156,000 | |||||||||||||||||
Accounts payable | $ 11,700 | $ 11,700 | ||||||||||||||||
Manufacturing JV capital contribution | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Payments to acquire interest in joint venture | $ 10,700 | |||||||||||||||||
IVC Joint Venture | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Proceeds for investment in newly formed joint venture | $ 101,000 | $ 99,200 | 101,000 | |||||||||||||||
IVC Joint Venture | Forecast | Subsequent Event | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Equity method investment, ownership percentage | 100.00% | 100.00% | ||||||||||||||||
Proceeds for investment in newly formed joint venture | $ 75,000 | $ 75,000 | $ 75,000 | |||||||||||||||
GNC Hong Kong Limited | JV Framework Agreement | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Equity method investment, ownership percentage | 35.00% | 35.00% | 35.00% | |||||||||||||||
IVC Joint Venture | International Vitamin Corporation | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Equity method investment, ownership percentage | 43.00% | 43.00% | ||||||||||||||||
Purchase price adjustment | $ 1,800 | |||||||||||||||||
Minimum | IVC Joint Venture | Forecast | Subsequent Event | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Equity investment on purchase price | $ 16,000 | |||||||||||||||||
Maximum | IVC Joint Venture | Forecast | Subsequent Event | ||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||
Equity investment on purchase price | $ 17,000 |
EQUITY METHOD INVESTMENTS - Sum
EQUITY METHOD INVESTMENTS - Summary of Equity Method Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Equity Method Investments [Line Items] | ||
Income from equity method investments | $ 5,296 | |
Distributions received from equity method investments | (3,856) | |
Total Equity method investments | 97,930 | $ 0 |
Manufacturing JV | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, underlying equity in net assets | 75,434 | |
Manufacturing JV capital contribution | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, underlying equity in net assets | 10,714 | |
HK JV and China JV | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, underlying equity in net assets | $ 10,342 |
DEFERRED REVENUE AND OTHER CU_3
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES - Deferred Revenue and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES | ||
Deferred revenue | $ 34,253 | $ 37,629 |
Accrued compensation and related benefits | 35,850 | 38,866 |
Accrued occupancy | 1,929 | 9,106 |
Accrued sales tax | 1,914 | 2,571 |
Accrued interest | 3,776 | 1,828 |
Interest rate swap | 5,013 | 0 |
Other current liabilities | 23,057 | 30,169 |
Total deferred revenue and other current liabilities | $ 105,792 | $ 120,169 |
FAIR VALUE MEASUREMENTS AND F_3
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value of the Term Loan Facility and Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Actual and estimated fair values of the financial instruments | ||
Derivative liability | $ 6,940 | $ 3,210 |
FILO Asset-based Term Loan Facility | FILO Term Loan | Level 2 | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 266,814 | 264,086 |
FILO Asset-based Term Loan Facility | FILO Term Loan | Level 2 | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 265,851 | 260,125 |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Level 2 | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 154,675 | 175,504 |
Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Notes (net of $3.9 million and $11.5 million conversion feature and $0.5 million and $1.6 million discount) | Level 2 | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 148,488 | 131,628 |
Forward contracts | Level 2 | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Derivative asset | 0 | 88,942 |
Forward contracts | Level 2 | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Derivative asset | 0 | 88,942 |
Interest rate swaps | Level 2 | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Derivative liability | 6,940 | 3,210 |
Interest rate swaps | Level 2 | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Derivative liability | 6,940 | 3,210 |
Tranche B-1 | Amended Term Loan Facility Due March 2021 | Term Loan | Level 2 | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 0 | 147,289 |
Tranche B-1 | Amended Term Loan Facility Due March 2021 | Term Loan | Level 2 | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 0 | 145,080 |
Tranche B-2 | Amended Term Loan Facility Due March 2021 | Term Loan | Level 2 | Carrying Amount | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | 441,500 | 554,760 |
Tranche B-2 | Amended Term Loan Facility Due March 2021 | Term Loan | Level 2 | Fair Value | ||
Actual and estimated fair values of the financial instruments | ||
Long term debt | $ 414,321 | $ 511,766 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 01, 2019 | |
Lessee, Lease, Description [Line Items] | ||||
Renewal term | 10 years | |||
Weighted average remaining lease term | 5 years 1 month 6 days | |||
Weighted average discount rate (as a Percentage) | 10.00% | |||
Operating lease, liability | $ 442,515 | |||
Current lease liabilities | 112,005 | |||
Right-of-use assets | 350,579 | |||
Sublease income | $ 42,300 | $ 45,500 | $ 49,000 | |
Lease term | 12 months | |||
JV Framework Agreement | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 1 year | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 1 year | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 15 years |
