false 0001869198 0001869198 2024-10-15 2024-10-15

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): October 15, 2024

 

 

Life Time Group Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40887   47-3481985

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

2902 Corporate Place

Chanhassen, Minnesota 55317

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (952) 947-0000

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading

Symbol

 

Name of Each Exchange

on Which Registered

Common stock, par value $0.01 per share   LTH   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 2.02.

Results of Operations and Financial Condition.

On October 15, 2024, Life Time Group Holdings, Inc., a Delaware corporation (the “Company”), issued a press release announcing its preliminary estimated financial results for the third quarter ended September 30, 2024 in connection with its launch of a process to refinance its 5.750% Senior Secured Notes due 2026 and 8.000% Senior Notes due 2026. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In connection with its refinancing process, the Company is providing prospective lenders with a lender presentation, which is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibits 99.1 and 99.2) shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 7.01.

Regulation FD Disclosure.

The information set forth in Item 2.02 above is incorporated by reference into this Item 7.01.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

Number

  

Description

99.1    Press Release of Life Time Group Holdings, Inc., dated October 15, 2024.
99.2    Lender Presentation, dated October 15, 2024.
104    Cover page Interactive Data File (embedded within the Inline XBRL document).

 

2


SIGNATURES

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.

 

    Life Time Group Holdings, Inc.
Date: October 15, 2024     By:  

/s/ Erik Weaver

      Erik Weaver
      Executive Vice President & Chief Financial Officer

 

3

Exhibit 99.1

 

LOGO

Life Time Reports Preliminary Estimated Third Quarter 2024 Financial Results; Launches Process to Refinance its Existing Notes

 

   

Total revenue estimated to be $693.2 million, an increase of 18.5% over the prior year quarter

 

   

Net income estimated to be $41.4 million, an increase of 422.5% over the prior year quarter

 

   

Adjusted net income estimated to be $56.3 million, an increase of 110.9% over the prior year quarter

 

   

Adjusted EBITDA estimated to be $180.3 million, an increase of 26.1% over the prior year quarter

 

   

Reduced net debt leverage ratio to an estimated 2.4 times

 

   

Expected to deliver second consecutive quarter of positive free cash flow before sale-leaseback transactions

CHANHASSEN, Minn. (October 15, 2024) – Life Time Group Holdings, Inc. (“Life Time,” “we,” “our,” “us,” or the “Company”) (NYSE: LTH) today announced its preliminary estimated financial results for the fiscal third quarter ended September 30, 2024 in connection with its launch of a process to refinance its 5.750% Senior Secured Notes due 2026 and 8.000% Senior Notes due 2026.

Erik Weaver, Executive Vice President and Chief Financial Officer, stated: “We are pleased to announce certain of our preliminary estimated third quarter financial results as we launch our debt refinancing. Our business continues to deliver strong revenue and adjusted EBITDA growth as we further strengthen our balance sheet. We look forward to providing our full financial results on October 24, 2024.”

Financial Summary

 

     Three Months Ended       Percent Change   

($ in millions, except memberships and per membership data)

   September 30,  
   2024      2023  

Total revenue

   $ 693.2      $ 585.2        18.5%    

Center operations expenses

   $ 371.1      $ 319.4        16.2%    

Rent

   $ 78.6      $ 69.2        13.5%    

General, administrative and marketing expenses (1)

   $ 57.7      $ 51.7        11.7%    

Net income

   $ 41.4      $ 7.9        422.5%    

Adjusted net income

   $ 56.3      $ 26.7        110.9%    

Adjusted EBITDA

   $ 180.3      $ 143.0        26.1%    

Comparable center revenue (2)

     12.1%        11.4%     

Center memberships, end of period

     826,502        784,331        5.4%    

Average center revenue per center membership

   $ 815      $ 722        12.9%    

 

(1)

The three months ended September 30, 2024 and 2023 included non-cash share-based compensation expense of $10.3 million and $13.4 million, respectively.

(2)

The Company includes a center, for comparable center revenue purposes, beginning on the first day of the 13th full calendar month of the center’s operation, in order to assess the center’s growth rate after one year of operation.

Cash Flow Highlights

 

   

We estimate our net cash provided by operating activities for the three months ended September 30, 2024 will be $151.1 million, an increase of 31.8% compared to the prior year quarter.

 

   

We estimate our free cash flow for the three months ended September 30, 2024 will be $138.3 million, including $65 million of proceeds from sale-leaseback transactions on two properties.

Liquidity and Capital Resources

 

   

As of September 30, 2024, our total available liquidity was $529.8 million, which included availability under our $650 million revolving credit facility and cash and cash equivalents.


   

Our net debt leverage ratio is estimated to have improved to 2.4x as of September 30, 2024, from 3.7x as of September 30, 2023.

# # #

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 is 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.

Unaudited Preliminary Estimated Results for the Three Months Ended September 30, 2024

The Company’s unaudited preliminary estimated financial results are based on information available to us as of the date of this press release. The amounts set forth herein are subject to revision based upon the completion of our quarter-end financial closing process, a final review by our management, audit committee and independent registered public accounting firm (“Deloitte”) and the preparation of full financial statements and related notes. The unaudited preliminary estimated financial information included in this press release has been prepared by, and is the responsibility of, our management. Deloitte has not audited, reviewed, compiled or applied agreed-upon procedures with respect to the preliminary financial information. Accordingly, Deloitte does not express an opinion or any other form of assurance with respect thereto.

The processes we have used to produce the unaudited preliminary estimated financial information required a greater degree of estimation and assumptions than required during a typical quarter-end closing process. During our completion of our closing process, we may identify additional items that require material adjustments to the unaudited preliminary estimated financial information presented in this press release. The unaudited preliminary estimated financial information should not be considered a substitute for the financial statements for the three months ended September 30, 2024 prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) once they become available. Therefore, investors should not place undue reliance on the unaudited preliminary estimated financial information presented in this press release.

The preliminary estimated financial results presented in this press release do not purport to indicate our final results of operations for the three months ended September 30, 2024, nor are they necessarily indicative of any future period or any full fiscal year and should be read together with our audited consolidated financial statements and related notes, our unaudited condensed consolidated financial statements and related notes and our other financial information reported in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2024 and June 30, 2024. We undertake no obligation to update or revise these preliminary estimated amounts as a result of new information or otherwise.

Use of Non-GAAP Financial Measures

This press release includes certain financial measures that are not presented in accordance with GAAP, including Adjusted net income, Adjusted EBITDA, free cash flow and net debt and ratios and calculations with respect thereto. These non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles and should be considered in addition to, and not as a substitute for or superior to, net income, net cash provided by operating activities or total debt (defined as long-term debt, net of current portion, plus current maturities of debt) as a measure of financial performance or liquidity or any other performance measure derived in accordance with GAAP, and should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items. In addition, these non-GAAP financial measures should be read in conjunction with the Company’s financial statements prepared in accordance with GAAP. The reconciliations of the Company’s non-GAAP financial measures to the corresponding GAAP measures should be carefully evaluated.

