piper jaffray 2018 us fitness industry update
TRANSCRIPT
Fitness Industry UpdateJanuary 2018
2PIPER JAFFRAY
Fitness Franchises, Services, and Products
Piper Jaffray & Co. | Leading Advisor to the Fitness Industry
Initial Public
Offering
August 2015
Initial Public
Offering
June 2015
has been acquired by L Catterton
Sell Side AdvisorMay 2015
has been acquired by
Norwest Equity Partners
Sell Side AdvisorDecember 2014
has received an investment from
Roark Capital Group
Sell Side AdvisorMarch 2014
has been acquired by Gold’s Gym
Sell Side AdvisorJuly 2014
Sell Side AdvisorDecember 2017
has been acquired by J.W. Childs
Honors Holdingsan area representative of
has been acquired by
Perpetual Capital
Sell Side AdvisorJanuary 2016
Has been acquired by CircusTrix, a
portfolio company of Palladium Equity
Partners
Sell Side AdvisorApril 2017
has received an investment from Hearst Ventures
Sell Side AdvisorApril 2016
has received an investment from
Roark Capital Group
Sell Side AdvisorFebruary 2016
Sell Side AdvisorSeptember 2017
Has been acquired by TPG Growth
Buy Side AdvisorDecember 2017
has made a significant
investment in Sunshine Fitness
a Planet Fitness Franchisee
Brian SmithManaging Director+1 415 [email protected]
Years at Piper Jaffray: 4Years in Industry: 15
Abe ThomasPrincipal+1 415 [email protected]
Years at Piper Jaffray: 4Years in Industry: 9
3PIPER JAFFRAY
Table of Contents
I. Executive Summary
II. Fitness Industry Overview
III. Rise of Boutiques and HVLP
IV. Piper Jaffray Proprietary Survey Results
V. Capital Markets Update
VI. Closing Remarks
VII. Piper Jaffray Consumer Team Overview
Section I
Executive Summary
5PIPER JAFFRAY
With our team completing its tenth fitness transaction over the last 36 months, we wanted to take a moment to thank all our clients who entrusted us to navigate them through the private placement and M&A process. We are honored to work with the visionary leaders and trendsetting brands in this transformational industry.
Since our 2015 fitness industry update we have had a front row seat to emerging trends, winning concepts, and developing investment theses in the space. Trends we began tracking before the recession have since solidified and now exploded in the last few years: the bifurcation of big-box gyms to the high or low end of the market, the rapid expansion of boutique studios, the rise of fitness franchisors, the deep consumer demand for quality fitness instruction (at-home and in-studio), and the growing investor interest in fitness evidenced by the robust recent M&A activity and a highly successful IPO in Planet Fitness.
In this update we focus on three trends:
First, the rise of multiple national boutique studio concepts suggests to us that boutique fitness appeals to the masses. Four studio brands are now in the top 15 fitness brands based on units whereas in 2009 there were none. We believe in an attractive equilibrium for boutique studios to co-exist with one another and gyms, however a deep backlog of units may quickly saturate certain markets.
Second, the “price / value wars” continue shaping the high-value, low-price (HVLP) space. HVLP version 1.0, marked by a smaller 15,000 sq. ft. box of weights and cardio for $9-19 / month, has quickly seen HVLP version 2.0 emerge with larger clubs offering robust amenities that look and feel like the full-service offerings of legacy fitness brands at 33% to 50% the price. The rise of HVLP and HVLP 2.0 has been rapid. At least 15 private-equity-backed operators are now competing for their share of the HVLP 1.0/2.0 market.
Last, we anticipate seeing larger scale and new categories of investors enter fitness and for attractive exits to occur in the coming years driven by several factors: 1) the compelling growth and scale of multinational and super-regional operators, 2) the disintermediation of retail which has enhanced the value of foot-traffic-driving service-based retail like fitness, and 3) the growing focus on preventative healthcare.
As a disclaimer, this report does not opine on several important technological advances in fitness wearables / apps, commercial equipment, or at-home instruction via content (e.g. Fitness Blender) and equipment (e.g. Peloton).
We hope you find the following pages insightful and informative. Happy reading,
Brian Smith and Abe Thomas
Executive Summary | Opening Remarks
6PIPER JAFFRAY
Steady industry growth with continued bifurcation of marketplace
− High Value Low Price (“HVLP”) and boutiques capturing lion’s share of new members and unit growth
Substantial backlog of HVLP and boutique concepts− Unit growth outpacing members by 2x+; 2,500+ locations in HVLP and boutique backlog
− Over half of backlog driven by Planet Fitness and Orangetheory Fitness
Club LandscapeContinues to Shift
Boutique Explosion
Rise of fitness specialization with single and multi-discipline approaches
− HIIT workouts most popular
− Community centric approach on-trend with the more affluent ($75K+) and skews younger (18-24)
Not just for the 1%, what started on the coasts has moved across the country with rapid rise of boutique franchisors
− Orangetheory, Club Pilates, CycleBar, Pure Barre, CorePower Yoga
Hyper-competitive HVLP Landscape
HVLP attracting substantial private equity investment
− Planet Fitness franchisees and corporate-owned regional competitors
Highly fragmented and continued evolution of HVLP category with version 2.0
Evolving Investor Universe
We predict buyer universe will shift dramatically over next 12-24 months
− Fitness, hospitality, insurance, weight management and international present most likely strategic exit
− Public markets may also provide viable and attractive exit path
Executive Summary | Key Takeaways
Section II
Fitness Industry Overview
8PIPER JAFFRAY
$8 $9
$10 $11
$12 $12 $13
$14 $15
$16
$18 $19 $19
$20 $20 $21
$22 $22
$24 $26
$28
1.0x
1.5x
2.0x
2.5x
3.0x
3.5x
4.0x
$0
$5
$10
$15
$20
$25
$30
'96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16
Since 1996, fitness has grown 3.5x versus GDP of 2.4x (42% higher); growth sustained through recessions
Source: International Health, Racquet & Sports club Association (“IHRSA”); GDP growth per Worldbank; projected industry growth per IBISWorld
20-Year CAGR
5-Year CAGR
6.4%
5.6%
Projected Growth (’17-’21)
2-3%
Rec
essi
on
Rec
essi
on
Rec
essi
on
Rec
essi
on
U.S. Fitness Industry Revenue ($B)
Fitness
Growth since 1996