LEASES - Summary Of Leases (Det
LEASES - Summary Of Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |
Operating lease costs | $ 150,255 |
Variable lease costs | 14,855 |
Rent expenses | 132,878 |
Cash paid for amounts included in the measurement of operating lease liabilities | 182,808 |
Right-of-use assets obtained in exchange for operating lease liabilities | 24,610 |
Company Owned Franchise Stores | |
Lessee, Lease, Description [Line Items] | |
Rent expenses | 165,110 |
Warehouses, Vehicles, And Other Equipment | |
Lessee, Lease, Description [Line Items] | |
Rent expenses | $ 32,232 |
LEASES - Maturity of Lease Obli
LEASES - Maturity of Lease Obligations (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Minimum Future Obligations | |
2020 | $ 149,432 |
2021 | 117,570 |
2022 | 86,801 |
2023 | 64,037 |
2024 | 47,493 |
Thereafter | 100,157 |
Total future obligations | 565,490 |
Less amounts representing interest | (122,975) |
Present value of lease obligations | 442,515 |
Sublease Income from Franchisees | |
2020 | (27,625) |
2021 | (22,242) |
2022 | (16,962) |
2023 | (12,501) |
2024 | (8,657) |
Thereafter | (21,038) |
Total future obligations | 109,025 |
Rent on Operating Leases, net of Sublease Revenue | |
2020 | 121,807 |
2021 | 95,328 |
2022 | 69,839 |
2023 | 51,536 |
2024 | 38,836 |
Thereafter | 79,119 |
Total future obligations | 456,465 |
Operating Leases for Company-Owned and Franchise Stores | |
Minimum Future Obligations | |
2020 | 144,635 |
2021 | 114,021 |
2022 | 84,786 |
2023 | 62,683 |
2024 | 46,289 |
Thereafter | 94,657 |
Total future obligations | 547,071 |
Warehouses, Vehicles, And Other Equipment | |
Minimum Future Obligations | |
2020 | 4,797 |
2021 | 3,549 |
2022 | 2,015 |
2023 | 1,354 |
2024 | 1,204 |
Thereafter | 5,498 |
Total future obligations | $ 18,417 |
LEASES - Components of Rent Ex
LEASES - Components of Rent Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Company-owned and franchise stores: | ||
Rent on operating leases | $ 184,875 | $ 193,398 |
Landlord related taxes | 27,191 | 27,872 |
Common operating expenses | 44,120 | 45,866 |
Percent and contingent rent | 17,177 | 17,870 |
Total company-owned and franchise stores | 273,363 | 285,006 |
Other | 20,932 | 22,446 |
Total rent expense | $ 294,295 | $ 307,452 |
LEASES - Schedule of Minimum F
LEASES - Schedule of Minimum Future Obligations for Non-Cancelable Operating Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Minimum Future Obligations | |
2019 | $ 168,981 |
2020 | 131,886 |
2021 | 99,185 |
2022 | 67,214 |
2023 | 41,088 |
Thereafter | 62,903 |
Total future obligations | 571,257 |
Sublease Income from Franchisees | |
2019 | (29,867) |
2020 | (23,631) |
2021 | (16,782) |
2022 | (10,285) |
2023 | (4,717) |
Thereafter | (4,238) |
Total future obligations | (89,520) |
Rent on Operating Leases, net of Sublease Revenue | |
2019 | 139,114 |
2020 | 108,255 |
2021 | 82,403 |
2022 | 56,929 |
2023 | 36,371 |
Thereafter | 58,665 |
Total future obligations | 481,737 |
Operating Leases for Company-Owned and Franchise Stores | |
Minimum Future Obligations | |
2019 | 162,910 |
2020 | 126,312 |
2021 | 95,000 |
2022 | 64,735 |
2023 | 39,798 |
Thereafter | 56,200 |
Total future obligations | 544,955 |
Warehouses, Vehicles, And Other Equipment | |
Minimum Future Obligations | |
2019 | 6,071 |
2020 | 5,574 |
2021 | 4,185 |
2022 | 2,479 |
2023 | 1,290 |
Thereafter | 6,703 |
Total future obligations | $ 26,302 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES - Narrative (Details) | Feb. 29, 2012action | Dec. 31, 2016 | Dec. 31, 2019USD ($)lawsuit |
Commitments and contingencies | |||
Liability related to environmental loss contingency recorded | $ 0 | ||
Amount of future purchase commitments | 31,400,000 | ||
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 | 27 |
MEZZANINE EQUITY - Narrative (D
MEZZANINE EQUITY - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 13, 2019 | Jan. 02, 2019 | Nov. 08, 2018 | Feb. 13, 2018 | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Temporary Equity [Line Items] | ||||||||||
Preferred stock, shares authorized (in shares) | 60,000,000 | |||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||||||
Gain on forward contracts for the issuance of convertible preferred stock | $ (16,800) | $ 88,900 | $ (16,787) | $ 88,942 | $ 0 | |||||
Temporary equity, stock issued during period, value | $ 98,804 | 184,746 | ||||||||
Temporary equity, accreted dividends | 19,800 | |||||||||
Cumulative undeclared convertible preferred stock dividend | $ 18,810 | $ 957 | $ 0 | |||||||
SPA Amendment, Initial Issuance | ||||||||||
Temporary Equity [Line Items] | ||||||||||
Convertible preferred stock issued (in shares) | 100,000 | |||||||||
Sale of stock, consideration received on transaction | $ 100,000 | |||||||||
SPA Amendment, First Subsequent Issuance | ||||||||||
Temporary Equity [Line Items] | ||||||||||
Convertible preferred stock issued (in shares) | 50,000 | |||||||||
Sale of stock, consideration received on transaction | $ 50,000 | |||||||||
SPA Amendment, Second Subsequent Issuance | ||||||||||
Temporary Equity [Line Items] | ||||||||||
Convertible preferred stock issued (in shares) | 149,950 | |||||||||
Sale of stock, consideration received on transaction | $ 150,000 | |||||||||
Redeemable Convertible Preferred Stock | ||||||||||
Temporary Equity [Line Items] | ||||||||||
Preferred stock, par value (in dollars per share) | $ 1,000 | $ 1,000 | $ 1,000 | |||||||
Convertible preferred stock, shares issued (in shares) | 100,000 | 299,950 | 100,000 | |||||||