Adjusted net income is defined as net income excluding the impact of share-based compensation expense as well as (gain) loss on sale-leaseback transactions, capital transaction costs, legal settlements, asset impairment, severance and other items that are not indicative of our ongoing operations, less the tax effect of these adjustments. Adjusted EBITDA is defined as net income before interest expense, net, provision for income taxes and depreciation and amortization, excluding the impact of share-based compensation expense as well as (gain) loss on sale-leaseback transactions, capital transaction costs, legal settlements, asset impairment, severance and other items that are not indicative of the Company’s ongoing operations. Free cash flow is defined as net cash provided by operating activities less capital expenditures, net of construction reimbursements, plus net proceeds from sale-leaseback transactions and land sales. Net debt is defined as long-term debt, net of current portion, plus current maturities of debt, excluding fair value adjustments, unamortized debt discounts and issuance costs, minus cash and cash equivalents. Net debt is as of the last day of the respective quarter or year. Our net debt leverage ratio is calculated as our net debt divided by our trailing twelve months of Adjusted EBITDA.


The Company presents these non-GAAP financial measures because management believes that these measures assist investors and analysts in comparing the Company’s operating performance across reporting periods on a consistent basis by excluding items that management does not believe are indicative of the Company’s ongoing operating performance, and management believes that free cash flow assists investors and analysts in evaluating our liquidity and cash flows, including our ability to make principal payments on our indebtedness and to fund our capital expenditures and working capital requirements. Investors are encouraged to evaluate these adjustments and the reasons the Company considers them appropriate for supplemental analysis. In evaluating the non-GAAP financial measures, investors should be aware that, in the future, the Company may incur expenses that are the same as or similar to some of the adjustments in the Company’s presentation of its non-GAAP financial measures. There can be no assurance that the Company will not modify the presentation of non-GAAP financial measures in future periods, and any such modification may be material. In addition, the Company’s non-GAAP financial measures may not be comparable to similarly titled measures used by other companies in the Company’s industry or across different industries.

The non-GAAP financial measures have limitations as analytical tools, and investors should not consider these measures in isolation or as substitutes for analysis of the Company’s results as reported under GAAP.

The following table provides a reconciliation of net income, the most directly comparable GAAP measure, to Adjusted net income:

 

                                                                 
     Three Months Ended  
     September 30,  
($ in thousands)    2024      2023  

Net income

   $ 41,355      $ 7,915  

Share-based compensation expense (a)

     11,752        14,858  

Loss on sale-leaseback transactions (b)

     4,902        12,672  

Legal settlements (c)

     1,250        —   

Asset impairments (d)

     —         5,340  

Other (e)

     2,869        (312

Taxes (f)

     (5,850      (13,789
  

 

 

    

 

 

 

Adjusted net income

   $ 56,278      $ 26,684  
  

 

 

    

 

 

 

 

(a)

Share-based compensation expense recognized during the three months ended September 30, 2024 was associated with stock options, restricted stock units, performance stock units, our employee stock purchase plan (“ESPP”) that launched on December 1, 2022, and liability-classified awards related to our 2024 short-term incentive plan. Share-based compensation expense recognized during the three months ended September 30, 2023 was associated with stock options, restricted stock units, our ESPP and liability-classified awards related to our 2023 short-term incentive plan.

(b)

We adjust for the impact of gains and losses on the sale-leaseback of our properties as they do not reflect costs associated with our ongoing operations.

(c)

We adjust for the impact of unusual legal settlements. These costs are non-recurring in nature and do not reflect costs associated with our normal ongoing operations.

(d)

Represents non-cash asset impairments of our long-lived assets.

(e)

Includes (i) a $3.5 million write-off of the unamortized debt discounts and issuance costs associated with the extinguishment of our existing term loan facility and construction loan for the three months ended September, 30 2024, (ii) (gain) loss on sales of land of $(0.6) million and $0.4 million for the three months ended September 30, 2024 and 2023, respectively, and (iii) a $(0.8) million gain on sales of certain other assets for the three months ended September 30, 2023.

(f)

Represents the estimated tax effect of the total adjustments made to arrive at Adjusted net income using the effective income tax rates for the respective periods.


The following table provides a reconciliation of net income, the most directly comparable GAAP measure, to Adjusted EBITDA:

 

                                                                 
     Three Months Ended  
     September 30,  
($ in thousands)    2024      2023  

Net income

   $ 41,355      $ 7,915  

Interest expense, net of interest income

     36,011        33,075  

Provision for income taxes

     16,213        5,815  

Depreciation and amortization

     69,451        63,618  

Share-based compensation expense (a)

     11,752        14,858  

Loss on sale-leaseback transactions (b)

     4,902        12,672  

Legal settlements (c)

     1,250        —   

Asset impairments (d)

     —         5,340  

Other (e)

     (641      (312
  

 

 

    

 

 

 

Adjusted EBITDA

   $ 180,293      $ 142,981  
  

 

 

    

 

 

 

(a) – (d)  See the corresponding footnotes to the table immediately above.

(e)

Includes (i) (gain) loss on sales of land of $(0.6) million and $0.4 million for the three months ended September 30, 2024 and 2023, respectively, and (ii) a $(0.8) million gain on sales of certain other assets for the three months ended September 30, 2023.

The following table provides a reconciliation from net cash provided by operating activities to free cash flow:

 

                                                         
     Three Months Ended  
     September 30,  
($ in thousands)    2024      2023  

Net cash provided by operating activities

   $ 151,146      $ 114,655  

Capital expenditures, net of construction reimbursements

     (87,106      (192,889

Proceeds from sale-leaseback transactions

     65,043        43,791  

Proceeds from land sales

     9,249        4,169  
  

 

 

    

 

 

 

Free cash flow

   $ 138,332      $ (30,274
  

 

 

    

 

 

 

Reconciliation of Net Income to Adjusted EBITDA Trailing Twelve Months

($ in thousands)

(Unaudited)

 

     Twelve     Twelve  
     Months Ended     Months Ended  
     September 30, 2024     September 30, 2023  

Net income

   $ 142,761     $ 66,105  

Interest expense, net of interest income

     145,631       125,054  

Provision for income taxes

     40,472       20,831  

Depreciation and amortization

     269,398       237,270  

Share-based compensation expense

     43,564       41,106  

(Gain) loss on sale-leaseback transactions

     (2,463     13,966  

Legal settlements

     1,250       —   

Asset impairments

     —        5,340  

Other

     (3,090     (3,523
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 637,523     $ 506,149  
  