Fitness Industry | Strong Market Growth, Resistant to Recession
2.4x
3.5x
Total U.S. Fitness Industry Revenue ($B)
GDP
9PIPER JAFFRAY
26 28
30 31 33 34
36 39
41 41 43 42 46 45
50 51 50 53 54 55
57
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
0
10
20
30
40
50
60
70
'96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16
Fitness membership up from 12% penetration in 1996 to 22%; growth also sustained through recessions
Source: International Health, Racquet & Sports club Association (“IHRSA”); age 15+ population per Worldbank
20-Year CAGR
5-Year CAGR
4.0%
2.2%
Rec
essi
on
Rec
essi
on
Rec
essi
on
Rec
essi
on
U.S. Health Club Memberships (M)
Fitness Membership % Age 15+ U.S. Population
Fitness Industry | Increasing Memberships, Penetration
22%
Total U.S. Fitness Memberships (M)
12%
10PIPER JAFFRAY
$333 $320
$333 $345 $361
$375 $358
$371 $373 $375 $389
$429 $451
$437 $441 $419 $413
$433 $427 $456
$472 $490
0.0%
0.2%
0.4%
0.6%
0.8%
1.0%
1.2%
1.4%
$0
$50
$100
$150
$200
$250
$300
$350
$400
$450
$500
'95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16
Avg. spend per member CAGR of 2.2% since 1996 with last 5 years at 3.5%; current fitness spend % of GNI per capita below historical average
Source: International Health, Racquet & Sports club Association (“IHRSA”); GNI per capita per Worldbank, Atlas method
20-Year CAGR
5-YearCAGR
2.2%3.5%
Rec
essi
on
Rec
essi
on
Rec
essi
on
Rec
essi
on
Annual Fitness Spend per Member ($)
Fitness Spend % Gross National Income Per Capita
Fitness spend % per capita rising from
historical lows
20-year average
Fitness Industry | Accelerating Fitness Spend per Member
Avg. Annual Fitness Spendper Member ($)
11PIPER JAFFRAY
1.471.41
1.54 1.52
1.68 1.721.65 1.65
1.57 1.53 1.57
-10.0%
-5.0%
0.0%
5.0%
10.0%
15.0%
20.0%
0.00
0.20
0.40
0.60
0.80
1.00
1.20
1.40
1.60
1.80
2.00
'06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16
29.1 29.4 29.6 29.8 29.9 30.0 30.5 32.2
34.5 36.2 36.5
-10.0%
-5.0%
0.0%
5.0%
10.0%
15.0%
20.0%
0.0
5.0
10.0
15.0
20.0
25.0
30.0
35.0
40.0
'06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16
Fitness Industry | Club Growth vs. Avg. Member per Club GrowthUnit growth driven by boutiques and low-cost operators; boutiques driving average memberships lower
Source: International Health, Racquet & Sports club Association (“IHRSA”)
Annual Growth Annual Growth
Rec
essi
on
Rec
essi
on
Rec
essi
on
Rec
essi
on
Rec
essi
on
Rec
essi
on
U.S. # Fitness Locations (000s) Avg. Memberships per Location (000s)
5-Year CAGR
0.6%
5-Year CAGR
5.1% 5-Year CAGR
3.2%
4-Year CAGR
(1.8%)
Rise of Boutiques and HVLPSection III
13PIPER JAFFRAY
High Value, Low Price and boutique brands now make up 6 of the top 15 brands (by # of units) versus only 1 HVLP/boutique brand in 2009
Franchised brands shifting the fitness landscape driven by Planet Fitness, Anytime Fitness, and Orangetheory Fitness
− Collectively, these three operators have added over 4,000 locations in the last 7 years
Planet Fitness currently commands 6% of the overall fitness market and has 7x+ relative market share of the next closest HVLP competitor
Outside of Planet Fitness, the HVLP landscape is highly fragmented with only three operators above 100 units (Crunch, Fitness19, YouFit) and a growing number of regional & super-regional players
HVLP facilities continue to evolve in size and amenities
Boutique fitness has exploded onto the scene with wide range of single discipline and multi-modality offerings
Several modalities seeing clear market leaders emerge such as Barre (Pure Barre), Yoga (CorePower Yoga), Pilates (Club Pilates) and High Intensity Interval Training (“HIIT”) (Orangetheory)
Size of current backlog a key issue with concerns surrounding market saturation
Opening remarks
HVLP Landscape
Boutique Explosion
Rise of Boutiques & HVLP | Executive Summary
14PIPER JAFFRAY
Source: Club Industry reports, Piper Jaffray estimates; 1) Revenue derived from various financial and industry sources 2) (O) = Owned/Leased. (M) = Managed. (F) = Franchised. (L) = Licensed.
The top 3 players own ~18% of the market; the next 7 own ~13% as of 2016
Rise of Boutiques & HVLP | Top 10 Fitness Brands by Revenue
2016 Rank
1-Yr Rank
Change
Rank ChangeSince 2009
Company Founded2016 Revenue
($M) (1)
2016 Revenue Growth
7-Year Revenue
CAGR
# of Units in 2016 (2)
# of States Operate in
2016
# of Members in 2016 (000s)
Profile
1 - 1 1984 $1,987 4% 10% 689 27 NA Multi-purpose clubs
2 1 1 1992 $1,475 9% 8% 122 26 NA Fitness, family recreation and spa destination multi-purpose clubs
3 1 2 1983 $1,420 0% 1% 425 13 NA Health club company, serving nearly four million members in nearly 450 clubs across the United States
4 1 2 1991 $1,090 2% 18% 200 7 NA Equinox Holdings includes Equinox, Blink, Pure Yoga and SoulCycle
5 1 1 1957 $1,088 (1%) 4%194 (O)12 (M)
26 174 A membership-based operator of private golf and country clubs and business, sports and alumni clubs
6 - 1 1973 $397 (6%) (3%) 150 8 544Fitness-only clubs under the brandsNew York Sports Clubs, Boston Sports Clubs, Philadelphia Sports Clubs and Washington Sports Clubs
7 - 1 1992 $378 14% 17%58 (O)
1,255 (F)48 8,900 Low-cost, judgment-free gym
8 - 2 1977 $229 4% 11% 24 1 60 Operator centered around large, active lifestyle campuses
9 - 2 1997 $193 0% 5% 38 3 345 Operates 50,000-square-foot multipurpose centers and express model fitness clubs
10 - 10 1989 $170 6% 15%56 (O)115 (F)
4 (L)21 800
Club company that makes serious exercise fun by fusing fitness and entertainment and pioneering a philosophy of No Judgments
15PIPER JAFFRAY
Rise of Boutiques & HVLP | Top 15 Fitness Brands by # UnitsHigh Value / Low Price and boutique brands now make up 6 of the top 15 versus only 2 in 2009
RankClub
Company# of Units
in 2009Company
# of Units in 2016
Unit Growth since 2009
1 Snap Fitness 1,012 Anytime Fitness 3,443 259%
2 Anytime Fitness 959 Snap Fitness 1,911 89%
3 24 Hour Fitness 425 Planet Fitness 1,303 320%
4 Powerhouse Gyms 327 LA Fitness 689 113%
5 LA Fitness 324 Orangetheory 570 n/a
6 Planet Fitness 310 9Round 449 n/a
7 EXOS 203 EXOS 439 116%
8 Town Sports 158 24 Hour Fitness 425 -
9 ClubCorp 154 Powerhouse Gyms 315 (4%)
10 Plus One 112 Pure Barre 400 2,757%
11 Life Time Fitness 85 Plus One 300 168%
12 Club One 83 ClubCorp 206 34%
13 American Leisure Corp 68 Equinox 200 300%
14 Lifestyle Family Fitness 55 Crunch 175 821%
15 Equinox 50 CorePower Yoga 150 355%
Town Sports*Strategic shift in Q1:15 to increase HVLP mix of clubs
