Planet Fitness Prices $1.2 Billion Securitized Financing Facility
Posted: July 19, 2018 in Chains
HAMPTON, N.H. – Planet Fitness, Inc. (NYSE: PLNT) (together with its subsidiaries, the “Company”) announced that it has priced $1.2 billion of Series 2018-1 Class A-2 Fixed Rate Senior Secured Notes (the “Class A-2 Notes”), which consist of two tranches: the Class A-2-I Senior Secured Notes with an anticipated repayment date of four years, with a principal amount of $575 million and a fixed interest rate of 4.262% per annum, payable quarterly, and the Class A-2-II Senior Secured Notes with an anticipated repayment date of seven years, with a principal amount of $625 million and a fixed interest rate of 4.666% per annum, payable quarterly. The 2018 Notes are expected to be issued by Planet Fitness Master Issuer LLC (the “Master Issuer”), a newly-formed, limited-purpose, bankruptcy remote, indirect subsidiary of Planet Fitness, Inc. in a privately placed securitization transaction. The aggregate principal amount represents an upsize from the previously announced proposed issuance of $1.15 billion.
In addition to the Class A-2 Notes, the refinancing transaction also includes a $75 million variable funding note facility (the “Variable Funding Notes”). After closing, all $75 million of the Variable Funding Notes will be undrawn.
The proceeds from the expected sale of the Class A-2 Notes will be used as follows:
- the Master Issuer will use approximately $706 million to repay in full the existing indebtedness under the Company’s senior secured credit facilities,
- to pay the transaction costs and fund the reserve accounts associated with the securitized financing facility, and
- for working capital purposes and for general corporate purposes, which may include a return of capital to the Company’s equityholders.
The Company expects the Class A-2 Notes and the Variable Funding Notes transactions to close on August 1, 2018, subject to satisfaction of various closing conditions. There can be no assurance regarding the timing of closing or that the sale of the Class A-2 Notes will be completed.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the 2018 Notes or any other security. The 2018 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.