Xponential Fitness, Inc. Announces Secondary Offering of Class A Common Stock by Selling Stockholders
February 07 2023 - 4:01PM
Business Wire
Xponential Fitness, Inc. (NYSE: XPOF) (the “Company” or
“Xponential Fitness”), the largest global franchisor of boutique
fitness brands, today announced the commencement of an underwritten
public offering of 5,000,000 shares of the Company’s Class A common
stock (the “Offering”) by certain of the Company’s existing
stockholders, affiliates of Snapdragon Capital Partners and Anthony
Geisler (the “Selling Stockholders”). Certain of the Selling
Stockholders intend to grant the underwriters a 30-day option to
purchase up to an additional 750,000 shares of the Company’s Class
A common stock. The Company will not receive any proceeds from the
sale of the shares being offered by the Selling Stockholders.
BofA Securities and Jefferies are acting as joint lead
bookrunners for the proposed Offering.
The shares of Class A common stock are being offered pursuant to
a registration statement on Form S-3 that was declared effective by
the U.S. Securities and Exchange Commission (the “SEC”) on February
3, 2023. The proposed Offering will be made only by means of a
preliminary prospectus supplement and an accompanying prospectus,
which will be filed with the SEC and will be available on the SEC’s
website located at www.sec.gov. A copy of the preliminary
prospectus supplement and the accompanying prospectus, when
available, may also be obtained from: BofA Securities, Attn:
Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd
Floor, Charlotte, NC 28255, email: dg.prospectus_requests@bofa.com;
or Jefferies LLC, Attn: Equity Syndicate Prospectus Department, 520
Madison Avenue, New York, NY 10022, telephone: (877) 821-7388,
email: Prospectus_Department@Jefferies.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of these securities 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.
About Xponential Fitness, Inc.
Xponential Fitness, Inc. (NYSE: XPOF) is the largest global
franchisor of boutique fitness brands. Through its mission to make
boutique fitness accessible to everyone, the Company operates a
diversified platform of ten brands spanning across verticals
including Pilates, indoor cycling, barre, stretching, rowing,
dancing, boxing, running, functional training and yoga. In
partnership with its franchisees, Xponential Fitness offers
energetic, accessible, and personalized workout experiences led by
highly qualified instructors in studio locations across 48 U.S.
states and Canada, and through master franchise or international
expansion agreements in 14 additional countries. Xponential
Fitness' portfolio of brands includes Club Pilates, the largest
Pilates brand in the United States; CycleBar, the largest indoor
cycling brand in the United States; StretchLab, a concept offering
one-on-one and group stretching services; Row House, the largest
franchised indoor rowing brand in the United States; AKT, a
dance-based cardio workout combining toning, interval and circuit
training; YogaSix, the largest franchised yoga brand in the United
States; Pure Barre, a total body workout that uses the ballet barre
to perform small isometric movements, and the largest Barre brand
in the United States; STRIDE, a treadmill-based cardio and strength
training concept; Rumble, a boxing-inspired full-body workout; and
BFT, a functional training and strength-based program.
Forward-Looking Statements
This press release includes statements that may constitute
“forward-looking” statements, usually containing the words
“believe,” “estimate,” “project,” “expect”, “intend”, “will” or
similar expressions. These forward-looking statements include,
without limitation, references to the completion, timing and size
of the public offering. Forward-looking statements inherently
involve risks and uncertainties that could cause actual results to
differ materially from the forward-looking statements. Factors that
would cause or contribute to such differences include, but are not
limited to, risks and uncertainties the terms and related to
completion of the public offering and the satisfaction of customary
closing conditions related to the public offering. There can be no
assurance that we will be able to complete the public offering on
the anticipated terms, or at all. Applicable risks also include
those identified under the heading “Risk Factors” in our Annual
Report on Form 10-K for the year ended December 31, 2021, as
updated by our subsequent Quarterly Reports on Form 10-Q or under
the heading “Risk Factors” included in the preliminary prospectus
and in any subsequent filings with the SEC. Additional information
will be made available by our annual and quarterly reports and
other filings that we make from time to time with the SEC. These
forward-looking statements speak only as of the date of this press
release. Factors or events that could cause our actual results to
differ may emerge from time to time, and it is not possible for us
to predict all of them. We undertake no obligation to update any
forward-looking statement, whether as a result of new information,
future developments or otherwise, except as may be required by
applicable law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230207006053/en/
Kimberly Esterkin Addo Investor Relations
investor@xponential.com (310) 829-5400
Xponential Fitness (NYSE:XPOF)
Historical Stock Chart
From Jun 2024 to Jul 2024
Xponential Fitness (NYSE:XPOF)
Historical Stock Chart
From Jul 2023 to Jul 2024