Federal regulators cleared the
way for a proposed $4.0 billion acquisition of Life Time Fitness Inc. by affiliates of
Leonard Green & Partners and TPG.
Life Time Fitness, which operates 115 fitness centers in the United States and Canada, said it had received early termination of a 30-day waiting period created under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 that is designed to give the Federal Trade Commission and the U.S. Department of Justice time to determine whether major mergers and acquisitions will significantly reduce competition.
As previously announced on March 16, the company has entered into a definitive merger agreement under which affiliates of Leonard Green & Partners and TPG will acquire Life Time in a transaction valued at more than $4.0 billion. Other key investors include LNK Partners and Life Time Chairman, President and Chief Executive Officer, Bahram Akradi, who will remain in his role and has committed to make a rollover investment of $125 million in Life Time common stock.
Under the terms of the merger agreement the investors will acquire all of the outstanding shares of Life Time Fitness common stock for $72.10 per share in cash. The merger is subject to approval from Life Time’s shareholders and other customary closing conditions. The transaction is currently expected to close in the third quarter of 2015.
Guggenheim Securities and Wells Fargo Securities are serving as the company’s financial advisors. Skadden, Arps, Slate, Meagher & Flom LLP and Faegre Baker Daniels LLP are serving as its legal advisors. Latham & Watkins LLP is serving as legal advisor to Leonard Green & Partners and Ropes & Gray LLP is serving as legal advisor to TPG. Fully committed debt financing is expected to be provided by affiliates of Deutsche Bank Securities Inc., Goldman, Sachs & Co., Jefferies, BMO Capital Markets, RBC Capital Markets, Macquarie Capital and Nomura, which also are serving as financial advisors to Leonard Green & Partners and TPG. Affiliates of Mizuho Bank LTD and U.S. Bank National Association also are financing sources. Kirkland & Ellis LLP served as legal advisor to LNK Partners. Dorsey & Whitney LLP is serving as legal advisor to Mr. Akradi.
Life Time Fitness helps organizations, communities and individuals achieve their total health objectives, athletic aspirations and fitness goals by engaging in their areas of interest – or discovering new passions – both inside and outside of the company's sports, professional fitness, family recreation and spa destinations, most of which operate 24 hours a day, seven days a week. The company’s Healthy Way of Life approach enables customers to achieve this by providing the best programs, people and places of uncompromising quality and value. As of April 14, 2015, the company operated 115 centers under the Life Time Fitness and Life Time Athletic brands in the United States and Canada.