 

 

   

 

 

 


Reconciliation of Net Debt and Leverage Calculation

($ in thousands)

(Unaudited)

 

     Twelve     Twelve  
     Months Ended     Months Ended  
     September 30, 2024     September 30, 2023  

Current maturities of debt

   $ 12,439     $ 64,033  

Long-term debt, net of current portion

     1,639,752       1,815,965  

Total Debt

   $ 1,652,191     $ 1,879,998  

Less: Fair value adjustment

     323       682  

Less: Unamortized debt discounts and issuance costs

     (6,462     (16,531

Less: Cash and cash equivalents

     120,947       9,199  

Net Debt

   $ 1,537,383     $ 1,886,648  

Trailing twelve-month Adjusted EBITDA

     637,523       506,149  

Net Debt Leverage Ratio

     2.4x       3.7x  

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of federal securities regulations. Forward-looking statements in this press release include, but are not limited to, the Company’s plans, strategies and prospects, both business and financial, including its current expectations for the third quarter of 2024 and trailing twelve months ended September 30, 2024 financial results, its intention to refinance its existing senior secured notes and senior notes, growth, cost efficiencies and margin expansion, improvements to its balance sheet, net debt and leverage ratio, capital expenditures and free cash flow, consumer demand, industry and economic trends, taxes, and rent expense. These statements are based on the beliefs and assumptions of the Company’s management. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning the Company’s possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These statements may be preceded by, followed by or include the words “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking.

Factors that could cause actual results to differ materially from those forward-looking statements included in this press release include, but are not limited to, risks relating to our business operations and competitive and economic environment, risks relating to our brand, risks relating to the growth of our business, risks relating to our technological operations, risks relating to our capital structure and lease obligations, risks relating to our human capital, risks relating to legal compliance and risk management and risks relating to ownership of our common stock and the other important factors discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2024, (File No. 001-40887), as such factors may be updated from time to time in the Company’s other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These and other important factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any forward-looking statement that the Company makes in this press release speaks only as of the date of such statement. Except as required by law, the Company does not have any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise.

Contacts:

Investors

Ken Cooper, Investor Relations // kcooper2@lt.life or 952-406-2322

Media

Jason Thunstrom, Corporate Communications // jthunstrom@lt.life or 952-229-7435

Exhibit 99.2 O c t o b e r 1 5 , 2 0 2 4 Lender Presentation MIDDLETOWN


L E G A L FORWARD-LOOKING STATEMENTS This presentation includes “forward-looking statements” within the meaning of federal securities regulations. Forward-looking statements in this presentation include, but are not limited to, the plans, strategies and prospects, both business and financial, of Life Time Group Holdings, Inc. (the “Company”), including its financial outlook and cash flow, possible or assumed future actions, opportunities for growth and margin expansion, improvements to its balance sheet and leverage, capital expenditures, consumer demand, industry and economic trends, business strategies, events or results of operations. These statements are based on the beliefs and assumptions of the Company’s management. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning the Company’s possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These statements may be preceded by, followed by or otherwise include the words “believes,” “assumes,” “expects,” “anticipates,” “intends,” “continues,” “projects,” “predicts,” “estimates,” “plans,” “potential,” “may increase,” “may result,” “will result,” “may fluctuate,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “foreseeable,” “may,” and “could” as well as the negative version of these words or similar terms and phrases. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. Factors that could cause actual results to differ materially from those forward-looking statements included in this presentation include, but are not limited to, risks relating to the Company’s business operations and competitive and economic environment, risks relating to its brand, risks relating to the growth of its business, risks relating to its technological operations, risks relating to its capital structure and lease obligations, risks relating to its human capital, risks relating to legal compliance and risk management, and risks relating to ownership of the Company’s common stock and the other important factors discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2024 (File No. 001-40887), as such factors may be updated from time to time in the Company’s other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These and other important factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this presentation. Any forward-looking statement that the Company makes in this presentation speaks only as of the date of such statement. Except as required by law, the Company does not have any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise. This presentation includes certain preliminary results for the three months ended September 30, 2024. These results are based on the information currently available to the Company as of the date of this presentation. The Company's actual financial results for the fiscal three months ended September 30, 2024 are not yet available, and its closing procedures for this period are not yet completed. The Company's actual results may vary from the estimated preliminary results and other data presented in this presentation. The preliminary financial results included in this presentation have been prepared by, and are the responsibility of, the Company's management. Deloitte & Touche LLP has not audited, reviewed, compiled, or applied agreed-upon procedures with respect to the preliminary financial results. Accordingly, Deloitte & Touche LLP does not express an opinion or any other form of assurance with respect thereto. NON-GAAP FINANCIAL INFORMATION This presentation includes Adjusted EBITDA, Net Debt and Free Cash Flow and calculations in connection therewith, which are not presented in accordance with the generally accepted accounting principles in the United States (“GAAP”). These non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles and should not be considered as alternatives to net income (loss), total debt or any other performance measures derived in accordance with GAAP or as an alternative to net cash provided by operating activities as a measure of liquidity and may not be comparable to other similarly titled measures of other businesses. These non-GAAP financial measures have limitations as an analytical tool, and should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items. In addition, these non-GAAP financial measures should be read in conjunction with the Company’s financial statements prepared in accordance with GAAP. A reconciliation of each non-GAAP measure to the corresponding GAAP measure is contained in the Appendix to this presentation. This presentation also presents non-GAAP financial information as of and for the trailing twelve months (“TTM”) ended June 30, 2024, which has been calculated by adding the unaudited statement of operations data for the six months ended June 30, 2024 to the audited statement of operations data for the year ended December 31, 2023 and then subtracting the unaudited statement of operations data for the six months ended June 30, 2023. This presentation shall not constitute a notice of redemption for the Existing Senior Secured Notes or the Existing Senior Unsecured Notes. 2


T O D AY ’ S P R E S E N T E R S & A G E N D A 1. Transaction Overview B A H R A M A K R A D I 2. Company Overview Chairman Chief Executive Officer & Founder 3. Key Credit Highlights 4. Financial Overview 5. Appendix E R I K W E AV E R Executive Vice President Chief Financial Officer 3 3 81nidZpGqzkSDMpD


