CHANHASSEN, Minn., Oct. 23,
2024 /PRNewswire/ -- Life Time Group Holdings,
Inc. (NYSE: LTH) ("Life Time" or the "Company") announced
today that its indirect subsidiary, Life Time, Inc. (the "Issuer"),
priced its previously announced private offering (the "Offering")
of $500 million in aggregate
principal amount of 6.000% senior secured notes due 2031 (the
"Notes"). The Offering was upsized from $400
million to $500 million in
aggregate principal amount. The Notes will pay interest on a
semi-annual basis. The Offering is expected to close on
November 5, 2024, subject to
customary closing conditions.
Concurrently with the closing of the Offering, the Issuer
intends to amend its existing credit agreement to incur new term
loans maturing in 2031 in an aggregate principal amount of
$1,000 million (the "New Term Loan
Facility" and, together with the Offering, the "Refinancing") and
amend certain other provisions of its existing credit agreement.
Borrowings under the New Term Loan Facility will bear interest at a
rate per annum of the Secured Overnight Financing Rate plus an
applicable margin of 2.50% (subject to a certain ratings-based
step-down).
The Issuer intends to use the net proceeds from the Refinancing
and cash from its balance sheet to fund the satisfaction and
discharge of the Issuer's 5.750% Senior Secured Notes due 2026 and
8.000% Senior Notes due 2026, as well as pay related fees and
expenses. The additional proceeds from the increased aggregate
principal amount of the Notes will be used to repay a corresponding
amount of loans drawn under the Issuer's revolving credit
facility.
Erik Weaver, Executive Vice
President and Chief Financial Officer, stated: "We are
pleased with this Refinancing. We believe the pricing and terms
reflect the strength of our credit profile. With this objective now
met, we look forward to taking advantage of the opportunities and
growth ahead."
The Notes will be guaranteed on a senior secured basis by LTF
Intermediate Holdings, Inc., the direct parent of the Issuer, and
each of the Issuer's existing and future wholly owned domestic
restricted subsidiaries that guarantees its New Term Loan Facility,
subject to certain exceptions. The Notes and the related guarantees
thereof will be offered in a private offering exempt from the
registration requirements of the Securities Act of 1933, as amended
(the "Securities Act"), to persons reasonably believed to be
qualified institutional buyers pursuant to Rule 144A under the
Securities Act, and to non-U.S. persons outside the United States pursuant to Regulation S
under the Securities Act. The Notes and the related guarantees have
not been registered under the Securities Act or any state
securities laws and unless so registered, may not be offered or
sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act and applicable state securities
laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes, nor shall there be any
sale of the Notes in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. No assurance can be made that the Offering or the
other refinancing transactions will be consummated on their
proposed terms or at all.
About Life Time
Life Time (NYSE: LTH) empowers people
to live healthy, happy lives through its portfolio of more than 175
athletic country clubs across the United
States and Canada. The
health and wellness pioneer also delivers a range of healthy way of
life programs and information via its complimentary Life Time
Digital app. The Company's healthy living, healthy aging, healthy
entertainment communities and ecosystem serve people 90 days to 90+
years old and are supported by a team of more than 41,000 dedicated
professionals. In addition to delivering the best programs and
experiences through its clubs, Life Time owns and produces nearly
30 of the most iconic athletic events in the country.
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements contained in this press
release constitute forward-looking statements, including with
respect to the proposed Refinancing (including the consummation
thereof). Management has based these forward-looking statements on
its current expectations, assumptions, estimates and projections.
While they believe these expectations, assumptions, estimates and
projections are reasonable, such forward-looking statements are
only predictions and involve known and unknown risks and
uncertainties, many of which are beyond management's control. These
statements involve risks and uncertainties that may cause Life
Time's actual results, performance or achievements to differ
materially from any future results, performance or achievements
expressed or implied by these forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and, except as required by law, Life Time assumes no
obligation and does not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise.
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SOURCE Life Time Group Holdings, Inc.