Temporary equity, stock issued during period, value | $ 300,000 | $ 100,000 | ||||||||
Redeemable Convertible Preferred Stock | SPA Amendment, Private Placement | ||||||||||
Temporary Equity [Line Items] | ||||||||||
Convertible preferred stock issued (in shares) | 299,950 | |||||||||
Price per share (in dollars per share) | $ 1,000 | |||||||||
Sale of stock, consideration received on transaction | $ 300,000 | |||||||||
Sale of stock, number of converted shares (in shares) | 56,100,000 | |||||||||
Initial conversion price (in dollars per share) | $ 5.35 | |||||||||
Series A Preferred Stock | ||||||||||
Temporary Equity [Line Items] | ||||||||||
Preferred stock, par value (in dollars per share) | $ 1,000 | |||||||||
Preferred stock, dividend rate, percentage | 6.50% |
MEZZANINE EQUITY - Mezzanine Eq
MEZZANINE EQUITY - Mezzanine Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |||
Beginning balance | $ 0 | $ 98,804 | $ 0 |
Convertible Preferred Stock, net of issuance cost | $ 98,804 | 184,746 | |
Change in fair value of the forward contracts | (72,155) | ||
Ending balance | $ 211,395 | $ 98,804 |
TREASURY STOCK - Narrative (De
TREASURY STOCK - Narrative (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 31, 2015 | Aug. 31, 2014 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, authorized amount | $ 1,000,000,000 | ||||
Shares repurchased | 0 | 0 | 0 | ||
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 |
EARNINGS PER SHARE - Basic and
EARNINGS PER SHARE - Basic and Dilutive Weighted Average Shares (Details) - shares shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Weighted average common shares outstanding - basic (in shares) | 83,878 | 83,823 | 83,663 | 83,510 | 83,476 | 83,412 | 83,332 | 83,232 | 83,720 | 83,364 | 68,789 |
Effect of dilutive stock-based compensation awards (in shares) | 0 | 115 | 0 | ||||||||
Effect of dilutive underlying shares of the convertible preferred stock (in shares) | 0 | 2,692 | 0 | ||||||||
Weighted average common shares outstanding - diluted (in shares) | 83,878 | 83,823 | 140,942 | 83,510 | 94,388 | 83,412 | 83,409 | 83,368 | 83,720 | 86,171 | 68,789 |
EARNINGS PER SHARE - Narrative
EARNINGS PER SHARE - Narrative (Details) - shares | Dec. 20, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Antidilutive awards excluded from computation of earnings per share (in shares) | 3,900,000 | 4,000,000 | ||
Weighted average convertible shares (in shares) | 0 | 2,692,000 | 0 | |
Anti-dilutive convertible shares (in shares) | 3,546,000 | |||
Convertible Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Anti-dilutive convertible shares (in shares) | 2,400,000 | 2,900,000 | ||
Redeemable Convertible Preferred Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Convertible preferred stock, shares outstanding (in shares) | 300,000 | 100,000 | ||
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) | 14,600,000 | 14,600,000 | ||
Redeemable Convertible Preferred Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Antidilutive awards excluded from computation of earnings per share (in shares) | 54,000,000 | 2,700,000 |
EARNINGS PER SHARE - Awards not
EARNINGS PER SHARE - Awards not Included in Computation of Diluted EPS (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive awards excluded from computation of earnings per share (in shares) | 3,900 | 4,000 | |
Performance-based restricted stock awards with a market condition | 281 | ||
Total stock-based awards excluded from diluted EPS | 3,546 | ||
Time-based Employee Stock Options And Restricted Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive awards excluded from computation of earnings per share (in shares) | 2,944 | ||
Performance-Based Restricted Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive awards excluded from computation of earnings per share (in shares) | 321 |
EARNINGS PER SHARE - Computatio
EARNINGS PER SHARE - Computation of Earnings per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Net income (loss) | $ (33,490) | $ (2,418) | $ 16,058 | $ (15,262) | $ 58,839 | $ (8,590) | $ 13,341 | $ 6,190 | $ (35,112) | $ 69,780 | $ (150,262) |
Income (Loss) From Continuing Operations Before Equity Method Investments | (40,408) | 69,780 | (150,262) | ||||||||
Cumulative undeclared convertible preferred stock dividend | 18,810 | 957 | 0 | ||||||||
Net (loss) income attributable to common shareholders | $ (53,922) | $ 68,823 | $ (150,262) | ||||||||
Weighted average common shares outstanding - basic (in shares) | 83,878 | 83,823 | 83,663 | 83,510 | 83,476 | 83,412 | 83,332 | 83,232 | 83,720 | 83,364 | 68,789 |
(Loss) income per common share - basic (in USD per share) | $ (0.46) | $ (0.09) | $ 0.13 | $ (0.23) | $ 0.69 | $ (0.10) | $ 0.16 | $ 0.07 | $ (0.64) | $ 0.83 | $ (2.18) |
Cumulative undeclared convertible preferred stock dividend | $ 18,810 | $ 0 | $ 0 | ||||||||
Net (loss) income attributable to common shareholders | $ (53,922) | $ 69,780 | $ (150,262) | ||||||||
Weighted average common shares outstanding - diluted (in shares) | 83,878 | 83,823 | 140,942 | 83,510 | 94,388 | 83,412 | 83,409 | 83,368 | 83,720 | 86,171 | 68,789 |
(Loss) income per common share - diluted (in USD per share) | $ (0.46) | $ (0.09) | $ 0.11 | $ (0.23) | $ 0.62 | $ (0.10) | $ 0.16 | $ 0.07 | $ (0.64) | $ 0.81 | $ (2.18) |
STOCK-BASED COMPENSATION - Nar
STOCK-BASED COMPENSATION - Narrative (Details) $ / shares in Units, $ in Thousands | Sep. 11, 2017USD ($)installmentshares | Dec. 31, 2019USD ($)plan$ / sharesshares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Number of stock-based employee compensation plans | plan | 3 | |||
