Planet Fitness Completes Acquisition Of Sunshine Fitness and Refinancing Transaction

HAMPTON, N.H., Feb. 10, 2022 // PRNewswire // - Planet Fitness, Inc. (NYSE:PLNT) (together with its subsidiaries, the "Company") today announced that it has completed its previously announced acquisition of Sunshine Fitness Growth Holdings, LLC ("Sunshine Fitness") and refinancing transaction.

Sunshine Fitness was the first franchisee in the Planet Fitness system and has been backed by TSG Consumer Partners since 2017. Sunshine Fitness operates 114 locations in Alabama, Florida, Georgia, North Carolina, and South Carolina that are now combined into the current Planet Fitness company-owned portfolio, which is predominantly located in the Northeast. Shane McGuiness, co-founder and CEO of Sunshine Fitness, who has been an owner and operator in the Planet Fitness system for nearly 20 years, will now serve as President, Corporate Clubs, and will oversee operations of the combined corporate store portfolio.

"While many brands are retracting, we believe that there's tremendous long-term untapped opportunity for our brand to help people begin their wellness journey, which is why we're making strategic investments such as the acquisition of Sunshine Fitness, one of our best-performing franchisees in the system," said Chris Rondeau, Chief Executive Officer of Planet Fitness. "We now own more than 200 corporate stores, or approximately 10 percent of our total system, which is our target ownership level that allows us to retain our asset-light business model -- an important part of our shareholder value proposition."

The new series of securitized notes (the "2022 Notes") include $900 million Class A-2 Senior Secured Notes (the "Senior Notes"), which consist of two tranches: the Class A-2-I Senior Secured Notes with an anticipated repayment date of five years, with a principal amount of $425 million and a fixed interest rate of 3.251% per annum, payable quarterly; and the Class A-2-II Senior Secured Notes with an anticipated repayment date of ten years, with a principal amount of $475 million and a fixed interest rate of 4.008% per annum, payable quarterly.

The 2022 Notes also include a revolving financing facility that allows for the issuance of up to $75 million in variable funding notes, which was drawn in full in connection with the closing.

The proceeds from the placement of the Senior Notes will be used as follows:

• to repay in full the approximately $556.3 million in aggregate principal amount of the Series 2018-1 Class A-2-I Notes (together with any accrued and unpaid interest on such Series 2018-1 Class A-2-I Notes),

• to pay the transaction costs and fund the reserve accounts associated with the securitized financing facility, and

• to fund a portion of the acquisition of Sunshine Fitness in an amount up to $325 million.

The Company will discuss the financial impacts of this transaction during its fourth quarter 2021 earnings call on February 24, 2022. This press release does not constitute an offer to sell or the solicitation of an offer to buy the 2022 Notes or any other security. The 2022 Notes to be offered have not been, and will not be, registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933.