150 (5%)
~19 CorePower Yoga 33
~30 Pure Barre 14
High Value / Low Price
Boutique Studio
Source: Club Industry reports, Franchise Disclosure Documents, Piper Jaffray estimates
16PIPER JAFFRAY
Brand leaders emerging across HIIT, barre, box/kickboxing, yoga, pilates, cycling
Source: Company websites accessed December 2017; prices vary by region; 2017E store count and growth based on Franchise Disclosure Document Item 20 estimates where available
Rise of Boutiques & HVLP | Boutique Studio Snapshot
Company
% Fran-
chised Category PricingYear
Founded
Open Studios
(U.S. 2017E)
# ofStates
’17E UnitGrowth Notable Events
98% HIIT Monthly: $99Unlimited: $160
2010 749 45 47% Opened 200th location in April 2015 Roark Investment in February 2016
97% Barre $25/class$225/month
2001Franchise:
2009510 44 18% Catterton investment
in May 2015
98%Kick-
boxing$15/class
2008Franchise:
2009475 42 21% Investment by Snap Fitness in January
2014
96%Kick-
boxing$27/class
$225/month
2009Franchise:
2012237 36 46% Grew unit base by over 137% in last 3
years
<40% Yoga $25/class$205/month
2002 180 22 13% Eric Kufel named CEO in January 2016
98% Boxing $59/month2008
Franchise:2009
172 28 12% Grew unit base by over 44% in last 3 years
96% Pilates $199/month 2007 156 32 103% Plans to open additional 300+ studios TPG Growth investment in May 2017
99% Cycling $18-$20/class2004
Franchise: 2015
139 31 124% 200 signed in first year of franchising TPG Growth investment in Sep. 2017
98% Barre $27/class$225/month
2001 114 28 16% Former President of YogaWorks, Jay DeCoons, named CEO in Feb-2015
0% Cycling $34/1 class$320/10 classes
2005 82 16 28% Equinox invests in 2011 and now owns
97% of company Delayed IPO in 2015
100% HIIT $240/month2011
Franchise: 2014
65 (U.S.)570+ Int’l
20 210% 400+ franchises sold in 24 month 800 franchises sold across 27
countries in 3 years
<20% HIIT $22-$40/class 1998 28 9 35%+ North Castle Partners investment in July 2015
17PIPER JAFFRAY
-
2,000
4,000
6,000
8,000
10,000
12,000
2011 2012 2013 2014 2015 2016
Low-Price, Convenience Low-Price, Convenience Backlog Studio Studio Backlog
Rise of Boutiques & HVLP | HVLP and Boutique Studio Unit GrowthDramatic increase in the number of HVLP and boutique doors with substantial backlog yet to be realized
Source: Company Franchise Disclosure Documents, company websites, Piper Jaffray research
U.S. # Fitness Locations by Select Brand Category Leaders (000s)
5-Year CAGR
14%
5-Year CAGR
44%
48%Units in Backlog
18%Units in Backlog
18PIPER JAFFRAY
Rise of Boutiques & HVLP | Boutique Studio ExplosionBoutique studio chains have exploded; 60-65% of unit volume related to high intensity interval training
487 732
1,163
1,682
2,327
3,051 540
835
1,230
1,476
2011 2012 2013 2014 2015 2016 2016
Open Studio Studio Backlog
HIIT Concepts
60-65% Open Units + Backlog
Source: Company Franchise Disclosure Documents, company websites, Piper Jaffray research
19PIPER JAFFRAY
Rise of Boutiques & HVLP | HIIT Studio Market Growth & BacklogHIIT market led by Orangetheory; other major brands and entrenched competitors continuing to enter
Entered US in 2015;
600+ units international
Announced Jul-17
Illustrative Large Format Fitness Operator Responses to Boutiques:
170 312 596
921
1,374
1,865 457
709
942
1,089
2011 2012 2013 2014 2015 2016
Open HIIT Studio HIIT Studio Backlog
511 391
308 167 153 140 71 21
408
173
57 211
50 122
16 48
24 Hour Fitness Fitness Evolution
XsportFitness
World Gym
Town Sports
US Fitness
Life Time Fitness
The Edge Fitness
Announced Nov-17
Announced Aug-17
EstablishedLate 2014
AnnouncedMar-16
EstablishedLate 2016
AnnouncedApr-16
EstablishedAug-15
Established2014
Source: Company Franchise Disclosure Documents, company websites, Piper Jaffray research
2016 End of Year Open Units, Backlog by Brand (US)
20PIPER JAFFRAY
Rise of Boutiques & HVLP | Fitness Franchisor AUV/Unit Growth (US)Unit growth (open + backlog) coupled with AUV growth a helpful indicator of franchisor brand momentum
Change in 2016 Open + Backlog Units (US)(2)
2016 AUVGrowth(1)
+10%
5%
(5%)
(+15%)
(100+) (50) 50 100 200150-
-%
+15%
(10%)
Source: Company franchise disclosure documents, company websites, Piper Jaffray research(1) AUV growth based on year-over-year changes in reported Item 19 average revenue disclosures provided per respective Company Franchise Disclosure Document(2) Change in Open + Backlog Units (US) based on year-over-year changes in reported Item 20 end of year open units plus franchise agreements signed but not opened
21PIPER JAFFRAY
Rise of Boutiques & HVLP | Planet Fitness Snapshot
Source: Company filings and PJC Research
Highly recognized brand continues to grow and attract new gym members to the industry
Unit Growth Membership Growth (M)
356 457 562 704
863 1,066
1,255 1,374
33 31
44 45
55
58
58 58
389 488
606 749
918 1,124
1,313 1,432
2010 2011 2012 2013 2014 2015 2016 Q3 2017
Franchised Corporate-Owned
6.75-Year CAGR21%
2.3 2.9 3.7
4.8
6.1
7.3 8.9
10.5
2010 2011 2012 2013 2014 2015 2016 Q3 2017
6.75-Year CAGR25%
Systemwide Quarterly Same Store Sales Notable Statistics
9%of systemwidesales spent on
marketing
43%of members are gym first-timers
+50%Female
members
$1.8MAverage unit
revenue
35%Unit-Level Margin after 5% Royalty
+25%unlevered cash-
on-cash return on $1.6M avg. inv.
$412MRevenue
(Sep-17 TTM)
11% 7% 7% 6%
7% 8% 10% 11%
11%
9% 9%
Q1 Q2 Q3 Q4
2015 2016 2017
50%of Black Card
members have used multiple clubs
40Consecutive
quarters of SSS growth
$173MEBITDA
(Sep-17 TTM)
58%YTD Stock Return
($32 in Dec-17)
24%Annual EBITDA
Growth (TTM); Revenue growth of 12%
Company announced a 10% price increase to Black Card
Memberships to $21.99 anticipated to boost future SSS
22PIPER JAFFRAY
Rise of Boutiques & HVLP | Key HVLP CompetitorsPlanet Fitness 7x the scale of the next largest HVLP operator; only 3 other true HVLP operators at 100+ units
Locations StatesNon-US
CountriesMotto
Nat
iona
lLa
rge
Reg
iona
lN
on-
US
Loca
l Reg
iona
l
Locations StatesNon-US
CountriesMotto
1,432 48 4The world judges.
We don’t.
205 24 Canada No judgements
150 8 SwitzerlandThe City is Your Gym
124 18 -Where you canafford to get fit!
119 14 -Where It’s
All About You
60 4 - Fitness made easy
56 5 - Every body happy
180 - UKWe’re here for
everybody
95 - UK Find your fit
78 - UK Energie for life
39 3 - We’re all about you
37 3 -Well-rounded and inspiring approach
to fitness
26 9 - We get you
23 3 -Better gym. Better price.
