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GNC Holdings, Inc. et al - Status Updates

Termination of CCAA Recognition Proceedings - effective October 30, 2020

The Information Officer received confirmation from the Foreign Representative that the Effective Date of the Plan of Reorganization occurred on October 30, 2020, and the Information Officer filed a certificate, which terminated the CCAA recognition proceedings pursuant to the Termination Order.


October 30, 2020

On October 30, 2020 the Canadian Court granted a Recognition Order that recognized certain additional Orders in the Chapter 11 Cases including:
(a) The 41st Lease Rejection Order; and
(b) The 46th Assumption and Assignment Order.

Also, on October 30, 2020, the Canadian Court issued the Termination Order approving (i) termination of the CCAA recognition proceedings, (ii) discharge of the Information Officer, and (iii) release of the Administration Charge, upon the filing of a certificate of the Information Officer confirming the occurrence of the Effective Date (as such term is defined in the Plan). The Canadian Court also granted an Order approving the Information Officer's fees, disbursements, and activities, and those of its legal counsel.


October 16, 2020

On October 16, 2020, the Canadian Court granted a Recognition Order that recognized certain additional Orders in the Chapter 11 Cases including:
(a) The Plan Confirmation Order;
(b) The Thirty-Fourth Assumption and Assignment Order;
(c) The Thirty-Fifth Assumption and Assignment Order;
(d) The Thirty-Sixth Lease Rejection Order;
(e) The Thirty-Seventh Lease Rejection Order;
(f) The Thirty-Eighth Lease Rejection Order;
(g) The Case Caption Order;
(h) The Corrected Thirty-First Assumption and Assignment Order;
(i) The First Omnibus Objection Order;
(j) The Lease Extension Order;
(k) The Global Settlement Order; and
(l) The Litigation Removal Extension Order.


September 30, 2020

On September 30, 2020, the Canadian Court granted a Recognition Order that recognized certain additional Orders in the Chapter 11 Cases including:
(a) 29th Lease Assumption Order;
(b) 30th Lease Assumption Order;
(c) 31st Lease Assumption Order;
(d) 32nd Lease Assumption Order; and
(e) 33rd Lease Assumption Order.


September 22, 2020

On September 22, 2020, the Canadian Court granted a Recognition Order that recognized certain additional Orders in the Chapter 11 Cases including:
(a) U.S. Sale Order; and
(b) 13th Omnibus Lease Rejection Order.


September 19, 2020

FTI Canada released its Third Report for the purposes of, inter alia, informing the Canadian Court on the following:
(a) GNC Canada's actual receipts and disbursements for the period from August 16 to September 5, 2020;
(b) Events in the Chapter 11 Cases since the date of the Information Officer's Second Report; and
(c) The Foreign Representative's request for an order (the "Sale Recognition Order") recognizing the Sale Order and Thirteenth Lease Rejection Order and the Information Officer's recommendations thereon.


August 25, 2020

On August 25, 2020, the Canadian Court granted a Recognition Order that recognized certain additional Orders in the Chapter 11 Cases including:
(a) Amended Final Cash Management Order;
(b) Disclosure Statement Order;
(c) 9th Omnibus Lease Rejection Order;
(d) Modified Bidding Procedures Order; and
(e) Stalking Horse and Bid Protections Approval Order.


August 21, 2020

FTI Canada released its Second Report for the purposes of, inter alia, informing the Canadian Court on the following:
(a) GNC Canada's actual receipts and disbursements for the period from July 19 to August 15, 2020;
(b) Events in the Chapter 11 Cases since the date of the Information Officer's First Report;
(c) The stalking horse agreement by and among GNC Holding and certain of its subsidiaries including GNC Canada, and Harbin Pharmaceutical Group Holding Co., Ltd. ("Harbin" or the "Stalking Horse Bidder") dated as of August 7, 2020 (as amended by the First Amendment dated August 15, 2020, and the Second Amendment dated August 19, 2020, the "Stalking Horse Agreement");
(d) The Third Amended Joint Chapter 11 Plan of Reorganization of the Debtors Under Chapter 11 of the Bankruptcy Code (the "Third Amended Plan") and the Disclosure Statement for the Third Amended Plan (the "Third Disclosure Statement") filed by the Debtors on August 17, 2020; and
(e) The Foreign Representative's request for an order recognizing the August 25 Recognition Orders and the Information Officer's recommendations thereon.