4


Executive Summary Life Time, Inc. (“Life Time” or the “Company”), the “Healthy Way of Life Company,” has established itself as a premium lifestyle and leisure brand offering premium health, fitness and wellness experiences to a community of more than 1.5 million individual members For the trailing twelve months (“TTM”) ended June 30, 2024, Life Time generated $2.4 billion in Revenue and $600 million in Adjusted (1) EBITDA The Company has positioned itself for long-term success by achieving critical financial objectives: • Consistent financial performance including double-digit Revenue and Adjusted EBITDA growth • Achieving positive free cash flow in the second quarter, before sale-leaseback proceeds (1) • Strengthening the balance sheet by reducing net debt leverage to under 3.0 times, with continued deleveraging to under 2.5 times expected by the end of Q3 Life Time is seeking to issue a new 7-year $1 billion term loan B (“TLB”) and $400 million of other secured debt to refinance Life Time’s existing senior secured notes due 2026 and senior unsecured notes due 2026 (the “Transaction”) nd • The Company is requesting lender commitments by Tuesday, October 22 , 2024, 12:00pm ET Notes: 1. Adjusted EBITDA and Net Debt Leverage are non-GAAP measures. Please see the Appendix for reconciliations to the nearest GAAP measures. 5 81nidZpGqzkSDMpD


Sources, Uses and Pro Forma Capitalization ($ in millions) SOURCES OF FUNDS USES OF FUNDS New Term Loan B $1,000 Refinance Existing Senior Secured Notes $925 New Other Secured Debt 400 Refinance Existing Senior Unsecured Notes 475 Cash from the Balance Sheet 19 Estimated Fees, Expenses and OID 19 Total Sources $1,419 Total Uses $1,419 PRO FORMA CAPITALIZATION (1) Pro Forma xTTM Pro Forma xTTM (4) (4) 6/30/2024 EBITDA Adjustments 6/30/2024 EBITDA Cash $44 (19) $24 Revolver ($650mm) $200 $200 New Term Loan B -- 1,000 1,000 New Other Secured Debt -- 400 400 5.750% Senior Secured Notes due 2026 925 (925) -- Mortgages & Other 51 51 Total Secured Debt $1,176 2.0x $1,651 2.8x (2) Net Secured Debt $1,133 1.9x $1,627 2.7x 8.000% Senior Unsecured Notes due 2026 $475 (475) $-- Total Debt $1,651 2.8x $1,651 2.8x (2) Net Debt $1,608 2.7x $1,627 2.7x (3) Equity Market Capitalization $5,190 $5,190 Total Capitalization $6,842 11.4x $6,842 11.4x (4) TTM 6/30/24 Adjusted EBITDA $600 $600 TTM 6/30/24 Rent Expense $288 $288 Notes: Debt excludes fair value adjustments and unamortized debt issuance costs 3. Market capitalization as of market close on October 11, 2024. 1. Pro forma for $200mm paydown of the existing Term Loan B and $28mm repayment of the Company’s construction loan on September 20, 4. Adjusted EBITDA is a non-GAAP measure. TTM Adjusted EBITDA is for trailing twelve months ended June 30, 2024. Please refer to the 2024 via RCF draw on September 20, 2024, and $64.8mm sale-leaseback proceeds received on September 27, 2024. Appendix for a reconciliation to the nearest GAAP measure. 6 2. Net Secured Debt and Net Debt calculated as Total Secured Debt less Cash and Net Debt less Cash, respectively. 81nidZpGqzkSDMpD


Summary of Indicative Terms – New Term Loan B Borrower: Life Time, Inc. (the “Borrower”) The Senior Secured Credit Facility shall be unconditionally guaranteed on a senior secured basis by the Borrower’s immediate parent and Guarantors: each of its direct and indirect wholly owned domestic restricted (material) subsidiaries subject to customary exceptions (same as existing) (collectively, the Guarantors ) The Senior Secured Credit Facility shall be secured by a priority interest in all tangible and intangible assets (including capital stock of Security: subsidiaries) of the Borrower and Guarantors subject to customary exceptions (same as existing) Tranche Amount Coupon SOFR floor Tenor OID Amortization Facility: (1) Term Loan B $1 billion S+TBD bps TBD 7 years TBD 1.0% p.a. (2) ‒ Free-&-clear: Greater of $600 million and TTM Run-Rate Adjusted EBITDA , plus ‒ 3.25x First Lien Net Debt Leverage Ratio if pari passu; Accordion: ‒ 3.75x Total Net Debt Leverage Ratio if junior secured; ‒ 4.50x Total Net Debt Leverage Ratio or 2.0x FCCR if unsecured ‒ MFN 50 bps for 12 months, with customary carve outs ‒ 50% of annual excess cash flow with step downs to 25% and 0% at First Lien Net Debt Leverage Ratio levels ≤ 2.75x & ≤ 2.25x Mandatory prepayment: ‒ 100% of net proceeds from issuances of non-permitted debt ‒ 100% of net proceeds from asset sales with step downs to 50% and 0% at First Lien Net Debt Leverage Ratio levels ≤ 2.5x & ≤ 2.0x Optional redemption: 101 soft call for 6 months Financial Covenant: None (cov-lite) Negative Covenants: Please reference the draft Amendment and Marketing Term Sheet to be shared separately Notes: 2. Refers to Adjusted EBITDA increased by the sum of the New Facility EBITDA Adjustments for each New Facility, according to the Credit Agreement definitions. 1. Subject to one 25 bps step-down if the Company achieves Corporate ratings of Ba3 and/or BB- from at least 2 rating agencies, and/or an additional 25 bps step-down when First Lien Net Debt Leverage ≤2.25x. 7 81nidZpGqzkSDMpD


Transaction Timeline October 2024 S M T W Th F Sa 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Denotes holiday Denotes key dates Date Key Transaction Milestones October 15, 2024• Lender conference call at 3:00pm ET October 22, 2024• Lender Commitments due by 12:00pm ET Thereafter • Closing and funding 8 81nidZpGqzkSDMpD


9


Life Time has a Unique Strategic Position 175 1.5M+ / 878k+ (1) (1) Total Clubs Individual Members / Memberships $600M $2,408M (3) TTM Adjusted EBITDA TTM Total Revenue 3.0x ~25% (1) (3) Net Debt Leverage Adjusted EBITDA Margin (2) 20+ YEAR HISTORY OF CONSISTENTLY DELIVERING REVENUE AND EARNINGS GROWTH Notes: Metrics as of or for the twelve months ended June 30, 2024, unless otherwise stated. 3. Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures. Please see the appendix for a reconciliation to the nearest GAAP 1. As of June 30, 2024. measures. 10 10 2. Company did not grow revenue and Adjusted EBITDA in 2020 due to COVID. 81nidZpGqzkSDMpD