23 2 -Uplift everyone
through fun, happy fitness
22 3 -Less Attitude. More
Fitness
14 2 -Love your sweat /
Get an EDGE in life
9 1 -Families working out
together
Only portion is HVLP
23PIPER JAFFRAY
Edge Fitness
Rise of Boutiques & HVLP | HVLP 2nd Largest Operator Market MapPlanet Fitness the #1 operator in all but two states; high fragmentation for #2 HVLP operator across US
Youfit
Chuze
Crunch
Fitness 19
XSport
Fitness Connection
Retro Fitness
EOS Fitness
Fitness Evolution
Vasa Fitness
Blast Fitness
1331
3
7
3
8
15
48
13
6
2
6
2
4
2
122
21 7
7
2
14
43
43
4
2
1
2
2
11 8
67
Is the #1 market operator by # of clubs in all but Northern California and Utah
Identifies the #2 market operator, clubs (#1 in NorCal and Utah)
7
24PIPER JAFFRAY
Rise of Boutiques & HVLP | HVLP M&A TransactionsDate Target Acquirer Fund Size ($ in millions)
Jan-18 6 clubs in Long Island Franchisor NA
Nov-17 30 clubs in the southeast(Sunshine Fitness)
$2,500
Nov-17 14 clubs in Florida & California(Atlantic Fitness)
NA
Nov-17 $9,500
Oct-17 11 clubs in Phoenix, New Orleans United PF Partners NA
Sep-17 22 clubs across 6 states(PF Baseline Fitness)
$1,300
Jul-17 13 clubs in Michigan & Indiana(Impact Fitness)
$390
May-17 12 clubs in Charlotte, NC(GNT Holdings, LLC)
National Fitness Partners NA
Mar-17 10 clubs in Indianapolis, IN(Planet Fit Indy 10 LLC)
$210
Nov-16 59 clubs in the midwest & northeast (United PF Partners)
NA
Sep-16 6 clubs in Texas (Newfit, Ltd. licensee)
$400
Apr-16 10 clubs HQ in Harrisburg, PA(National Fitness Partners)
NA
Mar-16 $410
Feb-16 18 clubs in Dallas, Austin, TX(Excel Fitness Holdings, Inc.)
$750
Jan-15 $250
Dec-14 $1,600
Nov-14 $335
Oct-13 10 clubs in San Antonio, TX(Taymax Fitness LLC)
$300
Note: Planet Fitness went public in August 2015 by TSG Consumer
25PIPER JAFFRAY
Rise of Boutiques & HVLP | Boutique M&A TransactionsDate Target Acquirer Fund Size ($ in millions)
Dec-17 16 studios(GA, SC, TN, NC, OR)
NA
Dec-17 $2,000
Oct-17 $162
Oct-17 $2,000
Aug-17 IPO NA
Aug-17 ` NA
May-17 $2,000
May-16 $300
Feb-16 $2,500
Jul-15 $300
Jun-15 NA
May-15 $615
Feb-15 NA
Jul-14 $1,500
Apr-14 $615
Jul-13 $615
Section IV
PJC Proprietary Survey Results
27PIPER JAFFRAY
Proprietary Survey | Executive Summary
South Atlantic
Middle Atlantic
SE Central
NE Central
New England
Female
Male
18 to 24
25 to 34
35 to 44
45 to 54
55 to 6465+
$25-34K
$35-49K
$50-74K
$75-99K
$100-149K
$150-199K$200K+
White
Black
Asian
Hisp./Other
Gym Only
Boutique + GymBoutique Only
Lapsed last 12 Mos
0%
20%
40%
60%
80%
100%
Region Gender Age Income Race Fitness Status
U.S. Consumer Survey Respondents (n=2,075)
Region Code: S. Atlantic includes FL, VA, NC GA, MD, SC, DE, WV, D.C.Mid Atlantic includes PA, NJ, NY; SE Central includes TN, KY, AL; NE Central includes OH; New England includes MA, CT, ME, RI, NH, VT
Objectives
Measure consumer demographic & psychographic differences between gym-only vs. boutique members
Clarify the role low-price competitors and boutiques play in expanding vs. cannibalizing the market
Highlight fitness brands’ relative market strengths and potential opportunities
28PIPER JAFFRAY
Proprietary Survey | Gym & Boutique Member Highlights
Gym Members(n=1,916; 1,773 current, 143 former)
Boutique Members(n=854; 228 current, 626 former)
• Members active on avg. at 2.2 studios
• 66% are 18-24 years old
• 57% have $75K+ income
• 53% are also gym members
• 49% are first-time fitness members
• 42% spend $60+ per month on fitness
• 22% of all survey respondents describe ideally attending a boutique studio
• 48% avg. Net Promoter Score
• 71% attend 2x+ per week
• 60% anticipate staying 2+ more years
• 27% have tenure of 2+ years
• 54% cite price and convenience of location as primary reasons for joining
• 35% are first-time fitness members
• 53% of boutique members note they would leave their boutique if a similar class were offered at a gym for lower price
• 39% avg. Net Promoter Score
Source: Proprietary Piper Jaffray consumer survey
29PIPER JAFFRAY
Gym-Only
Gym-only members suggest high relative expected future visit growth, lower attrition, and longer actual and expected tenure; boutiques seeing high spending, high income, young, first-time fitness users with high satisfaction
57%% Age 18-24 66%
% $75K+ Income 42% 57%
% Actual Tenure of 2+ Years 27% 11%
% Expected Future Tenure of 2+ Years 60% 36%
1.2x
1.4x
2.4x
1.7x
% Future Visit Growth, Net(% Little/Lot More less % Little/Lot less)
33% 7%4.7x
Net Promoter Score 39% 48%1.2x
11%% Spending $60+/Month in Fitness 42%3.7x
% First Time Joiners 35% 49%1.4x
Current % of (Current + Lapsed) 58% 27%2.2x
% Attending 2x+ per Week 71% 54%1.3x
Boutique(n=1,540) (n=228)
Proprietary Survey | Member Comparison (Gym vs Boutique)
Consumer Takeaways
Overall industry visits expected to increase, led by gym members
Lower overall attrition in gyms
Proven long-term gym user base
High gym member stability
Strong relative gym usage vs. visiting multiple boutique brands
Boutique has fitness wallet share
Boutique appeals to the affluent
Boutique draws new fitness users
Boutique skews younger
Better avg. service / experience
Source: Proprietary Piper Jaffray consumer survey
30PIPER JAFFRAY
5% 6%
3%
14%
7%
17%
13%
13% 37%
18%
30% 13%
5% 8%
3% 6%
Gym-Only Boutique
$0
<$10
$10-19
$20-39
$40-59
$60-99
$100-149
$150-199
$200+
Boutique members typically younger with higher income households and ~2x monthly fitness spend of gym members (~$66 avg. monthly spend vs ~$35 avg. monthly spend of gym-only)
20% 25%
36%
41%
20%
21%
12%
7% 10%
5% 1% 1%
Gym-Only Boutique
65+
55 to 64
45 to 54
35 to 44
25 to 34
18 to 24
Relative Demographics & Fitness Spend (n=1,540 for Gym Only, 228 for Boutique)
3% 4% 4%
7%
15%
20%
20%
27%
25%
17%
17% 10%
16% 16%
Gym-Only Boutique
$25-34K
$35-49K
$50-74K
$75-99K
$100-149K
$150-199K
$200K+
RespondentAge
Household Income
Avg. Total Monthly Fitness Services Spend
% Age 18-34 % $75K+ Income % $60+ Monthly Spend
11% 42%42% 57%57% 66%1.2x 1.4x 3.7x
Proprietary Survey | Member Demos & Spend
Source: Proprietary Piper Jaffray consumer survey
31PIPER JAFFRAY
60%
36%
10%
19%
19%
19%
7%
17%
5% 10%
Gym-Only Boutique
<3 Mos
3-5 Mos
6-11 Mos
12-23 Mos
24+ Mos
27%
11%
17%
18%
28%
25%
18%
27%
10% 19%
Gym-Only Boutique
<3 Mos
3-5 Mos
6-11 Mos
12-23 Mos
24+ Mos
27% of gym-only members have a tenure longer than 24 months compared to 11% for boutiques; 60% of gym-only members anticipate staying for 24 months or more compared to 36% for boutique users
Actual and Expected Tenure (n=1,540 for Gym Only, 228 for Boutique)
Current MemberTenure
How Much Longer Do You Plan to be a Member?