Non-cash stock-based compensation expense | $ | $ 4,600 | $ 6,800 | $ 8,400 | |
Total unrecognized compensation cost related to non-vested stock awards | $ | $ 9,900 | |||
Weighted average period over which compensation cost related to non-vested stock awards is recognized | 1 year 4 months 24 days | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting period | 4 years | |||
Performance-Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Number of shares available for grant (in shares) | 4,500,000 | 2,200,000 | ||
Time-based stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Exercised (in shares) | 0 | 0 | 0 | |
Granted (in shares) | 0 | |||
Options, weighted average grant date fair value (in dollars per share) | $ / shares | $ 3.50 | |||
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) | 1,040,431 | 817,696 | ||
Intrinsic value of stock based awards other than options | $ | $ 2,800 | |||
Time-based restricted stock awards | Year 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 33.33% | |||
Time-based restricted stock awards | Year 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 33.33% | |||
Time-based restricted stock awards | Year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Annual vesting percentage | 33.33% | |||
Performance-based restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Restricted stock awards outstanding (in shares) | 954,937 | 277,817 | ||
Vesting period | 3 years | |||
Intrinsic value of stock based awards other than options | $ | $ 2,600 | |||
Performance-based restricted stock awards with a market condition | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Restricted stock awards outstanding (in shares) | 0 | 199,028 | ||
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% | |||
Chief Executive Officer | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Non-cash stock-based compensation expense | $ | $ 1,500 | |||
Chief Executive Officer | Restricted Stock | ||||
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 | Restricted Stock | 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 | Restricted Stock | 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 | Restricted Stock | 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 | Time-based stock options | Year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Stock options, nonvested outstanding (in shares) | 519,000 | |||
2018 Stock Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Number of shares authorized for issuance (in shares) | 20,200,000 | |||
Number of shares available for grant (in shares) | 6,600,000 | 11,100,000 | ||
2018 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) | 491,530 | |||
Restricted stock awards outstanding (in shares) | 1,040,431 | 817,696 | ||
Vesting period | 3 years | |||
Intrinsic value of stock based awards other than options | $ | $ 1,000 | $ 1,300 | $ 3,000 | |
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.62 | $ 10.01 | ||
2018 Stock Plan | Performance-based restricted stock units | ||||
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) | 954,937 | 277,817 | ||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 2.76 | $ 15.42 | ||
2018 Stock Plan | Performance-based restricted stock units | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting rights percentage | 0.00% | |||
2018 Stock Plan | Performance-based restricted stock units | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vesting rights percentage | 150.00% | |||
2018 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) | 0 | 199,028 | ||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 0 |
STOCK-BASED COMPENSATION - Sum
STOCK-BASED COMPENSATION - Summary of All Share Awards Outstanding Under All Plans (Details) - shares | Dec. 31, 2019 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Total share awards outstanding (in shares) | 3,892,477 | 3,468,029 |
Time-based stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Options outstanding (in shares) | 1,897,109 | 2,173,488 |
Time-based restricted stock awards | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Non-option stock awards outstanding (in shares) | 1,040,431 | 817,696 |
Performance-based restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Non-option stock awards outstanding (in shares) | 954,937 | 277,817 |
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) | 0 | 199,028 |
STOCK-BASED COMPENSATION - S_2
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, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Total Options | |||
Outstanding at the beginning of the period (in shares) | 2,173,488 | ||
Granted (in shares) | 0 | ||
Exercised (in shares) | 0 | 0 | 0 |
Forfeited and Expired (in shares) | (276,379) | ||
Outstanding at the end of the period (in shares) | 1,897,109 | 2,173,488 | |
Exercisable at the end of the period (in shares) | 1,107,266 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 10.76 | ||
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 0 | ||
Forfeited/Expired (in dollars per share) | 13.87 | ||
Outstanding at the end of the period (in dollars per share) | 10.30 | $ 10.76 | |
Exercisable at the end of the period (in dollars per share) | $ 10.90 | ||
Weighted Average Remaining Contractual Term (in years) | |||
Outstanding at the end of the period | 7 years 1 month 6 days | ||
Exercisable at the end of the period | 6 years 10 months 24 days | ||
Aggregate Intrinsic Value (in thousands) | |||