July 27, 2020

On July 27, 2020, the Canadian Court granted a Recognition Order that recognized certain of the Second Day Orders granted in the Chapter 11 Cases including:
(a) Final Cash Management Order;
(b) Final Critical Vendors Order;
(c) Final Customer Programs Order;
(d) Final DIP Order;
(e) Final Insurance Order;
(f) Final Tax Order;
(g) Final Wages Order;
(h) Bar Date Order;
(i) Bidding Procedures Order; and
(j) First and Third Omnibus Lease Rejection Orders.


July 24, 2020

FTI Canada released its First Report for the purposes of, inter alia, informing the Canadian Court on the following:
(a) The activities of the Information Officer since the granting of the Initial Recognition Order;
(b) GNC Canada's actual receipts and disbursements for the period June 21 to July 18, 2020;
(c) GNC Canada's revised and extended cash flow forecast for the period July 19 to October 17, 2020;
(d) Events in the Chapter 11 Cases since the granting of the Initial Recognition Order, including:

(i) The formation of the Official Committee of Unsecured Creditors (the "UCC");
(ii) The scheduling of a meeting of creditors;
(iii) The filing of the July 15 Plan and Disclosure Statement; and
(iv) The entering of various orders by the U.S. Court on July 20, July 21, and July 22, 2020 (the "Second Day Orders").
(e) The Information Officer's comments and recommendations in respect of the Foreign Representative's request for an order recognizing the following Second Day Orders:
(i) Final Cash Management Order;
(ii) Final Critical Vendors Order;
(iii) Final Customer Programs Order;
(iv) Final DIP Order;
(v) Final Equity Trading NOL Order;
(vi) Final Insurance Order;
(vii) Final Lien and Import Claims Order;
(viii) Final Store Closing Order;
(ix) Final Tax Order;
(x) Final Utilities Order;
(xi) Final Wages Order;
(xii) Bar Date Order;
(xiii) Bidding Procedures Order;
(xiv) First Omnibus Motion to Reject Certain Unexpired Leases; and
(xv) Third Omnibus Motion to Reject Certain Unexpired Leases.


June 29, 2020

On June 29, 2020, GNC Holdings, Inc. was appointed as the Foreign Representative of the Debtors and the Chapter 11 Proceedings were recognized as foreign main proceedings under Part IV of the CCAA. The Initial Recognition Order, the Supplemental Order, and the Consulting Agreement Approval Order were granted.
The motions for final orders and additional relief (including three U.S. omnibus lease rejection orders in the Chapter 11 Proceedings) are scheduled to be heard by the U.S. Court on July 22, 2020 (the "July 22 U.S. Hearing"). The Debtors have scheduled a return date in the Canadian Court on July 27, 2020 to seek orders for additional relief arising from the July 22 U.S. Hearing.


June 28, 2020

FTI Canada released its Pre-Filing Report as the Proposed Information Officer for the purposes of, inter alia, informing the Canadian Court on the following:
(a) An overview of the Chapter 11 Debtors' restructuring process;
(b) GNC Canada's 13-week cash flow forecast;
(c) Independent security review prepared by Stikeman Elliott LLP, on the validity and enforceability of the security held by the ABL-FILO Lenders and the Term Lenders;
(d) The Orders issued to date in the Chapter 11 Proceedings;
(e) The request for approval of Court-ordered administration and DIP lenders' charges; and,
(f) The request for approval of the Consulting Agreement.


June 24, 2020

The Interim Order was granted, and GNC Holdings, Inc.'s application seeking additional relief under Part IV of the CCAA was adjourned to June 29, 2020.


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