% 24+ Months % 24+ Months
60% 36%1.7x
27% 11%2.4x
Proprietary Survey | Current and Expected Tenure
Source: Proprietary Piper Jaffray consumer survey
32PIPER JAFFRAY
12% 7%
31%
24%
47%
44%
6%
12%
4% 12%
Gym-Only Boutique
LOT LESS
LITTLE LESS
THE SAME
LITTLE MORE
LOT MORE
71% of gym-only members attend 2x per week or more compared to 54% for boutiques; 33% of net gym-only members anticipate attending a little to a lot more in the future compared to 7% for boutiques
Actual and Expected Tenure (n=1,540 for Gym Only, 228 for Boutique)
How Do You Expect Your Attendance to Change in the Future?
% 2x+ per Week (% Little/Lot More) minus (% Little/Lot Less)
33% 7%4.7x
71% 54%1.3x
23% 16%
48%
38%
16%
29%
12% 17%
Gym-Only Boutique
<1x per week
1x per week
2-3x per week
4x+ per week
How Often do you Currently Attend?
Proprietary Survey | Current and Expected Attendance
Source: Proprietary Piper Jaffray consumer survey
33PIPER JAFFRAY
Proprietary Survey | Reasons for AttritionFormer boutique member overall attrition driven primarily by expense, moving/location convenience, and wanting to participate in other exercises
Primary Reasons for Leaving (What were the primary reasons you STOPPED your membership?)
24%
18% 18%
15% 15%
10% 9% 8% 8% 8% 8%
7% 6% 5% 5%
4%
13%
20%
5%
10%
20%22%
4%5%
7%
4%
7%
4%5%
8%
13% 13%
TooExpensive
Moved/NoLonger
Convenient
WantedAnotherType ofExercise
I Felt Out ofPlace
CouldExercise
ForCheaper
Elsewhere
Wasn'tUsing /Going
TooIntimidating
I Met MyFitnessGoals
Nobody IKnew Went
There
LackedAmenities
TooCrowded /No Parking
I Didn'tMeet MyFitnessGoals
No OneThere ToGuide Me
I Didn't LikeTo Exercise
Injury /Surgery /
OtherCondition
I Didn'tKnow Whatto do There
Boutique n=626 Traditional n=143
Source: Proprietary Piper Jaffray consumer survey
Section V
Capital Markets Update
35PIPER JAFFRAY
Capital Markets Update | Executive Summary
Market indices at all-time highs
IPO market continues to lag historical periods
Strong investor demand for differentiated growth stories
Asset light models remain particularly attractive to the buyside
Recent survey of top institutional investors suggests public markets are highly supportive of more health and wellness public companies
Planet Fitness highly successful IPO presents potential path for fitness franchisors
YogaWorks lackluster IPO demonstrates need for true differentiation, scale and operational excellence
We expect to see new buyers emerge for fitness concepts including retailers, active apparel, hospitality conglomerates and insurance providers
Opening remarks
IPO Hit or Miss?
Come One,Come All
36PIPER JAFFRAY
$7
($7)
($24)
($8)
($44)($50)
($32)
($18)
$44
($16)($20)
$20
Q12015
Q2 Q3 Q4 Q12016
Q2 Q3 Q4 Q12017
Q2 Q3 Q40
10
20
30
40
50
0
10
20
30
40
50
60
70
80
90
100
CB
OE
Vol
atili
ty In
dex
Num
ber
of
Dea
ls
IPOsFollow-onsVIX
2015 2016 2017 Weekly Weekly %
Index CY CY CY Close Change Change
S&P 500 (0.7%) 9.5% 15.2% 2578.85 (3.45) (0.1%)
Dow Jones (2.2%) 13.4% 18.2% 23358.24 (63.97) (0.3%)
NASDAQ 5.7% 7.5% 26.0% 6782.79 +31.85 0.5%
Russell 2000 (5.7%) 19.5% 10.0% 1492.82 +17.55 1.2%
CBOE Vol. Index 18.21 14.04 (18.6%) 11.43 +0.14 1.2%
(20%)
(10%)
0%
10%
20%
30%
40% S&P 500Dow JonesNASDAQRussell 2000
Source: Dealogic as of 11/17/2017Data excludes Units, Closed-end Funds, BCC/SPACs and transaction values <$20M
Equity Market Indices
Volatility & Issuance Quarterly Equity Fund Flows ($B)
Capital Markets Update | General Equity Market Update
37PIPER JAFFRAY
1 1 24 3 3
1 25
2 3 2 1 24
64
2 2 2 2
73
1
4
8
35
56
8
2 53 3
98 11
52
106
12
11
6
5
23
4 2
1
1 8
3
27
52 5160 61
69
51 57
28
56
30 26
6
25 29 25 21
48
2538
$0
$20
$40
$60
0
25
50
75
100
Q12013
Q2 Q3 Q4 Q12014
Q2 Q3 Q4 Q12015
Q2 Q3 Q4 Q12016
Q2 Q3 Q4 Q12017
Q2 Q3 Q4
IPOsCapital ($B)
68
5124
23
17
1512
4 3 Health Care
Technology
Financial
Industrials
Energy & Mining
Consumer
Real Estate
Business Services
Clean Technology
(1%)
0%
25% 26% 28% 31% 32% 39% 43%
Real Estate Energy & Mining Industrials Consumer Business Services Clean Technology Financial Technology Health Care
Source: Dealogic as of 11/17/2017Data excludes Units, Closed-end Funds, BCC/SPACs and transaction values <$20M
AboveIn RangeBelow
Quarterly Activity
Activity & Pricing BreakdownSector Breakdown Since 2016 (# of Deals)
Performance by Sector Since 2016
Capital Markets Update | General IPO Market Update
38PIPER JAFFRAY
14%
20% 30%
44% 46%
Food Process. & Dist. Apparel / Retailing Leisure Prod. & Svcs. Hotels & Lodging Home & Personal Care
3
1 1
1
1
1
2
1
3
1
0%
25%
50%
75%
100%
Home &Personal Care
Leisure Prod.& Svcs.
FoodProcess. &
Dist.
Apparel /Retailing
Hotels &Lodging
SpecialtyRetailing
4
43
2
11
Home & Personal Care
Leisure Prod. & Svcs.
Food Process. & Dist.
Apparel / Retailing
Hotels & Lodging
Specialty Retailing
2
4 4
6
2
7
2
5
1
6 6
10
3 32 2 2
12
$0
$1
$2
$3
$4
$5
0
2
4
6
8
10
Q12013
Q2 Q3 Q4 Q12014
Q2 Q3 Q4 Q12015
Q2 Q3 Q4 Q12016
Q2 Q3 Q4 Q12017
Q2 Q3 Q4
IPOsCapital ($B)
Source: Dealogic as of 11/17/2017Data excludes Units and transaction values <$20M
Quarterly Activity
Pricing BreakdownSubsector Breakdown Since 2016 (# of Deals)
Performance by Subsector Since 2016
Above In Range Below
Capital Markets Update | Consumer IPO Market Update
39PIPER JAFFRAY
($ in millions, except per share data) Filing Offer Pricing Deal Market Deal Value / % Price Performance
Date Issuer Range Price vs Range Value Value Market Value Secondary 1-Day 30-Day Current Subsector
11/1/17 Funko Inc $14.00 - 16.00 $12.00 Below $125 $455 27% 0% (41%) --- (38%) Specialty Retailing
10/25/17 National Vision Holdings Inc 18.00 - 20.00 22.00 Above 400 1,243 32% 0% 27% --- 36% Home & Personal Care
8/10/17 YogaWorks Inc 12.00 - 14.00 5.50 Below 40 49 82% 0% (12%) (28%) (53%) Leisure Prod. & Svcs.