Diversified Portfolio in High End Markets Across North America 31 States 1 Canadian Province Total Club Footprint: 17mm+ sq ft Average Club Size: ~100k sq ft 1 3 1 22 6 12 1 Flexible Real Estate Strategy: 7 1 (1) 1 67% of clubs leased 3 7 1 2 6 86% of new centers since 2015 13 2 1 4 7 6 7 2 2 4 2 2 7 $2.5bn gross book value 7 1 (1) of owned club real estate 30 4 (1) PREMIUM AND HIGH-PROFILE REAL ESTATE FOOTPRINT OF 175 CLUBS WITH SIGNIFICANT WHITESPACE OPPORTUNITIES Notes: 1. As of June 30, 2024. 11 81nidZpGqzkSDMpD


(1) Large Addressable Health & Wellness Market ~$5.6 Trillion Global Market ~$1.9 Trillion North American Market S PA S & H E A LT H Y E AT I N G W O R K P L A C E W E L L N E S S O T H E R H E A LT H & F I T N E S S C L U B S P E R S O N A L I Z E D ( 2 ) A N D N U T R I T I O N W E L L N E S S R E A L E S TAT E W E L L N E S S V E R T I C A L S M E D I C I N E ~$976 ~$715 ~$1.1 ~$51 ~$398 ~$2.5 Billion Billion Trillion Billion Billion Trillion Notes: 2. Other Health & Wellness Verticals include Mental Wellness, Personal Care & Beauty, Thermal/Mineral Springs, Traditional & Complementary Medicine, and Wellness Tourism. 1. Global Wellness Institute 2023 Global Wellness Economy Monitor; data reflects 2022. 12 12 81nidZpGqzkSDMpD


13


Key Credit Highlights Trusted, Premium Leisure Brand Highly Predictable Recurring Difficult to Replicate Impressive Track Record of 1 Offering Highly Differentiated 2 3 4 Subscription-Based Revenue Model & Scale Financial Performance Experiences Model 70%+ ~123B 13.5% $2.5B / $1.9B ( 1 ) M E D I A I M P R E S S I O N S G R O S S / N E T B O O K VA L U E R E V E N U E C A G R R E C U R R I N G S U B S C R I P T I O N ( 2 ) O F O W N E D R E A L E S TAT E R E V E N U E 2001 –2023 Growth across major markets and Premium owned real estate portfolio with as a percent of total center revenue desirability of programs and community attractive real estate coverage Loyal & Engaged Multi-Generational Flexible Asset-Light Real Estate Model Growth Opportunities: Deep Leadership Membership Base With Attractive With Attractive Returns on Capital & 5 6 7 8 Brand Expansion & Innovation Bench Demographics Significant Whitespace 20+ 135 $2.3B 10 - 12 N E T P R O C E E D S O N TA R G E T E D N E W L O C AT I O N S P E R Y E A R T E N U R E AV E R A G E A N N U A L V I S I T S S A L E - L E A S E B A C K T R A N S A C T I O N S Y E A R of most of our executive officers, as our on average, with significant ability to capitalize on associated with 64 properties, since 2015 per center membership in 2023, as members are highly deep bench began in 1992 with our health and wellness opportunities engaged and draw inspiration from the experiences and visionary founder and CEO community we created Notes: 1. Sourced from Cision, Meltwater, Burrelles; reflects estimate fiscal year ended December 31, 2023. 14 14 2. Net estimated real property value as of June 30, 2024. 81nidZpGqzkSDMpD


Trusted, Premium Leisure Brand Offering Highly Differentiated 1 Experiences …DRIVING INCREASED MEMBER ENGAGEMENT… 139 ~$3,000 TTM Q2 2024 Average Annual Visits / Center TTM Q2 2024 Average Revenue / (1) (1) Center Membership , Up 37% Since 2019 Membership , Up 29% Since 2019 ~123B ~109MM (2) Company Media Impressions (1) TTM Q2 2024 Total Annual Visits , Up 27% Since 2019 …RESULTING IN THE BEST RETENTION RATE WE’VE EVER SEEN Notes: 1. Reflects trailing twelve months ended June 30, 2024. 15 15 2. Sourced from Cision, Meltwater, Burrelles; reflects estimate for trailing twelve months ended December 31, 2023. 81nidZpGqzkSDMpD


BEAVERTON, OR IRVINE, CA 2 Difficult to Replicate Model & Scale (1) HIGH-PROFILE PREMIUM REAL ESTATE FOOTPRINT OF 175 CLUBS WITH SIGNIFICANT PORTFOLIO OF OWNED REAL ESTATE AND ATTRACTIVE REAL ESTATE COVERAGE $2.5B $1.9B SHENANDOAH, TX CHICAGO, IL (2) (2) Gross Book Value Net Book Value 2.1x 1.6x (3) (3) Pro Forma Real Estate Coverage Pro Forma Real Estate Coverage (Gross Book Value) (Net Book Value) SCOTTSDALE, AZ NEW YORK, NY Notes: 3. Pro Forma real estate coverage calculated by dividing Revolver, TLB & other secured debt outstanding by net estimated property value (on a gross book value basis and net book value basis, respectively). 1. As of June 30, 2024. 16 16 2. Represents net estimated real property value as of June 30,2024. 81nidZpGqzkSDMpD


Impressive Track Record of Financial Performance 3 Life Time as a Lifestyle Brand & Elevation of Brand to Higher Level Reposition to High-End Refinement of Resort-Like Format Transition to Asset-Light Model with Focus on Top Tier Markets Leisure Brand Total Revenue ($ in millions) Take-Private $2,408 Re-IPO in in June 2015 $2,217 October 2021 Grew Revenue $1,900 Through Recession $1,823 COVID-19 $1,749 $1,593 IPO in $1,475 June 2004 $1,354 $1,318 $1,291 $1,206 $1,127 $1,014 $948 $913 $837 $770 $656 $512 $390 $312 $257 $195 $137 FY01 FY02 FY03 FY04 FY05 FY06 FY07 FY08 FY09 FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 TTM (1) Q2'24 Government Mandated Closures & Restrictions Notes: 1. Reflects trailing twelve months ended June 30, 2024. 17 81nidZpGqzkSDMpD