Outstanding at beginning of period | $ 0 | ||
Exercised | 0 | ||
Outstanding at the end of the period | 0 | $ 0 | |
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 | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Dividend yield | 0.00% |
Volatility, minimum | 38.20% |
Volatility, maximum | 40.80% |
Risk-free rate, minimum | 1.80% |
Risk-free rate, maximum | 2.10% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Expected term | 6 years |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Expected term | 6 years 3 months 18 days |
STOCK-BASED COMPENSATION - S_3
STOCK-BASED COMPENSATION - Summary of Restricted Stock Awards Granted (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2017 | |
Time-based restricted stock awards | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 817,696 | |
Balance at end of the period (in shares) | 1,040,431 | |
Performance-based restricted stock units | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 277,817 | |
Balance at end of the period (in shares) | 954,937 | |
Performance-based restricted stock awards with a market condition | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 199,028 | |
Balance at end of the period (in shares) | 0 | |
2018 Stock Plan | Time-based restricted stock awards | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 817,696 | |
Granted (in shares) | 749,462 | |
Vested (in shares) | (491,530) | |
Forfeited (in shares) | (35,197) | |
Balance at end of the period (in shares) | 1,040,431 | |
Weighted Average Grant-Date Fair Value | ||
Balance at beginning of the period (in dollars per share) | $ 7.74 | |
Granted (in dollars per share) | 1.62 | $ 10.01 |
Vested (in dollars per share) | 7.10 | |
Forfeited (in dollars per share) | 7.99 | |
Balance at end of the period (in dollars per share) | $ 3.63 | |
2018 Stock Plan | Performance-based restricted stock units | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 277,817 | |
Granted (in shares) | 1,130,055 | |
Vested (in shares) | 0 | |
Forfeited (in shares) | (452,935) | |
Balance at end of the period (in shares) | 954,937 | |
Weighted Average Grant-Date Fair Value | ||
Balance at beginning of the period (in dollars per share) | $ 4.18 | |
Granted (in dollars per share) | 2.76 | $ 15.42 |
Vested (in dollars per share) | 0 | |
Forfeited (in dollars per share) | 3.79 | |
Balance at end of the period (in dollars per share) | $ 2.68 | |
2018 Stock Plan | Performance-based restricted stock awards with a market condition | ||
Restricted Stock | ||
Balance at beginning of the period (in shares) | 199,028 | |
Granted (in shares) | 0 | |
Vested (in shares) | 0 | |
Forfeited (in shares) | (199,028) | |
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) | $ 8.03 | |
Granted (in dollars per share) | 0 | |
Vested (in dollars per share) | 0 | |
Forfeited (in dollars per share) | 8.03 | |
Balance at end of the period (in dollars per share) | $ 0 |
RETIREMENT PLANS - Narrative (D
RETIREMENT PLANS - Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)hour | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
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 | $ 1.5 | $ 1.9 | $ 2.1 |
Employee bonuses | 100.00% | ||
Employer's contribution to deferred compensation plan | $ 0.2 | $ 0.2 | $ 0.3 |
Minimum | |||
Defined Benefit Plan Disclosure | |||
Employee contributions, percent | 1.00% | ||
Employee's contribution | 3.00% | ||
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, 2019 | |
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 | ||
Sep. 30, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reportable segments | segment | 3 | |||
Segment Reporting Information [Line Items] | ||||
Long-lived asset impairments | $ 14,600 | $ 0 | $ 38,236 | $ 457,794 |
U.S. and Canada | ||||
Segment Reporting Information [Line Items] | ||||
Long-lived asset impairments | $ 14,600 | 36,100 | 412,500 | |
International | ||||
Segment Reporting Information [Line Items] | ||||
Long-lived asset impairments | $ 2,100 | 1,600 | ||
Manufacturing / Wholesale | ||||
Segment Reporting Information [Line Items] | ||||
Long-lived asset impairments | 24,300 | |||
Corporate and other | ||||
Segment Reporting Information [Line Items] | ||||
Long-lived asset impairments | $ 19,400 |
SEGMENTS - Key Financial Infor
SEGMENTS - Key Financial Information of the Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue: | |||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 |
Operating income (loss): | |||||||||||
Operating income (loss) | 13,889 | $ 26,654 | 48,718 | 35,482 | (2,881) | $ 19,961 | $ 48,884 | $ 46,389 | 124,743 | 112,353 | (256,816) |
Unallocated corporate and other costs | |||||||||||
Loss on net asset exchange for the formation of the joint ventures | $ 1,800 | 19,500 | 21,293 | 0 | 0 | ||||||
Interest expense, net | 106,709 | 127,080 | 64,221 | ||||||||
Gain on convertible debt and debt refinancing costs | (3,214) | 0 | (10,996) | ||||||||
Loss on debt refinancing | 0 | 16,740 | 0 | ||||||||
Loss (gain) on forward contracts for the issuance of convertible preferred stock | $ 16,800 | (88,900) | 16,787 | (88,942) | 0 | ||||||
Income (loss) before income taxes and income from equity method investments | 4,461 | 57,475 | (310,041) | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 35,422 | 47,105 | 56,809 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 15,151 | 18,981 | 32,123 | ||||||||
Total assets: | |||||||||||
Total assets | 1,650,587 | 1,527,850 | 1,650,587 | 1,527,850 | |||||||
Property, plant, and equipment, net: | |||||||||||