6/28/17 Blue Apron Holdings Inc 15.00 - 17.00 10.00 Below 300 1,596 19% 0% 0% (33%) (70%) Food Process. & Dist.
4/26/17 Floor & Decor Holdings Inc 16.00 - 18.00 21.00 Above 213 1,754 12% 0% 53% 102% 83% Home & Personal Care
3/15/17 Canada Goose Holdings Inc 10.50 - 12.00 12.64 Above 290 1,052 28% 68% 27% 27% 98% Apparel / Retailing
3/8/17 J Jill Inc 14.00 - 16.00 13.00 Below 163 569 29% 100% (3%) 3% (57%) Apparel / Retailing
10/27/16 Acushnet Holdings Corp 21.00 - 24.00 17.00 Below 378 1,260 30% 100% 6% 19% 11% Leisure Prod. & Svcs.
10/6/16 Camping World Holdings Inc 21.00 - 23.00 22.00 In Range 261 1,582 17% 0% 2% 0% 93% Leisure Prod. & Svcs.
9/21/16 elf Beauty Inc 14.00 - 16.00 17.00 Above 163 686 24% 52% 56% 58% 18% Home & Personal Care
8/3/16 At Home Group Inc 14.00 - 16.00 15.00 In Range 143 763 19% 0% 0% 2% 47% Home & Personal Care
7/14/16 AdvancePierre Foods Holdings Inc 20.00 - 23.00 21.00 In Range 449 1,417 32% 40% 14% 19% 92% Food Process. & Dist.
5/25/16 US Foods Holding Corp 21.00 - 24.00 23.00 In Range 1,176 3,891 30% 0% 8% 1% 19% Food Process. & Dist.
5/11/16 Turning Point Brands Inc 13.00 - 15.00 10.00 Below 62 106 59% 0% 1% (17%) 67% Leisure Prod. & Svcs.
4/26/16 Red Rock Resorts Inc 18.00 - 21.00 19.50 In Range 579 1,732 33% 1% (4%) 2% 44% Hotels & Lodging
11/19/15 Duluth Holdings Inc 14.00 - 16.00 12.00 Below 92 296 31% 0% 14% 22% 51% Specialty Retailing
9/30/15 Performance Food Group Co 22.00 - 25.00 19.00 Below 317 1,651 19% 12% 1% 20% 52% Food Process. & Dist.
8/5/15 Planet Fitness Inc 14.00 - 16.00 16.00 In Range 248 1,411 18% 32% 0% 16% 88% Leisure Prod. & Svcs.
8/4/15 Amplify Snack Brands Inc 14.00 - 16.00 18.00 Above 270 1,350 20% 100% (10%) (32%) (69%) Food Process. & Dist.
7/21/15 Blue Buffalo Pet Products Inc 16.00 - 18.00 20.00 Above 778 3,921 20% 100% 36% 35% 45% Food Process. & Dist.
7/16/15 MCBC Holdings Inc 13.00 - 15.00 15.00 In Range 105 167 63% 0% 6% 8% 47% Leisure Prod. & Svcs.
7/15/15 Ollie's Bargain Outlet Holdings Inc 13.00 - 15.00 16.00 Above 164 771 21% 0% 32% 24% 188% Specialty Retailing
6/18/15 Fogo de Chao Inc 16.00 - 18.00 20.00 Above 101 457 22% 0% 29% 8% (43%) Restaurants
6/17/15 Fitbit Inc 14.00 - 16.00 20.00 Above 841 3,667 23% 39% 48% 136% (69%) Leisure Prod. & Svcs.
6/11/15 Wingstop Inc 12.00 - 14.00 19.00 Above 127 502 25% 63% 61% 81% 102% Restaurants
6/4/15 DAVIDsTEA Inc 14.00 - 16.00 19.00 Above 111 383 29% 41% 42% 11% (76%) Food Process. & Dist.
5/7/15 Bojangles Inc 15.00 - 17.00 19.00 Above 169 682 25% 100% 25% 29% (32%) Restaurants
4/15/15 Party City Holdco Inc 15.00 - 17.00 17.00 In Range 428 1,600 27% 0% 22% 30% (27%) Specialty Retailing
1/29/15 Shake Shack Inc 14.00 - 16.00 21.00 Above 121 641 19% 0% 119% 105% 78% Restaurants
11/20/14 Peak Resorts Inc 9.00 - 11.00 9.00 In Range 90 36 251% 0% (5%) (12%) (42%) Hotels & Lodging
Mean $290 $1,190 36% 28% 18% 23% 23%
Median $191 $912 26% 0% 11% 18% 40%
Source: Dealogic as of 11/17/2017Data excludes Units and transaction values <$20M
Capital Markets Update | Recent Consumer IPO Updates
40PIPER JAFFRAY
Capital Markets Update | Strong Appetite from Public Investors
Piper Jaffray discussed current interests with two dozen blue-chip firms:
Institutional investors starved for high-growth consumer brands
Investors willing to pay the premium for asset-light, high cashflow models
Scarcity value – There is a huge lack of investable opportunities in the Health and Wellness sector
$500M enterprise value viewed as a minimum size for blue chip investors
Building out a public-ready management team ahead of an offering pays
41PIPER JAFFRAY
$0.00
$5.00
$10.00
$15.00
$20.00
$25.00
$30.00
$35.00
$40.00
8/6/2015 12/6/2015 4/6/2016 8/6/2016 12/6/2016 4/6/2017 8/6/2017 12/6/2017
PLNT Price
Capital Markets Update | Planet Fitness
6/22/16: Follow-on offering of 11,500,000 shares at $16.50
9/23/16: Follow-on offering of 8,000,000 shares at $19.75
11/16/16: Follow-on offering of 15,000,000 shares at $23.35
3/8/17: Follow-on offering of 15,000,000 shares at $20.50
5/4/17: Follow-on offering of 16,085,510 shares at $20.50
11/7/17: Q3 Earnings ReleaseAdj. EPS: $0.19 vs. expected $0.16Rev.: $97.5M vs. expected $93.6FY GuidanceAdj. EPS: $0.80–$0.82 vs. prior $0.76-$0.78Rev.: $425-$430M vs prior guidance $409-$415M
50
70
90
110
130
150
170
190
8/6/2015 12/6/2015 4/6/2016 8/6/2016 12/6/2016 4/6/2017 8/6/2017 12/6/2017
PLNT Indexed Price S&P 500 Indexed Price
PLNT has outperformed the S&P 500 by 88% since its IPO on 8/6/2015
Strong operating results driving stock price to levels to 117% above IPO price
42PIPER JAFFRAY
$0.00
$1.00
$2.00
$3.00
$4.00
$5.00
$6.00
8/11/2017 9/11/2017 10/11/2017 11/11/2017 12/11/2017
YOGA Price
9/21/17: Q2 Earnings ReleaseAdj. EBITDA: ($0.6)MRev.: $12.5MFY GuidanceAdj. EBITDA ($0.5)M-($1.5)MRev. $53.2M-$54.2M
Capital Markets Update | YogaWorks
8/14/17: Added to the Nasdaq Composite Index
8/29/17: Acquires two studios in Washington DC from Tranquil Space