3 Leverage Profile Over Time • The Company has aggressively focused on strengthening its balance sheet through continued deleveraging and achieving positive free cash flow, before sale-leaseback proceeds • Life Time leverages sale-leasebacks to accelerate growth. In Q2 2024, the Company executed sale-leaseback transactions for net proceeds of ~$143 million and closed an additional ~$65 million in Q3 2024, resulting in ~$208 million net proceeds in total • The Company's top priorities include optimizing its balance sheet, continued deleveraging and target net debt leverage of under 2.25x, and generating positive free cash flow (1)(4) (2)(4) Net Debt Leverage Over Time Interest Coverage Ratio Over Time 22.4x 4.5x 5.5x 4.5x 5.2x 4.0x 3.6x 4.2x (3) 2.7x 0.6x December 2015 December 2019 December 2021 June 2023 June 2024 December 2015 December 2019 December 2021 June 2023 June 2024 Notes: 3. Pro forma for $200mm paydown of the existing Term Loan B and $28mm repayment of the Company’s construction loan on September 20, 2024 via RCF draw on September 20, 2024, and $64.8mm sale-leaseback proceeds received on September 27, 2024. 1. Calculated as Net Debt / TTM Adjusted EBITDA. Net Debt defined as long-term debt, net of current portion, plus current maturities of debt, less a fair value adjustment, unamortized debt discounts and issuance costs and cash and cash equivalents. 4. Adjusted EBITDA, Cash Interest Expense and Net Debt Leverage are non-GAAP measures. Please see the Appendix for reconciliations to the 18 nearest GAAP measures. 2. TTM Adjusted EBITDA / TTM Cash Interest Expense (calculated net of capitalized interest). 81nidZpGqzkSDMpD


Highly Recurring Revenue Model 4 Center Revenue ($ in millions) Membership Dues + Enrollment Fees In-Center Revenue $2,340 $2,154 $639 Government mandated closures $1,851 & restrictions $1,770 $597 $1,702 $643 $518 $589 $1,287 $380 $930 $1,701 $279 $1,557 $1,252 $1,208 $1,113 $907 $651 2018 2019 2020 2021 2022 2023 TTM Q2 2024 % In-Center Revenue 35% 35% 30% 30% 29% 28% 27% % Membership Dues + 65% 65% 70% 70% 71% 72% 73% Enrollment Fees 19 81nidZpGqzkSDMpD


Loyal & Engaged Multi-Generational Membership Base 5 (1) With Attractive Demographics ~79% ~46% ~74% $157,000 of Members are Under 55 of Members are Under 35 of Members Own a Home Member Median Household Income Years of Age Years of Age 1.6x ~59% ~60% Balanced Median Household Income in of Members Have at Least a of Memberships are Families Respective Trade Areas Member Gender Mix College Education or Couples MAKES LIFE TIME A COVETED PARTNER TO MALLS, RESIDENTIAL/OFFICE DEVELOPMENTS AND REITs Notes: 1. Data as of June 30, 2024. 20 20 81nidZpGqzkSDMpD


5 NATION’S LARGEST 55+ COMMUNITY (1) PICKLEBALL PROVIDER FOR ACTIVE OLDER ADULTS 180K+ 39K+ 8,900+ 680+ (3) (3) (2) (3) Sessions Per Month Sessions Per Month Dedicated Courts Classes Per Month 14% 34% 40% 2.4MM+ Year-Over-Year Increase in Total Year-Over-Year Increase in Total Year-Over-Year Increase in Total (4) Participations (4) (4) Sessions Sessions (4) Sessions Notes: 3. Monthly average over the six months ended June 30, 2024. 1. Source: Craig-Hallum as originally reported July 2023 and restated July 2024. 4. Reflects six months ended June 30, 2024. 2. As of June 30, 2024. 21 21 81nidZpGqzkSDMpD


5 Highly Engaged Membership Base REVENUE PER MEMBERSHIP MEMBER ENGAGEMENT IS GROWING CONTINUES TO INCREASE +29% +25% $2,969 139 135 $2,810 $2,528 124 $2,172 108 2019 2022 2023 TTM 2019 2022 2023 TTM (1) (1) Q2 2024 Q2 2024 (2) (3) Average Center Revenue Per Center Membership Average Annual Visits Per Center Membership Notes: 3. Average annual visits per center membership is calculated as front desk visits, divided by the average number of center memberships for the period, where the average number of center memberships for the period is an average derived from dividing the sum of the total 1. Reflects trailing twelve months ended June 30, 2024. center memberships outstanding at the beginning of the period and at the end of each month during the period by one plus the number 2. Average revenue per center membership is calculated as center revenue less digital on-hold revenue, divided by the average number of of months in each period. center memberships for the period, where the average number of center memberships for the period is an average derived from dividing the sum of the total center memberships outstanding at the beginning of the period and at the end of each month during the period by 22 one plus the number of months in each period. 81nidZpGqzkSDMpD


Significant White Space Opportunities 6 Creating pathways to every market with healthy ROIC LAND & CONSTRUCTION CONTRIBUTIONS FROM: MALL OWNERS MULTI-FAMILY RESIDENTIAL DEVELOPERS OFFICE OWNERS/DEVELOPERS COMPETITOR TAKEOVERS GROUND-UP DEVELOPMENT 23 23 81nidZpGqzkSDMpD


6 Flexible Asset-Light Real Estate Model With Attractive Returns on Capital (1) Post Sale-Leaseback Strategy Pre Sale-Leaseback Strategy Today (Post-2015) Prior Public Company (Pre-2015) Traditional Traditional Vertical Center Growth Mall / Retail Urban Suburban Suburban Residential Types Development Locations Locations Locations Development Average Annual Revenue (2) $1,991 $ 2,810 per Membership Centers Open Mid-Teens Over 30% 3+ Years ROIC Target Notes: 1. Sale-leaseback strategy pertains to traditional suburban locations. 24 2. Reflects fiscal year ended December 31, 2023. 81nidZpGqzkSDMpD


7 Additional Long-Term Growth Accelerators Through Brand Expansion & Innovation H O R M O N E S P E P T I D E S I V T H E R A P Y R E C O V E R Y R E J U V E N A T I O N S U P P L E M E N T A T I O N A E S T H E T I C S B O D Y W O R K 25 25 81nidZpGqzkSDMpD


8 Talented, Proven Management Team – Founder & CEO Plus Long Tenured and Newer Executives BAHRAM AKRADI ERIK WEAVER Founder, Chairman and Chief Executive Officer Executive Vice President and Chief Financial Officer Mr. Akradi has over 35 years experience in healthy way of life Joined the Company in 2004 and held various positions including initiatives and real estate development. Assistant Controller; VP and Controller; SVP and Controller; and Principal Accounting Officer. RJ SINGH PARHAM JAVAHERI Executive Vice President and Chief Digital Officer Executive Vice President, President Club Operations & Chief Property Joined the company in 2017. Over 25 years of comprehensive Development Officer technology leadership and digital transformation experience. Prior to Joined the company in 2004 working on real estate acquisitions, joining Life Time, Mr. Singh served as the VP of IT at Lifetouch. dispositions, development, entitlements and government relations and has served as the head of Real Estate and Development department since 2014. Prior to joining Life Time, Mr. Javaheri worked as a civil engineer for a local consulting firm. ERIC BUSS Executive Vice President and Chief Admin Officer Joined the company in 1999 and has served as EVP since 2005. Prior to joining Life Time, Mr. Buss was an associate at the law firm of Faegre & Benson LLP (now Faegre Drinker) and practiced as a public accountant. 26 81nidZpGqzkSDMpD


