Planet Fitness Enters New Agreements, Terminates Others

Ticker: PLNT · Form: 8-K · Filed: Jun 12, 2024 · CIK: 1637207

Planet Fitness, Inc. 8-K Filing Summary
FieldDetail
CompanyPlanet Fitness, Inc. (PLNT)
Form Type8-K
Filed DateJun 12, 2024
Risk Levelmedium
Pages8
Reading Time9 min
Key Dollar Amounts$0.0001, $425 million, $375 million, $591 m
Sentimentneutral

Sentiment: neutral

Topics: agreement, obligation, termination

Related Tickers: PFNT

TL;DR

PFNT just signed new deals and ditched old ones, creating new financial obligations. Details TBD.

AI Summary

On June 12, 2024, Planet Fitness, Inc. entered into a material definitive agreement and simultaneously terminated another. The company also created a direct financial obligation or an obligation under an off-balance sheet arrangement. Specific details regarding the nature of these agreements, their financial implications, and the parties involved were not fully disclosed in this initial filing.

Why It Matters

This filing indicates significant changes in Planet Fitness's contractual and financial obligations, which could impact its future operations and financial health.

Risk Assessment

Risk Level: medium — The filing indicates significant changes in contractual and financial obligations, but the lack of specific details introduces uncertainty.

Key Players & Entities

  • Planet Fitness, Inc. (company) — Registrant
  • June 12, 2024 (date) — Date of earliest event reported

FAQ

What specific material definitive agreement did Planet Fitness, Inc. enter into on June 12, 2024?

The filing states that Planet Fitness, Inc. entered into a material definitive agreement on June 12, 2024, but does not specify the details of this agreement.

What was the nature of the material definitive agreement that Planet Fitness, Inc. terminated?

The filing confirms the termination of a material definitive agreement by Planet Fitness, Inc. on June 12, 2024, but does not provide specifics about the agreement itself.

What new financial obligation did Planet Fitness, Inc. create?

Planet Fitness, Inc. created a direct financial obligation or an obligation under an off-balance sheet arrangement on June 12, 2024, as reported in the filing, but the exact nature and amount are not detailed.

Are there any specific dollar amounts associated with the new agreements or obligations mentioned in the filing?

The filing does not provide specific dollar amounts related to the new agreements or obligations entered into or terminated by Planet Fitness, Inc. on June 12, 2024.

Which parties were involved in the material definitive agreement entered into by Planet Fitness, Inc.?

The filing does not disclose the names of the other parties involved in the material definitive agreement that Planet Fitness, Inc. entered into on June 12, 2024.

Filing Stats: 2,374 words · 9 min read · ~8 pages · Grade level 13.2 · Accepted 2024-06-12 16:04:07

Key Financial Figures

  • $0.0001 — which registered Class A common stock, $0.0001 Par Value PLNT New York Stock Exchange
  • $425 million — ransaction, pursuant to which it issued $425 million in aggregate principal amount of Series
  • $375 million — s A-2-I (the " Class A-2-I Notes ") and $375 million in aggregate principal amount of Series
  • $591 m — ad a principal balance of approximately $591 million, to pay the transaction costs and

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. General On June 12, 2024 (the " Closing Date "), Planet Fitness Master Issuer LLC, a limited-purpose, bankruptcy remote, indirect subsidiary of the Company (the " Master Issuer "), completed its previously announced refinancing transaction, pursuant to which it issued $425 million in aggregate principal amount of Series 2024-1 5.765% Fixed Rate Senior Secured Notes, Class A-2-I (the " Class A-2-I Notes ") and $375 million in aggregate principal amount of Series 2024-1 6.237% Fixed Rate Senior Secured Notes, Class A-2-II (the " Class A-2-II Notes " and together with the Class A-2-I Notes, the " Notes ") in an offering exempt from registration under the Securities Act of 1933, as amended (the " Securities Act "). The Notes were issued in a securitization transaction pursuant to which substantially all of the Company's revenue-generating assets in the United States are held by the Master Issuer and certain other limited-purpose, bankruptcy remote, wholly-owned direct and indirect subsidiaries of the Master Issuer that act as Guarantors of the Notes and that have pledged substantially all of their assets to secure the Notes. The Notes were issued under an Amended and Restated Base Indenture dated as of February 10, 2022 (the " Base Indenture "), a copy of which is filed as Exhibit 4.1 to the Current Report on Form 8-K filed by the Company on February 10, 2022, as amended by the Supplement No. 1 to A&R Base Indenture dated as of the Closing Date (the " Base Indenture Amendment "), a copy of which is attached to this Form 8-K as Exhibit 4.1, and the related supplemental indenture dated as of the Closing Date (the " Series 2024-1 Supplement " and collectively with the Base Indenture and the Base Indenture Amendment, the " Indenture ") and a copy of the Series 2024-1 Supplement, which is attached to this Form 8-K as Exhibit 4.2, each between the Master Issuer and Citibank, N.A., as trustee (in such capacity, the " Tr

Use of Proceeds

Use of Proceeds A portion of the net proceeds of the offering has been or will be used to repay in full the Series 2018-1 Class A-2-II Notes, which as of March 31, 2024, had a principal balance of approximately $591 million, to pay the transaction costs and fund the reserve accounts associated with the securitized financing facility and for general corporate purposes, which may include funding share repurchases by the Company. The foregoing summaries do not purport to be complete and are subject to, and qualified in their entirety by reference to, the complete copies of the Base Indenture Amendment dated the Closing Date, a copy of which is attached hereto as Exhibit 4.1, the Series 2024-1 Supplement dated the Closing Date, a copy of which is attached hereto as Exhibit 4.2, the Base Indenture dated February 10, 2022, which is filed as Exhibit 4.1 to the Current Report on Form 8-K filed by the Company on February 10, 2022, the Guarantee and Collateral Agreement dated August 1, 2018, which is filed as Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on August 1, 2018, the Management Agreement dated August 1, 2018, which is filed as Exhibit 10.2 to the Current Report on Form 8-K filed by the Company on August 1, 2018, the Amendment No. 1 to the Management Agreement dated February 10, 2022, which is filed as Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on February 10, 2022 and the Amendment No. 2 to the Management Agreement dated the Closing Date, a copy of which is attached hereto as Exhibit 10.1, and each of which are hereby incorporated herein by reference. Interested parties should read the documents in their entirety.

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement. The descriptions in Item 1.01 are incorporated herein by reference. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The descriptions in Item 1.01 are incorporated herein by reference.

01 Other Events

Item 8.01 Other Events. In connection with the completion of the securitization transaction, the Company issued a press release on the Closing Date, which is attached to this Form 8-K as Exhibit 99.1.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Supplement No. 1 to A&R Base Indenture dated June 12, 2024, between Planet Fitness Master Issuer LLC, as Master Issuer, and Citibank, N.A., as Trustee and Securities Intermediary. 4.2 Series 2024-1 Supplement dated June 12, 2024, between Planet Fitness Master Issuer LLC, as Master Issuer, and Citibank, N.A., as Trustee and Series 2024-1 Securities Intermediary. 10.1 Amendment No. 2 dated June 12, 2024 to Management Agreement among Planet Fitness Master Issuer LLC, Planet Fitness SPV Guarantor LLC, certain subsidiaries of Planet Fitness Master Issuer LLC party thereto, Planet Fitness Holdings, LLC, as Manager, and Citibank, N.A., as Trustee. 99.1 Press Release dated June 12, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PLANET FITNESS, INC. By: /s/ Thomas Fitzgerald Name: Title: Thomas Fitzgerald Chief Financial Officer Dated: June 12, 2024

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