9/18/17: Added to the S&P TMI Index
9/27/17: Acquires Pure Prana Yoga Studio
10/13/17: Acquires two studios from Pure Om Studios
10/19/17: Acquires Yoga One
11/14/17: Q2 Earnings ReleaseAdj. EBITDA: ($0.4)M vs. expected ($0.6M)Rev.: $13.5M vs. expected $12.9MFY GuidanceAdj. EBITDA ($0.5)M-($1.5)MRev. $54.3M-$54.8MNews:Acquires Infinity Yoga
Q2 2017 Q3 2017
Revenue 12.5 13.5
EBITDA 0.6 0.4
$ in millions
40
60
80
100
120
8/11/2017 9/11/2017 10/11/2017 11/11/2017 12/11/2017
YOGA Indexed Price S&P 500 Indexed Price
YOGA has lagged the S&P (51%) since IPO
YOGA has fallen 41% since its IPO debut on 8/11/2017
43PIPER JAFFRAY
$0.00
$5.00
$10.00
$15.00
$20.00
12/20/2012 6/20/2013 12/20/2013 6/20/2014 12/20/2014 6/20/2015 12/20/2015 6/20/2016 12/20/2016 6/20/2017 12/20/2017
CLUB Price
Capital Markets Update | Town Sports International
2/14/12: Acquires Fitcorp Management Services Inc. and West End Sports Club
12/24/13: Sells 151 E. 1st
St. Building in New York for $82M
5/5/15: Q1 Earnings ReleaseAdj. EBITDA: $6.8M vs. expected $7.5MRev.: $111.4M vs. expected $112.0M
3/7/16: Q4 Earnings ReleaseAdj. EBITDA: $10.00M vs. expected $4.5MRev.: $100.8M vs. expected $102.7M
8/12/14: S&P downgrades credit from B+ to B
9/21/16: Chairman Patrick Walsh appointed as CEO
Q1‘13
Q2‘13
Q3‘13
Q4‘13
Q1‘14
Q2’14
Q3’14
Q4’14
Q1’15
Q2’15
Q3’15
Q4’15
Q1‘16
Q2’16
Q3’16
Q4’16
Q1‘17
Q2’17
Q3‘17
Revenue 119 120 117 114 115 116 113 110 111 108 104 101 101 101 99 96 99 100 99
EBITDA 23.8 25.0 21.1 17.5 13.5 14.8 14.1 10.7 6.2 4.1 4.9 10.0 7.5 9.4 9.4 11.8 10.2 13.5 10.1
SSS (%) (2.4) (1.7) (1.7) (1.3) (4.7) (4.5) (4.5) (3.9) (3.5) (5.4) (7.1) (3.9) (7.6) (4.5) (3.0) (2.2) 0.7 1.2 1.8
$ in millions
0
50
100
150
200
12/20/2012 6/20/2013 12/20/2013 6/20/2014 12/20/2014 6/20/2015 12/20/2015 6/20/2016 12/20/2016 6/20/2017 12/20/2017
CLUB Indexed Price S&P 500 Indexed Price
10/26/17: Q3 Earnings ReleaseAdj. EBITDA: $11.0M vs. expected $12.1MRev.: $98.6M vs. expected $98.7M
While slightly narrowing the gap, CLUB continues to lag the S&P
CLUB showing signs of life with substantial 379% lift from the 2015 low of $1.19
44PIPER JAFFRAY
Stand-alone scale businesses with runway, consolidating complementary fitness concepts or forming a broader healthy living brand platform could create a compelling high growth and diversified investment offering for the public market
Fitness Center Consolidation Healthy Living Consolidation
Capital Markets Update | Potential M&A / IPO Opportunities
z
45PIPER JAFFRAY
Capital Markets Update | Potential New Investors into Fitness
Category Illustrative Brands Benefits / Rationale to Acquire Fitness Brand
Retailers
ActiveApparel
HospitalityConglomerates
Insurance Providers
• Complementary products / services
• Engaged / captive membership base
• Enhanced customer retention / tracking
• Added points of distribution
• Cross-selling opportunities
• Open new customer demographics
• Marketing, sales, G&A synergies
REITs / Real Estate Holdings
Section VI
Closing Remarks
47PIPER JAFFRAY
The last 24 months saw an explosion of fitness press and mainstream adoption of the wellness craze. For example:
“The Urban Fitness Revolution” “Malls Never Wanted Gyms. Now They Court Them”– CityLab 1/2/18 – WSJ 11/26/17
“Is Specialized Fitness Getting Less Special?” “SoulCycle's Path back to IPO”– WSJ 12/23/17 – Bloomberg 5/8/17
“Why You’re Paying So Much to Exercise. Millennials are turning the fitness industry upside down” – Bloomberg 1/30/17
In the not-too-distant future we expect to see fitness penetrate additional areas of consumers’ daily lives with continued personalization, in-home / out-of-home integrated solutions, and unique health scores enabling, for example, insurance companies to at last provide meaningful financial rewards to consumers who adopt a healthier way of life. Some of these trends we will address further in our next industry piece.
The evolution of fitness presents real challenges to traditional health club operators. Technology, pricing, and availability of real estate, coupled with HVLP versions 2.0+ put pressure to maintain legacy dues levels. Commoditization of personal training, high attrition, and boutique studio substitution put pressure to maintain legacy ancillary revenues. New opportunities must emerge for operators to drive higher revenue per member in the wake of increasing minimum wage and overall inflation. We believe these challenges present the industry’s savvy operators the opportunity to continue industry innovation to drive membership and revenue growth and retention.
We remain bullish on the fitness sector. As with any industry there will be winners and losers, but this environment is ripe for new entrants with space for multiple winning concepts to break out and capture compelling shares of the growing industry profit. We look forward to the future and helping facilitate capital into this dynamic industry.