8 Business Leaders Fartash Akradi Matthew Brinza Keith Dieruf Joe Gallagher John Griffith SVP of Life Time SVP, Architecture and SVP - Digital Marketing SVP, Corporate SVP, Real Estate and Technology Engineering Concierge and New Club Development Openings Matthew Heinrichs Bryan Janowiec Alicia Kockler Aaron Koehler Steven Larson Jr SVP, Technology SVP, Facility Operations SVP, Kids & Aquatics SVP - Real Estate and SVP, Club Operations Development James LaValle Mark Laylin Erik Lindseth Renee Main Lisa Pollock Chief Science Officer SVP, National Sales SVP, General Counsel SVP of Healthy Aging SVP, Human Resources and ARORA Kimo Seymour Jason Thunstrom Ali Yanez President, Media and SVP, Corporate SVP, LifeSpa Events Communications 27 81nidZpGqzkSDMpD


28


Confidential (1) Preliminary Q3 2024 Financials Revenue ~$693.2M Net income ~$41.4M (3) Adjusted net income ~$56.3M (3) Adjusted EBITDA ~$180.3M (2)(3) Free cash flow ~$138.3M (3) Net debt leverage ~2.4x Notes: 1. These figures represent the Company’s preliminary results for the three months ended September 30, 2024, which are subject to change. See “Forward-Looking Statements” on slide 2 for more information. 2. Free cash flow includes $64.8M of sale leaseback proceeds and $9M of land sale proceeds. 3. Adjusted Net Income, Adjusted EBITDA, Free Cash Flow and Net Debt Leverage are non-GAAP measures. Please see the Appendix for a reconciliation to the nearest GAAP measures. 29 81nidZpGqzkSDMpD


Confidential Historical Financial Profile CENTERS 171 161 151 149 146 2019A 2020A 2021A 2022A 2023A CENTER MEMBERSHIPS (000’S) 854 763 725 649 501 2019A 2020A 2021A 2022A 2023A 30 81nidZpGqzkSDMpD


Confidential Historical Financial Profile (cont.) TOTAL REVENUE ($M) $2,217 $1,900 $1,823 $1,318 $948 2019A 2020A 2021A 2022A 2023A (2) ADJUSTED EBITDA & RENT EXPENSE ($M) $275 $166 $245 $537 $438 $210 $282 $186 $80 ($63) 2019A 2020A 2021A 2022A 2023A ADJUSTED EBITDA 23.0% 24.2% (6.6%) 6.1% 15.5% (1)(2) MARGIN % : Rent Expense Adjusted EBITDA Notes: 1. Calculated as Adjusted EBITDA / Total Revenue. 2. Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures. Please see the Appendix 31 for reconciliations to the nearest GAAP measures. 81nidZpGqzkSDMpD


Confidential Historical Financial Profile (cont.) CASH FLOW FROM OPERATING ACTIVITIES ($M) $463 $359 $201 ($20) ($96) 2019A 2020A 2021A 2022A 2023A (1) FREE CASH FLOW ($M) ($38) ($70) ($103) ($109) ($275) 2019A 2020A 2021A 2022A 2023A NET PROCEEDS FROM SLBS ($M) $352 $236 $195 $122 $74 2019A 2020A 2021A 2022A 2023A Notes: 1. Free cash flow includes proceeds from sale leaseback and land sale transactions. Free cash flow is a non-GAAP measure. Please see the Appendix for a reconciliation to the nearest GAAP measure. 32 81nidZpGqzkSDMpD


33


Significant Underlying Real Estate Value (1) Gross Book Value Net Book Value ($ in millions) (2) Collateral - mandatory TLB prepayment on SLB $857 $600 Collateral - no mandatory TLB prepayment on SLB 259 222 (2) No collateral (ground leases) - mandatory TLB prepayment on SLB 422 276 No collateral - no mandatory TLB prepayment on SLB 453 405 Owned with mortgages 435 333 (3) Land 30 30 Assets held for sale 9 9 (4) Construction work-in-process 82 82 Estimated real property value $2,546 $1,957 Less: Mortgage notes (76) (76) Net estimated real property value $2,470 $1,881 Net estimated property value $2,470 $1,881 Term loan 310 310 Senior secured debt 925 925 Revolver 45 45 Revolver, TLB & senior secured notes outstanding 1,280 1,280 (5) Real estate coverage 1.9x 1.5x Notes: 3. Represents out parcels. 1. Based on June 30, 2024, Gross Book Value. 4. Excludes CWIP for leased properties. 34 2. Subject to the right of reinvestment of net proceeds. 5. Pro forma for the Transaction, real estate coverage on a gross and net basis would be 2.1x and 1.6x, respectively. 81nidZpGqzkSDMpD