Property, plant, and equipment, net | 86,916 | 155,095 | 86,916 | 155,095 | |||||||
Right-of-use assets | 350,579 | 350,579 | |||||||||
United States | |||||||||||
Revenue: | |||||||||||
Revenue | 1,962,650 | 2,205,669 | 2,332,880 | ||||||||
Property, plant, and equipment, net: | |||||||||||
Property, plant, and equipment, net | 83,899 | 150,689 | 83,899 | 150,689 | |||||||
Foreign | |||||||||||
Revenue: | |||||||||||
Revenue | 105,538 | 147,854 | 148,082 | ||||||||
Property, plant, and equipment, net: | |||||||||||
Property, plant, and equipment, net | 3,017 | 4,406 | 3,017 | 4,406 | |||||||
Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | 13,200 | ||||||||||
Operating Segment | |||||||||||
Revenue: | |||||||||||
Revenue | 2,103,693 | 2,617,734 | 2,646,275 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 247,570 | 217,891 | (133,942) | ||||||||
Operating Segment | U.S. and Canada | |||||||||||
Revenue: | |||||||||||
Revenue | 1,822,327 | 1,951,220 | 2,018,931 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 151,037 | 94,663 | (244,104) | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 23,779 | 27,685 | 35,571 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 10,985 | 10,705 | 20,614 | ||||||||
Total assets: | |||||||||||
Total assets | 1,142,588 | 867,977 | 1,142,588 | 867,977 | |||||||
Operating Segment | International | |||||||||||
Revenue: | |||||||||||
Revenue | 158,167 | 191,409 | 177,778 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 55,380 | 60,367 | 60,987 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 2,292 | 2,487 | 2,455 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 191 | 759 | 277 | ||||||||
Total assets: | |||||||||||
Total assets | 201,996 | 200,128 | 201,996 | 200,128 | |||||||
Operating Segment | Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | 123,199 | 475,105 | 449,566 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 41,153 | 62,861 | 49,175 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 3,056 | 9,790 | 10,238 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 184 | 3,459 | 2,862 | ||||||||
Total assets: | |||||||||||
Total assets | 156,043 | 288,163 | 156,043 | 288,163 | |||||||
Intersegment | |||||||||||
Revenue: | |||||||||||
Revenue | (35,505) | (264,211) | (231,495) | ||||||||
Intersegment | Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | (35,505) | (264,211) | (231,495) | ||||||||
Reportable Legal Entities | Manufacturing / Wholesale | |||||||||||
Revenue: | |||||||||||
Revenue | 87,694 | 210,894 | 218,071 | ||||||||
Corporate and other | |||||||||||
Revenue: | |||||||||||
Revenue | 0 | 0 | 66,182 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | (122,827) | (105,538) | (122,874) | ||||||||
Unallocated corporate and other costs | |||||||||||
Corporate costs | (98,221) | (105,378) | (102,114) | ||||||||
Loss on net asset exchange for the formation of the joint ventures | (21,293) | 0 | 0 | ||||||||
Other loss, net | (3,313) | (160) | (20,760) | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 6,295 | 7,143 | 8,545 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 3,791 | 4,058 | $ 8,370 | ||||||||
Total assets: | |||||||||||
Total assets | $ 149,960 | $ 171,582 | $ 149,960 | $ 171,582 |
UNAUDITED QUARTERLY FINANCIAL_3
UNAUDITED QUARTERLY FINANCIAL INFORMATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Change in valuation allowance | $ 27,100 | $ 27,117 | $ 2,547 | $ (3,294) | |||||||
Loss on net asset exchange for the formation of the joint ventures | $ 1,800 | $ 19,500 | 21,293 | 0 | 0 | ||||||
Gain on convertible debt transactions | 3,200 | ||||||||||
Loss (gain) on forward contracts for the issuance of convertible preferred stock | 16,800 | $ (88,900) | 16,787 | (88,942) | 0 | ||||||
Impairment of long-lived assets held-for-use | 23,700 | ||||||||||
Reduction in sales | $ (470,351) | $ (499,076) | $ (533,997) | $ (564,764) | (547,861) | $ (580,185) | $ (617,944) | $ (607,533) | (2,068,188) | (2,353,523) | (2,480,962) |
Long-lived asset impairments | $ 14,600 | 0 | 38,236 | 457,794 | |||||||
Loss on debt refinancing | $ 16,700 | 0 | $ 16,740 | 0 | |||||||
Manufacturing / Wholesale | |||||||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Reduction in sales | $ (13,200) | ||||||||||
Long-lived asset impairments | $ 24,300 | ||||||||||
Out-of-period adjustment | Manufacturing / Wholesale | |||||||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Reduction in sales | $ 2,500 |
UNAUDITED QUARTERLY FINANCIAL_4
UNAUDITED 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, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 470,351 | $ 499,076 | $ 533,997 | $ 564,764 | $ 547,861 | $ 580,185 | $ 617,944 | $ 607,533 | $ 2,068,188 | $ 2,353,523 | $ 2,480,962 |
Gross profit | 154,919 | 162,628 | 193,744 | 203,091 | 172,434 | 184,702 | 207,735 | 206,874 | 714,382 | 771,745 | 824,422 |
Operating income (loss) | 13,889 | 26,654 | 48,718 | 35,482 | (2,881) | 19,961 | 48,884 | 46,389 | 124,743 | 112,353 | (256,816) |
Net (loss) income | $ (33,490) | $ (2,418) | $ 16,058 | $ (15,262) | $ 58,839 | $ (8,590) | $ 13,341 | $ 6,190 | $ (35,112) | $ 69,780 | $ (150,262) |
Weighted average shares outstanding: | |||||||||||
Basic (in shares) | 83,878 | 83,823 | 83,663 | 83,510 | 83,476 | 83,412 | 83,332 | 83,232 | 83,720 | 83,364 | 68,789 |
Diluted (in shares) | 83,878 | 83,823 | 140,942 | 83,510 | 94,388 | 83,412 | 83,409 | 83,368 | 83,720 | 86,171 | 68,789 |
(Loss) earnings per share: | |||||||||||