All the best in the New Year,
Brian Smith and Abe Thomas
Closing Remarks | Piper Jaffray Fitness Industry Update
Section VII
Piper Jaffray Consumer Team Overview
49PIPER JAFFRAY
5141
3834
3222
211919
18
Piper JaffrayRobert W BairdHoulihan Lokey
William BlairHarris Williams
JefferiesMoelis
JP MorganGoldman Sachs
BAML
PJC Consumer | Preeminent Growth Consumer M&A Franchise
Source: Securities Data Corporation, Capital IQ, and company websites. Data based on closed U.S. transactions as of 1Q 2015 – Aug 31, 2017 up to $1B. Includes transactions only in the consumer sector while excluding fairness opinions and terminated deals
Significant momentum and market share gains – 75+ completed consumer M&A transactions over the past three years
On pace for a record year in 2017
Continued focus on lower- and middle-market clients while many of our competitors have migrated up-market
Unparalleled industry knowledge and relationships with consolidators and consumer-focused sponsors
Process-agnostic advisors with a differentiated “hand-selling” process approach
Advisor of choice for our clients’ premier branded assets
Select Recent Consumer M&A Transactions
Consumer M&A Transactions <$1B: 2015 – YTD 2017
September 2017
has been acquired by
August 2017
has been acquired by has been acquired by
September 2017 August 2017
has acquired
August 2017
has been acquired by Butterfly Capital
June 2017
has been acquired by has been acquired by
June 2017
has beenacquired by
September 2017
has beenacquired by
December 2017
has beenacquired by
December 2017
Has made a significantInvestment in
December 2017
Piper Jaffray has built the largest and fastest-growing consumer M&A franchise in the middle market
has beenacquired by
November 2017
has beenacquired by
November 2017
has received a significant investment
from
November 2017
Sunshine Fitness
Honors Holdingsan area representative of
50PIPER JAFFRAY
Restaurants
1. Healthy, active & sustainable living logos include Partnership Capital Growth deals
PJC Consumer | Global Consumer GroupWith nearly 35 investment banking professionals, Piper Jaffray’s Consumer Group is one of the largest teams dedicated to the Consumer sector across Wall Street
Michael Hoffman, Global Group Co-Head
Specialty Retail and Lifestyle Brands
• Household / Personal Care
• Sporting / Outdoor Retail
• Toys / Juvenile Products
• Hardlines Retail & Brands
• Specialty Retail / Services
• Softlines Retail & Brands
• Food / Beverage Products
• Distribution / Retail
• Healthy Living
• Active Lifestyles
• Fitness
• VMS
Food / Beverage and Healthy / Active1
• Upscale / Casual Dining
• Quick Service / Casual
• Multi-Unit Food & Beverage
DamonChandik
CarlosSanchez
BrianSmith
MattRoghair
JanicaLane
ToshDhanalal
Thomas Ragsdale
MichaelHoffman
Joel Schneider, Head of Consumer Equity Capital Markets
Damon Chandik, Global Group Co-Head
John Twichell, Head of Consumer M&A
51PIPER JAFFRAY
PJC Consumer | Recent Consumer Transactions
Initial Public Offering
Joint BookrunnerApril 2017
$213,088,000
ABL Facility, Euroline, Senior Term Loan,
Subordinatd Debt and HoldCo PIK note
Sole Placement AgentJune 2017
Has been acquired by Merit Capital
Sell-Side AdvisorJune 2017
Has been acquired by Lion Capital
Sell-Side AdvisorJune 2017
Has been sold to Max Brenner Israel
Sell-Side AdvisorMay 2017
Has been acquired by Lavazza
Sell-Side AdvisorMay 2017
Follow-On Offering
Joint BookrunnerMay 2017
$72,450,000
Has received an equity investment from Dean
Foods Company
Sell-Side AdvisorMay 2017
Has been acquired by Oak Hill Capital
Partners
Sell-Side AdvisorMarch 2017
Follow-On Offering
Joint BookrunnerMarch 2017
$258,957,000
Has been acquired by CircusTrix, a portfolio company of Palladium
Equity Partners
Sell-Side AdvisorMarch 2017
Has been acquired by Castanea Partners
Sell-Side AdvisorMarch 2017
Has been acquired by Maple Leaf Foods
Sell-Side AdvisorMarch 2017
Has been acquired by Glanbia
Sell-Side AdvisorFebruary 2017
Has been acquired by Walmart
Sell-Side AdvisorFebruary 2017
Has received an investment from
TPG Growth
Sell-Side AdvisorSeptember 2017
Has been acquired by Freeman Spogli
Sell-Side AdvisorSeptember 2017
Has received a significant investment from Butterfly Equity
Sell-Side AdvisorAugust 2017
Has been acquired by Landry’s Inc.
Sell-Side AdvisorAugust 2017
Has acquired Nutraceutical International
Buy-Side AdvisorAugust 2017
Sell-Side AdvisorSeptember 2017
Has been acquired by TA Associates
Has been acquired by Otsuka Pharmaceutical
Sell-Side AdvisorAugust 2017
Follow-On Offering
Joint BookrunnerJuly 2017
$428,742,000
Has been acquired by Kellogg
Sell-Side AdvisorOctober 2017
Has been acquired by Nestle
Sell-Side AdvisorNovember 2017
Has received a significant investment
from Brentwood Associates
Sell-Side AdvisorNovember 2017
Has been acquired by Premium Brands
Sell-Side AdvisorNovember 2017
Follow-On Offering
Joint BookrunnerNovember 2017
$269,100,000
Initial Public Offering
Joint BookrunnerNovember 2017
$125,000,000
Has been acquired by Colgate-Palmolive
Company
Sell-Side AdvisorDecember 2017
Has made a significant investment in Sunshine
Fitness
Buy-Side AdvisorDecember 2017
Has been acquired by J.W. Childs
Sell-Side AdvisorDecember 2017
Honors Holdingsan Area Rep for
52PIPER JAFFRAY
PJC Consumer | Recent Consumer Transactions (continued)
Has received a growth equity investment from Roark Capital Group
Sell-Side AdvisorFebruary 2016
Follow-On Offering
Joint BookrunnerFebruary 2016
$178,817,000
Has made a significant investment in Revzilla
Buy-Side AdvisorFebruary 2016
Has been acquired by General Mills
Sell-Side AdvisorJanuary 2016
Has been acquired by Perpetual Capital
Partners
Sell-Side AdvisorDecember 2015
Has been acquired by Northwest Equity
Partners
Sell-Side AdvisorDecember 2015
Has been acquired by Church & Dwight & Co.
Sell-Side AdvisorFebruary 2016
Has received a majority investment from TA
Associates
Sell-Side AdvisorMay 2016
Has been acquired by Lonza Group
Sell-Side AdvisorAugust 2016
Has been acquired by Hormel
Sell-Side AdvisorMay 2016
Has received a strategic investment from Hearst Ventures
Sell-Side AdvisorApril 2016
Follow-On Offering
Co-ManagerMay 2016
$112,500,000
Follow-On Offering
Joint BookrunnerJune 2016
$349,393,000
Follow-On Offering
Joint BookrunnerJune 20416
$189,750,000
Has been acquired by L’Oreal
Sell-Side AdvisorJuly 2016
Has received an investment from Roark
Capital
Sell-Side AdvisorJune 2016
Has been acquired by Aterian Investment
Partners
Sell-Side AdvisorOctober 2016
Has made an investment in OTG
Management
Buy-Side AdvisorSeptember 2016
Has been acquired by Conagra
Sell-Side AdvisorSeptember 2016
Initial Public Offering
Joint BookrunnerSeptember 2016
$162,917,000
Has been acquired by L Catterton
Sell-Side AdvisorAugust 2016
Has been acquired by Estée Lauder Companies
Sell-Side AdvisorNovember 2016
Follow-On Offering
Joint BookrunnerNovember 2016
$119,025,000
Has been acquired by Linden
Sell-Side AdvisorDecember 2016
Has been acquired by Nagatanien
Holdings Co.
Sell-Side AdvisorDecember 2016
ABL, 1st % 2nd
Lien Debt
Sole Placement AgentDecember 2016
$310,000,000
2nd Lien Debt
Sole Placement AgentJanuary 2017
Has been acquired by Smithfield Foods
Sell-Side AdvisorJanuary 2017
Fairness Opinion for sale to Golden Gate
Capital
Financial AdvisorJanuary 2017
Has been acquired by Unilever
Sell-Side AdvisorFebruary 2017
Has been acquired by Cerberus Capital
Management
Sell-Side AdvisorJanuary 2017
Has been acquired by Sovos Brands, a
portfolio company of Advent International
Sell-Side AdvisorFebruary 2017
53PIPER JAFFRAY
Piper Jaffray Companies (NYSE: PJC) is an investment bank and asset management firm headquartered in Minneapolis with offices across the U.S. and London, Zurich and Hong Kong. Securities brokerage and investment banking services are offered in the United States through Piper Jaffray & Co., member NYSE and SIPC, in Europe through Piper Jaffray Ltd., authorized and regulated by the Financial Conduct Authority, and in Hong Kong through Piper Jaffray Hong Kong, authorized and regulated by the Securities and Futures Commission. Asset management products and services are offered through three separate investment advisory affiliates registered with the U.S. Securities and Exchange Commission; Advisory Research Inc., Piper Jaffray Investment Management LLC and PJC Capital Partners LLC.