Reconciliation of Net Income (Loss) to Adjusted EBITDA Fiscal Year Ended TTM Q3 Adjustment detail (1) (1) 1. Share-based compensation expense is associated with stock options, restricted ($ in millions) Dec-15 Dec-19 Dec-20 Dec-21 Dec-22 Dec-23 Jun-23 Jun-24 Sep-24 Sep-24 1 stock units, performance stock units, Life Time’s employee stock purchase plan (“ESPP”) that launched on December 1, 2022 and liability classified awards Net income (loss) ($43) $30 ($360) ($579) ($2) $76 $83 $109 $143 $41 related to short-term incentive plans. A significant portion of the share-based Interest expense, net of interest compensation expense that the Company recognized during the fiscal year 108 129 128 225 114 131 120 143 146 36 income ended December 31, 2021 is associated with stock options that were granted prior to 2021. Provision for (benefit from) income (19) 10 (128) (140) (1) 19 18 30 40 16 taxes 2. Represents the net incremental expenses (credits) recognized related to the 2 COVID-19 pandemic. For FY2023, primarily consisted of legal-related costs in Depreciation and amortization 163 220 248 235 229 244 230 264 269 69 pursuit of the Company’s claim against Zurich, partially offset by a subsidy for its 1 Canadian operations. For FY2022, primarily consisted of site development cost Share-based compensation expense 6 24 -- 334 37 50 32 47 44 12 write-offs and legal-related costs in pursuit of its claim against Zurich. For 2 FY2020, primarily consisted of the recovery of certain qualifying expenses under COVID-19 related expenses (credits) -- -- 49 (2) 3 0 3 0 -- -- the CARES Act, partially offset by COVID-19 legal-related costs in pursuit of its Loss (gain) on sale-leaseback claim against Zurich. 3 -- (0) (7) 2 (98) 14 (47) 5 (2) 5 transactions 3 3. Adjustment for the impact of (gains) losses on the sale-leaseback of Life Time’s 4 Capital transaction costs -- 6 0 3 0 -- -- -- -- -- properties as they do not reflect costs associated with ongoing operations. 5 4. Represents one-time costs related to capital transactions, including debt and Legal (recoveries) settlements -- 8 0 (0) -- -- -- -- 1 1 4 equity offerings that are non-recurring in nature but excluding direct costs related to the Company’s IPO which were netted against the proceeds of the Asset impairments -- 10 7 -- -- 7 1 5 -- -- 6 IPO. Transaction related expenses -- -- -- -- -- -- -- 112 -- -- 7 5. Life Time adjusts for the impact of unusual legal settlements paid or recoveries 5 received. These are non-recurring in nature and do not reflect costs associated Non-recurring items 38 -- -- -- -- -- -- -- -- -- 8 with our normal ongoing operations. Other -- 1 0 2 0 (4) (6) (3) (3) 0 9 6. Represents non-cash asset impairments of Life Time’s long-lived and intangible 6 assets. Adjusted EBITDA $365 $438 ($63) $80 $282 $537 $434 $600 $638 $180 7. Includes expenses related to the acquisition of Life Time and other non-recurring 7 Total Revenue $1,900 $948 $1,318 $1,823 $2,217 $2,042 $2,408 $1,354 $2,517 $693 charges. (2) Adjusted EBITDA Margin 27.0% 23.0% (6.6%) 6.1% 15.5% 24.2% 21.2% 24.9% 25.3% 26.0% 8 8. Includes expenses that are one-time and non-recurring. 9. Includes (i) (gain) loss on sales of land of $(4) million and $(5) million for the Rent $71 $166 $186 $210 $245 $275 $263 $288 $298 $79 9 twelve months ended June 30, 2024 and September 30, 2024, respectively, (ii) (gain) loss on sales of the Company’s triathlons and certain other assets of $(5) Notes: million, $(7) million and $1 million for the twelve months ended December 31, 1. These figures represent the Company’s preliminary results for the three months or twelve months ended September 30, 2024, which are subject 2023, June 30, 2023 and September 30, 2024, respectively, and (iii) large to change. See “Forward-Looking Statements” on slide 2 for more information. corporate restructuring charges and executive level involuntary terminations of 2. Adjusted EBITDA Margin calculated as TTM Adjusted EBITDA divided by TTM Total Revenue. $1 million for each of the twelve months ended December 31, 2023, June 30, 35 2023, June 30, 2024 and September 30, 2024. 81nidZpGqzkSDMpD


Reconciliation of Total Debt to Net Debt Leverage (1) 2015 2019 2021 2022 2023 Q2 2023 Q2 2024 Q3 2024 ($ in millions) Current maturities of debt $30 $36 $23 $15 $74 $65 $13 $12 Long-term debt, net of current portion $1,926 $2,224 $1,776 $1,806 $1,859 $1,792 $1,830 $1,640 Total Debt $1,956 $2,260 $1,799 $1,821 $1,933 $1,857 $1,843 $1,652 Less: Fair value adjustment $6 $3 $2 $1 $1 $1 $0 $0 Less: Unamortized debt discounts and issuance ($68) ($30) ($26) ($19) ($15) ($18) ($12) ($6) costs (2) Less: Cash and cash equivalents $10 $26 $26 $15 $11 $16 $35 $121 Net Debt $2,008 $2,261 $1,797 $1,824 $1,936 $1,858 $1,820 $1,537 (3) (3) (3) TTM Adjusted EBITDA $365 $438 $80 $282 $537 $434 $600 $638 Net Debt Leverage 5.5x 5.2x 22.4x 6.5x 3.6x 4.2x 3.0x 2.4x Notes: 1. These figures represent the Company’s preliminary results for the three months ended September 30, 2024, which are subject to change. See “Forward-Looking Statements” on slide 2 for more information. 2. Cash and cash equivalents exclude restricted cash of $22M for 2019, $6M for 2021, $10M for 2022, $19M for 2023, and $15M for Q2 2023. 36 3. TTM Adjusted EBITDA reflects trailing twelve months for Q2 2023, Q2 2024, and Q3 2024 respectively. 81nidZpGqzkSDMpD


Reconciliation of Cash Flow from Operating Activities to Free Cash Flow (1) 2019 2020 2021 2022 2023 Q3 2024 ($ in millions) Net cash flow provided by operating activities $359 ($96) ($20) $201 $463 $151 Capital expenditures, net of construction ($624) ($266) ($329) ($591) ($698) ($87) reimbursements Proceeds from sale-leaseback transactions $195 $236 $74 $352 $122 $65 Proceeds from land sales $- $23 $- $- $4 $9 ($70) ($103) ($275) ($38) ($109) $138 Free Cash Flow Notes: 1. These figures represent the Company’s preliminary results for the three months ended September 30, 2024, which are subject to change. See “Forward-Looking Statements” on slide 2 for more information. 37 81nidZpGqzkSDMpD


Reconciliation of Interest Coverage Ratio Fiscal Year Ended TTM Dec-15 Dec-19 Dec-21 Jun-23 Jun-24 ($ in millions) Interest expense, net of interest income $108 $131 $225 $120 $144 Less: Accrued interest (non-cash) (14) 1 (21) (4) (2) Less: Debt issuance cost amortization (13) (11) (27) (7) (7) Less: Debt issuance cost written off associated with debt refinance -- -- (10) -- -- Less: Loss on extinguishment of Sponsor loan -- -- (41) -- -- Less: Interest accretion of finance lease liabilities -- (0) -- (0) (0) Total Cash Interest Expense $81 $121 $125 $109 $135 (1) (1) TTM Adjusted EBITDA $365 $438 $80 $434 $600 Interest Coverage Ratio 4.5x 3.6x 0.6x 4.0x 4.5x Notes: 1. TTM Adjusted EBITDA reflects trailing twelve months for Q2 2023 and Q2 2024, respectively. 38 81nidZpGqzkSDMpD

v3.24.3
Document and Entity Information
Oct. 15, 2024
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001869198
Document Type 8-K
Document Period End Date Oct. 15, 2024
Entity Registrant Name Life Time Group Holdings, Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-40887
Entity Tax Identification Number 47-3481985
Entity Address, Address Line One 2902 Corporate Place
Entity Address, City or Town Chanhassen
Entity Address, State or Province MN
Entity Address, Postal Zip Code 55317
City Area Code (952)
Local Phone Number 947-0000
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common stock, par value $0.01 per share
Trading Symbol LTH
Security Exchange Name NYSE
Entity Emerging Growth Company false

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