Basic (in USD per share) | $ (0.46) | $ (0.09) | $ 0.13 | $ (0.23) | $ 0.69 | $ (0.10) | $ 0.16 | $ 0.07 | $ (0.64) | $ 0.83 | $ (2.18) |
Diluted (in USD per share) | $ (0.46) | $ (0.09) | $ 0.11 | $ (0.23) | $ 0.62 | $ (0.10) | $ 0.16 | $ 0.07 | $ (0.64) | $ 0.81 | $ (2.18) |
SUBSEQUENT EVENTS - Narrative (
SUBSEQUENT EVENTS - Narrative (Details) | Mar. 23, 2020 |
Subsequent Event | |
Subsequent Event [Line Items] | |
Temporary store closures as a result of the coronavirus, percentage | 25.00% |
SCHEDULE I - CONDENSED FINANC_2
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. - Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||||
Forward contracts for the issuance of convertible preferred stock | $ 0 | $ 88,942 | ||
Prepaid and other current assets | 24,880 | 55,109 | ||
Total current assets | 639,761 | 804,164 | ||
Long-term assets: | ||||
Deferred Income Tax Assets, Net | 0 | 8,776 | ||
Total long-term assets | 1,010,826 | 723,686 | ||
Total assets | 1,650,587 | 1,527,850 | ||
Current liabilities: | ||||
Intercompany payable | 11,720 | 0 | ||
Convertible debt current | 0 | |||
Deferred revenue and other current liabilities | 105,792 | 120,169 | ||
Total current liabilities | 560,825 | 427,707 | ||
Deferred tax liabilities | 31,586 | 39,834 | ||
Total long-term liabilities | 1,085,630 | 1,115,649 | ||
Total liabilities | 1,646,455 | 1,543,356 | ||
Series A convertible preferred stock | 211,395 | 98,804 | $ 0 | |
Stockholders' deficit: | ||||
Class A common stock | 131 | 130 | ||
Additional paid-in capital | 1,012,076 | 1,007,827 | ||
Retained earnings | 518,605 | 613,637 | ||
Treasury stock, at cost | (1,725,349) | (1,725,349) | ||
Accumulated other comprehensive loss | (12,726) | (10,555) | ||
Total stockholders' deficit | (207,263) | (114,310) | $ (185,921) | $ (117,563) |
Total liabilities, mezzanine equity and stockholders' deficit | 1,650,587 | 1,527,850 | ||
GNC Holdings | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | ||
Intercompany receivable | 1,466 | 5,356 | ||
Forward contracts for the issuance of convertible preferred stock | 0 | 88,942 | ||
Prepaid and other current assets | 241 | 199 | ||
Total current assets | 1,707 | 94,497 | ||
Long-term assets: | ||||
Deferred Income Tax Assets, Net | 608 | 0 | ||
Intercompany receivable | 144,621 | 164,300 | ||
Investment in subsidiaries | 25,343 | (44,243) | ||
Total long-term assets | 170,572 | 120,057 | ||
Total assets | 172,279 | 214,554 | ||
Current liabilities: | ||||
Intercompany payable | 12,818 | 0 | ||
Convertible debt current | 154,656 | |||
Deferred revenue and other current liabilities | 673 | 1,099 | ||
Total current liabilities | 168,147 | 1,099 | ||
Deferred tax liabilities | 0 | 2,860 | ||
Convertible non current | 0 | 175,504 | ||
Intercompany loan | 0 | 50,597 | ||
Total long-term liabilities | 0 | 228,961 | ||
Total liabilities | 168,147 | 230,060 | ||
Series A convertible preferred stock | 211,395 | 98,804 | ||
Stockholders' deficit: | ||||
Additional paid-in capital | 1,012,076 | 1,007,827 | ||
Retained earnings | 518,605 | 613,637 | ||
Treasury stock, at cost | (1,725,349) | (1,725,349) | ||
Accumulated other comprehensive loss | (12,726) | (10,555) | ||
Total stockholders' deficit | (207,263) | (114,310) | ||
Total liabilities, mezzanine equity and stockholders' deficit | 172,279 | 214,554 | ||
Class A Common Stock | GNC Holdings | ||||
Stockholders' deficit: | ||||
Class A common stock | $ 131 | $ 130 |
SCHEDULE I - CONDENSED FINANC_3
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF GNC HOLDINGS, INC. - Statements of Operations and Comprehensive (Loss) Income (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Financial Statements | |||||||||||
Operating income (loss) | $ 13,889 | $ 26,654 | $ 48,718 | $ 35,482 | $ (2,881) | $ 19,961 | $ 48,884 | $ 46,389 | $ 124,743 | $ 112,353 | $ (256,816) |
Interest expense, net | 106,709 | 127,080 | 64,221 | ||||||||
Gains on convertible notes transactions | (3,214) | 0 | (10,996) | ||||||||
Loss (gain) on forward contracts for the issuance of convertible preferred stock | $ 16,800 | $ (88,900) | 16,787 | (88,942) | 0 | ||||||
Income (loss) before income taxes and income from equity method investments | 4,461 | 57,475 | (310,041) | ||||||||
Income tax expense (benefit) | 44,869 | (12,305) | (159,779) | ||||||||
Net (loss) income before income from equity method investments | (40,408) | 69,780 | (150,262) | ||||||||
Other comprehensive (loss) income: | |||||||||||
Net change in unrecognized loss on interest rate swaps, net of tax | (2,574) | (2,214) | |||||||||
Net change in unrecognized loss on interest rate swaps, net of tax | 0 | ||||||||||
Foreign currency translation gain (loss) | 403 | (2,510) | 2,866 | ||||||||
Other comprehensive (loss) income | (2,171) | (4,724) | 2,866 | ||||||||
Comprehensive (loss) income | $ (37,283) | $ 65,056 | $ (147,396) | ||||||||
(Loss) earnings per share: | |||||||||||
Basic (in USD per share) | $ (0.46) | $ (0.09) | $ 0.13 | $ (0.23) | $ 0.69 | $ (0.10) | $ 0.16 | $ 0.07 | $ (0.64) | $ 0.83 | $ (2.18) |
Diluted (in USD per share) | $ (0.46) | $ (0.09) | $ 0.11 | $ (0.23) | $ 0.62 | $ (0.10) | $ 0.16 | $ 0.07 | $ (0.64) | $ 0.81 | $ (2.18) |
Weighted average common shares outstanding: | |||||||||||
Basic (in shares) | 83,878 | 83,823 | 83,663 | 83,510 | 83,476 | 83,412 | 83,332 | 83,232 | 83,720 | 83,364 | 68,789 |
Diluted (in shares) | 83,878 | 83,823 | 140,942 | 83,510 | 94,388 | 83,412 | 83,409 | 83,368 | 83,720 | 86,171 | 68,789 |
GNC Holdings | |||||||||||
Condensed Financial Statements | |||||||||||
