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GNC Holdings, Inc. et al - Reports

The following reports have been filed in the proceedings:

 Sixth Report of the Information Officer October 27, 2020
The purpose of the Sixth Report of the Information Officer (the "Sixth Report") is to provide information to the Canadian Court with respect to the following:
(a) The Foreign Representatives' motion for an Order, inter alia:
(i) Recognizing the 41st Lease Rejection Order, if it is issued by the U.S. Court;
(ii) Recognizing the 46th Assumption and Assignment Order, if it is issued by the U.S. Court; and
(iii) Terminating the Recognition Proceedings and discharging the Information Officer upon filing by the Information Officer of a certificate; and
(b) The Information Officer's request for an Order, inter alia, approving the fees and disbursements of the Information Officer and the Information Officer's Counsel.
 
 Fifth Report of the Information Officer October 14, 2020
The purpose of the Fifth Report of the Information Officer (the "Fifth Report") is to provide information to the Canadian Court with respect to the following:
a) GNC Canada's actual receipts and disbursements for the period from September 6 to October 3, 2020; b) Events in the Chapter 11 Cases since the date of the Information Officer's Third Report;
c) The Foreign Representative's request for an Order recognizing the following Orders (each as defined in the Fifth Report) granted by the U.S. Court, and the Information Officer's recommendations thereon:
i. The Plan Confirmation Order;
ii. The Thirty-Fourth Assumption and Assignment Order;
iii. The Thirty-Fifth Assumption and Assignment Order;
iv. The Thirty-Sixth Lease Rejection Order;
v. The Thirty-Seventh Lease Rejection Order;
vi. The Thirty-Eighth Lease Rejection Order;
vii. The Case Caption Order;
viii. The Corrected Thirty-First Assumption and Assignment Order;
ix. The First Omnibus Objection Order;
x. The Lease Extension Order;
xi. The Global Settlement Order; and
xii. The Litigation Removal Extension Order;
d) The Foreign Representative's request for an Order releasing and discharging the DIP Lenders' Charges.
 
 Fourth Report of the Information Officer October 9, 2020
The purpose of the Fourth Report of the Information Officer (the "Fourth Report") is to provide information to the Canadian Court with respect to the Information Officer's request for an Order, inter alia, approving the fees, disbursements, and activities of the Information Officer and its legal counsel.
 
 Third Report of the Information Officer September 19, 2020
The purpose of the Third Report of the Information Officer (the "Third Report") is to provide information to the Canadian Court with respect to 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.
 
 Second Report of the Information Officer August 21, 2020
The purpose of the Second Report of the Information Officer (the "Second Report") is to provide information to the Canadian Court with respect to 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.
 
 First Report of the Information Officer July 24, 2020
The purpose of the First Report of the Information Officer (the "First Report") is to provide information to the Canadian Court with respect to 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.

 
 Pre-Filing Report of the Proposed June 28, 2020
The Pre-Filing Report of the Proposed Information Officer (the "Pre-Filing Report") has been prepared to provide information to the Court for its consideration in respect of the relief sought by GNC Holdings in the Initial Recognition Order, the Supplemental Recognition Order, and the Consulting Agreement Approval Order.
In particular, the purpose of this Pre-Filing Report is to inform the Court on the following:
(a) The qualifications of FTI Canada to act as Information Officer and an overview of the involvement of FTI Canada and its affiliates with the Debtors to date;
(b) An overview of the proposed restructuring process;
(c) GNC Canada's 13-week cash flow forecast for the period from the week ending June 27, 2020 to the week ending September 19, 2020;
(d) The independent review of the validity and enforceability of the security held by the ABL-FILO Lenders and the Term Lenders;
(e) The orders issued to date in the Chapter 11 Cases (the "First Day Orders");
(f) The Proposed Information Officer's comments on the request for recognition of the following First Day Orders:
(i) The Interim DIP Order;
(ii) The Interim Cash Management Order;
(iii) The Interim Store Closing Order;
(iv) The Interim Customer Programs Order; and
(v) The Interim Wages Order;
(g) The request for approval of a Court-ordered priority charge in favour of the Information Officer and the Information Officer's Counsel, to secure payment of their fees and expenses (the "Administration Charge");
(h) The request for approval of Court-ordered priority charges in favour of the DIP Lenders securing the obligations under the DIP Agreements (collectively, the "DIP Lenders' Charges"); and
(i) The request for an order (the "Consulting Agreement Approval Order") approving the consulting agreement (the "Consulting Agreement") entered into between GNC Canada and a joint venture comprised of Tiger Asset Solutions Canada, ULC and GA Retail Canada ULC (collectively, the "Canada Consultant").
 

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