MSD Capital, Dell Group Maintain Significant Life Time Holdings Stake

TL;DR

**MSD Capital and Michael Dell are still big owners of Life Time Group Holdings, Inc., showing continued confidence.**

AI Summary

MSD Capital, L.P. and its affiliates, including Michael S. Dell, filed an amended Schedule 13D/A on February 1, 2024, indicating their continued significant ownership in Life Time Group Holdings, Inc. This amendment, dated January 30, 2024, updates their previous filing, confirming their status as a group holding common stock with a $0.01 par value per share. This matters to investors because MSD Capital, L.P. is a major stakeholder, and their continued involvement suggests confidence in Life Time Group Holdings, Inc.'s future, potentially influencing market perception and stability.

Why It Matters

The continued substantial ownership by MSD Capital, L.P. and Michael S. Dell signals strong insider confidence in Life Time Group Holdings, Inc., which can be a positive indicator for current and prospective shareholders.

Risk Assessment

Risk Level: low — This filing indicates stable, significant ownership by a major investor group, which generally reduces volatility and provides a degree of stability.

Analyst Insight

Investors should view this filing as a positive signal of continued institutional confidence in Life Time Group Holdings, Inc. and consider it when evaluating the stock's long-term potential.

Key Numbers

• $0.01 — Par value per share (The par value of Life Time Group Holdings, Inc. common stock.)

Key Players & Entities

• MSD Capital, L.P. (company) — Reporting Person and major shareholder
• Michael S. Dell (person) — Group Member associated with MSD Capital, L.P.
• Life Time Group Holdings, Inc. (company) — Subject Company (Issuer)
• $0.01 (dollar_amount) — par value per share of common stock
• January 30, 2024 (date) — Date of Event requiring the filing

Forward-Looking Statements

• MSD Capital, L.P. will maintain its significant stake in Life Time Group Holdings, Inc. for the foreseeable future. (MSD Capital, L.P.) — high confidence, target: 2025-02-01
• The continued involvement of Michael S. Dell will provide strategic stability to Life Time Group Holdings, Inc. (Michael S. Dell) — medium confidence, target: 2025-02-01

FAQ

Key Financial Figures

• $0.01 — INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class o

Filing Documents

• d719292dsc13da.htm (SC 13D/A) — 164KB
• d719292dex991.htm (EX-99.1) — 13KB
• 0001193125-24-021943.txt ( ) — 179KB

(a) is hereby amended in its entirety as follows

Item 2(a) is hereby amended in its entirety as follows: a) This Schedule 13D is being jointly filed by and on behalf of each of MSD Capital, L.P. (MSD Capital), MSD Partners, L.P. (MSD Partners), MSD Life Time Investments, LLC (MSD Life Time Investments), MSD EIV Private Life Time, LLC (MSD EIV Private Life Time), Michael S. Dell, Gregg R. Lemkau and Marc R. Lisker (collectively, the Reporting Persons). Each of MSD Life Time Investments and MSD EIV Private Life Time is the record owner and direct beneficial owner of the shares of Common Stock covered by this statement. MSD Capital is the investment manager of MSD Life Time Investments and may be deemed to beneficially own securities owned by MSD Life Time Investments. MSD Capital Management LLC (MSD Capital Management) is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Gregg R. Lemkau and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Lemkau and Lisker disclaims beneficial ownership of such securities. MSD Partners is the investment manager of MSD EIV Private Life Time and may be deemed to beneficially own securities owned by MSD EIV Private Life Time. MSD Partners (GP), LLC (MSD GP) is the general partner of MSD Partners, and may be deemed to beneficially own securities beneficially owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. The Stockholders Agreement has been terminated with respect to the Reporting Persons as of January 30, 2024. As a result of such termination, the group that may have been deemed to exist under Rule 13d-3 of the Exchange Act, comprised o

(b) is hereby supplemented in part as follows

Item 2(b) is hereby supplemented in part as follows: b) The address of the principal business office of Mr. Lemkau and Mr. Lisker is One Vanderbilt Avenue, 26 th Floor, New York, New York 10017.

(c) is hereby

Item 2(c) is hereby supplemented in part as follows: c) The principal business of Mr. Lemkau is serving as co-CEO of BDT & MSD Partners, LLC and Chairman of DFO Management, LLC. The principal business of Mr. Lisker is serving as President of DFO Management, LLC. The Reporting Persons have entered into a Joint Filing Agreement, dated February 1, 2024, a copy of which is filed with this Schedule 13D as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Exchange Act.

(f) is hereby supplemented

Item 2(f) is hereby supplemented in part as follows: f) Mr. Lemkau and Mr. Lisker are United States citizens. Item5. Interest in Securities of the Issuer. Items 5(a) and (b) are hereby amended in their entirety as follows: A. MSD Capital, L.P. (a) As of the date hereof, MSD Capital, L.P. beneficially owns, in aggregate, 11,695,100 shares of Common Stock, representing 6.0% of the Issuers outstanding shares of Common Stock. (1) (b) Number of shares as to which such person has: (i) Sole power to vote or direct the vote: -0- (ii) Shared power to vote or direct the vote: 11,695,100 (iii) Sole power to dispose or direct the disposition: -0- (iv) Shared power to dispose or direct the disposition: 11,695,100 B. MSD Partners, L.P. (a) As of the date hereof, MSD Partners, L.P. beneficially owns, in aggregate, 230,007 shares of Common Stock, representing 0.1% of the Issuers outstanding shares of Common Stock. (1) (b) Number of shares as to which such person has: (i) Sole power to vote or direct the vote: -0- (ii) Shared power to vote or direct the vote: 230,007 (iii) Sole power to dispose or direct the disposition: -0- (iv) Shared power to dispose or direct the disposition: 230,007 CUSIP No. 53190C102 C. MSD Life Time Investments, LLC (a) As of the date hereof, MSD Life Time Investments, LLC beneficially owns, in aggregate, 11,695,100 shares of Common Stock, representing 6.0% of the Issuers outstanding shares of Common Stock. (1) (b) Number of shares as to which such person has: (i) Sole power to vote or direct the vote: -0- (ii) Shared power to vote or direct the vote: 11,695,100 (iii) Sole power to dispose or direct the disposition: -0- (iv) Shared power to dispose or direct the disposition: 11,695,100 D. MSD EIV Private Life Time, LLC (a) As of the date hereof, MSD EIV Private Life Time, LLC beneficially owns, in aggregate, 230,007 shares of Common Stock, representing 0.1% of the Issuers outstand

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2024 MSD Partners, L.P. MSD Capital, L.P. By: MSD Partners (GP), LLC By: MSD Capital Management, LLC Its: General Partner Its: General Partner By: /s/ Robert K. Simonds By: /s/ Marc R. Lisker Name: Robert K. Simonds Name: Marc R. Lisker Title: Authorized Signatory Title: Manager MSD EIV Private Life Time, LLC MSD Life Time Investments, LLC By: MSD Partners, L.P. By: MSD Capital, L.P. Its: Investment Manager Its: Investment Manager By: MSD Partners (GP), LLC By: MSD Capital Management, LLC Its: General Partner Its: General Partner By: /s/ Robert K. Simonds By: /s/ Marc R. Lisker Name: Robert K. Simonds Name: Marc R. Lisker Title: Authorized Signatory Title: Manager Michael S. Dell By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Attorney-in-fact Gregg R. Lemkau By: /s/ Gregg R. Lemkau Name: Gregg R. Lemkau Marc R. Lisker By: /s/ Marc R. Lisker Name: Marc R. Lisker

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