Selling, general and administrative | $ 1,489 | $ 1,490 | $ 1,238 | ||||||||
Subsidiary loss | 13,668 | 14,647 | 162,874 | ||||||||
Operating income (loss) | (15,157) | (16,137) | (164,112) | ||||||||
Interest expense, net | 4,751 | 5,040 | 10,399 | ||||||||
Gains on convertible notes transactions | (3,214) | 0 | (15,041) | ||||||||
Loss (gain) on forward contracts for the issuance of convertible preferred stock | 16,787 | (88,942) | 0 | ||||||||
Income (loss) before income taxes and income from equity method investments | (33,481) | 67,765 | (159,470) | ||||||||
Income tax expense (benefit) | 1,631 | (2,015) | (9,208) | ||||||||
Net (loss) income before income from equity method investments | (35,112) | 69,780 | (150,262) | ||||||||
Other comprehensive (loss) income: | |||||||||||
Net change in unrecognized loss on interest rate swaps, net of tax | (2,574) | (2,214) | |||||||||
Net change in unrecognized loss on interest rate swaps, net of tax | 0 | ||||||||||
Foreign currency translation gain (loss) | 403 | (2,510) | 2,866 | ||||||||
Other comprehensive (loss) income | (2,171) | (4,724) | 2,866 | ||||||||
Comprehensive (loss) income | $ (37,283) | $ 65,056 | $ (147,396) | ||||||||
(Loss) earnings per share: | |||||||||||
Basic (in USD per share) | $ (0.64) | ||||||||||
Diluted (in USD per share) | $ (0.64) | ||||||||||
Weighted average common shares outstanding: | |||||||||||
Basic (in shares) | 83,720 | ||||||||||
Diluted (in shares) | 83,720 |
SCHEDULE I - CONDENSED FINANC_4
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, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||||||||||
Net (loss) income before income from equity method investments | $ (33,490) | $ (2,418) | $ 16,058 | $ (15,262) | $ 58,839 | $ (8,590) | $ 13,341 | $ 6,190 | $ (35,112) | $ 69,780 | $ (150,262) |
Loss (gain) on forward contracts for the issuance of convertible preferred stock | 16,800 | (88,900) | 16,787 | (88,942) | 0 | ||||||
Gain on convertible notes repurchase | (3,214) | 0 | (10,996) | ||||||||
Other operating activities | (1,675) | (4,945) | 4,751 | ||||||||
Net cash provided by operating activities | 96,520 | 95,868 | 220,508 | ||||||||
Cash flows from investing activities: | |||||||||||
Net cash provided by (used in) investing activities | 73,386 | (16,467) | (23,762) | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from the issuance of convertible preferred stock | 199,950 | 100,000 | 0 | ||||||||
Convertible notes repurchase | (24,708) | 0 | 0 | ||||||||
Minimum tax withholding requirements | (233) | (296) | (253) | ||||||||
Net cash used in financing activities | (119,256) | (75,768) | (168,106) | ||||||||
Net increase in cash and cash equivalents | 49,822 | 3,223 | 29,537 | ||||||||
Beginning balance, cash and cash equivalents | 67,224 | 64,001 | 67,224 | 64,001 | 34,464 | ||||||
Ending balance, cash and cash equivalents | 117,046 | 67,224 | 117,046 | 67,224 | 64,001 | ||||||
GNC Holdings | |||||||||||
Cash flows from operating activities: | |||||||||||
Net (loss) income before income from equity method investments | (35,112) | 69,780 | (150,262) | ||||||||
Deficit in (income) loss of subsidiaries | 13,668 | 14,647 | 162,874 | ||||||||
Interests received from intercompany loan | 5,164 | 0 | 0 | ||||||||
Loss (gain) on forward contracts for the issuance of convertible preferred stock | 16,787 | (88,942) | 0 | ||||||||
Gain on convertible notes repurchase | (3,214) | 0 | (15,041) | ||||||||
Other operating activities | 7,969 | 4,791 | 2,702 | ||||||||
Net cash provided by operating activities | 5,262 | 276 | 273 | ||||||||
Cash flows from investing activities: | |||||||||||
Capital contribution to subsidiaries | (148,553) | 0 | 0 | ||||||||
Net cash provided by (used in) investing activities | (148,553) | 0 | 0 | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from the issuance of convertible preferred stock | 199,950 | 100,000 | 0 | ||||||||
Proceeds from intercompany receivables | 19,679 | 0 | 0 | ||||||||
Payments on intercompany loan | (51,397) | (100,000) | 0 | ||||||||
Convertible notes repurchase | (24,708) | 0 | 0 | ||||||||
Minimum tax withholding requirements | (233) | (296) | (253) | ||||||||
Net cash used in financing activities | 143,291 | (296) | (253) | ||||||||
Net increase in cash and cash equivalents | 0 | (20) | 20 | ||||||||
Beginning balance, cash and cash equivalents | $ 0 | $ 20 | 0 | 20 | 0 | ||||||
Ending balance, cash and cash equivalents | $ 0 | $ 0 | $ 0 | $ 0 | $ 20 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Allowance for doubtful accounts | |||
Movement in valuation and qualifying accounts | |||
Balance at Beginning of Period | $ 6,563 | $ 3,914 | $ 4,611 |
Charged to Costs and Expenses | 2,670 | 3,009 | 3,109 |
Deductions | (618) | (360) | (3,806) |
Balance at End of Period | 8,615 | 6,563 | 3,914 |
Reserve for sales returns | |||
Movement in valuation and qualifying accounts | |||
Balance at Beginning of Period | 2,802 | 3,099 | 3,370 |
Charged to Costs and Expenses | 48,160 | 53,202 | 57,356 |
Deductions | (48,609) | (53,499) | (57,627) |
Balance at End of Period | 2,353 | 2,802 | 3,099 |
Tax valuation allowances | |||
Movement in valuation and qualifying accounts | |||
Balance at Beginning of Period | 20,025 | 17,479 | 21,324 |
Charged to Costs and Expenses | 27,117 | 2,546 | 0 |
Deductions | (4,794) | 0 | (3,845) |
Balance at End of Period | $ 42,348 | $ 20,025 | $ 17,479 |
Uncategorized Items - gnc-20191
Label | Element | Value |
Proceeds from Income Tax Refunds | us-gaap_ProceedsFromIncomeTaxRefunds | $ 12,400,000 |