Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 04, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | PLNT | |
Entity Registrant Name | PLANET FITNESS, INC. | |
Entity Central Index Key | 1,637,207 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Class A Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 36,597,985 | |
Class B Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 61,970,964 |
Condensed consolidated balance
Condensed consolidated balance sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 38,268 | $ 31,430 |
Accounts receivable, net of allowance for bad debts of $637 and $629 at March 31, 2016 and December 31, 2015, respectively | 10,446 | 19,079 |
Due from related parties | 1,005 | 4,940 |
Inventory | 1,476 | 4,557 |
Restricted assets – national advertising fund | 5,300 | 1,962 |
Other current assets | 12,318 | 10,977 |
Total current assets | 68,813 | 72,945 |
Property and equipment, net of accumulated depreciation of $25,197 as of March 31, 2016 and $23,525 as of December 31, 2015 | 54,302 | 56,139 |
Intangible assets, net | 268,679 | 273,619 |
Goodwill | 176,981 | 176,981 |
Deferred income taxes | 115,523 | 117,358 |
Other assets, net | 1,368 | 2,135 |
Total assets | 685,666 | 699,177 |
Current liabilities: | ||
Current maturities of long-term debt | 5,100 | 5,100 |
Accounts payable | 10,090 | 23,950 |
Accrued expenses | 9,853 | 13,667 |
Equipment deposits | 5,253 | 5,587 |
Deferred revenue, current | 15,477 | 14,717 |
Payable to related parties pursuant to tax benefit arrangements, current | 5,870 | 3,019 |
Other current liabilities | 253 | 212 |
Total current liabilities | 51,896 | 66,252 |
Long-term debt, net of current maturities | 478,875 | 479,779 |
Deferred rent, net of current portion | 4,665 | 4,554 |
Deferred revenue, net of current portion | 10,277 | 12,016 |
Payable to related parties pursuant to tax benefit arrangements, net of current portion | 132,208 | 137,172 |
Other liabilities | 484 | 484 |
Total noncurrent liabilities | $ 626,509 | $ 634,005 |
Commitments and contingencies (note 11) | ||
Stockholders' equity (deficit): | ||
Accumulated other comprehensive loss | $ (2,387) | $ (1,710) |
Additional paid in capital | 577 | 352 |
Accumulated deficit | (11,805) | (14,032) |
Total stockholders' deficit attributable to Planet Fitness Inc. | (13,605) | (15,380) |
Non-controlling interests | 20,866 | 14,300 |
Total stockholders' equity (deficit) | 7,261 | (1,080) |
Total liabilities and stockholders' equity (deficit) | 685,666 | 699,177 |
Class A Common Stock [Member] | ||
Stockholders' equity (deficit): | ||
Common stock, value | 4 | 4 |
Class B Common Stock [Member] | ||
Stockholders' equity (deficit): | ||
Common stock, value | $ 6 | $ 6 |
Condensed consolidated balance3
Condensed consolidated balance sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance for bad debts | $ 637 | $ 629 |
Property and equipment, accumulated depreciation | $ 25,197 | $ 23,525 |
Class A Common Stock [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 36,598,000 | 36,598,000 |
Common stock, shares outstanding | 36,598,000 | 36,598,000 |
Class B Common Stock [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 62,067,000 | 62,112,000 |
Common stock, shares outstanding | 62,067,000 | 62,112,000 |
Condensed consolidated statemen
Condensed consolidated statements of operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Revenue: | |||
Franchise | $ 21,491 | $ 16,967 | |
Commission income | 6,186 | 4,790 | |
Corporate-owned stores | 25,697 | 23,546 | |
Equipment | 29,969 | 31,619 | |
Total revenue | 83,343 | 76,922 | |
Operating costs and expenses: | |||
Cost of revenue | 23,639 | 25,946 | |
Store operations | 14,732 | 14,341 | |
Selling, general and administrative | 11,845 | 14,138 | |
Depreciation and amortization | 7,703 | 8,201 | |
Other gain | (186) | (6) | |
Total operating costs and expenses | 57,733 | 62,620 | |
Income from operations | 25,610 | 14,302 | |
Other expense, net: | |||
Interest expense, net | (6,367) | (4,756) | |
Other income (expense) | 393 | (736) | |
Total other expense, net | (5,974) | (5,492) | |
Income before income taxes | 19,636 | 8,810 | |
Provision for income taxes | 3,291 | 272 | |
Net income | 16,345 | 8,538 | |
Less net income attributable to non-controlling interests | 12,977 | 113 | |
Net income attributable to Planet Fitness, Inc. | $ 3,368 | $ 8,425 | |
Class A Common Stock [Member] | |||
Net income per share of Class A common stock: | |||
Basic & diluted | [1] | $ 0.09 | |
Weighted-average shares of Class A common stock outstanding(1): | |||
Basic & diluted | [1] | 36,598 | |
[1] | Represents earnings per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the period following the recapitalization transactions and IPO (see Note 9). |
Condensed consolidated stateme5
Condensed consolidated statements of comprehensive income (loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net income including non-controlling interests | $ 16,345 | $ 8,538 |
Other comprehensive income (loss), net: | ||
Unrealized loss on interest rate caps, net of tax | (583) | (779) |
Foreign currency translation adjustments | (93) | 101 |
Total other comprehensive loss, net | (676) | (678) |
Total comprehensive income including non-controlling interests | 15,669 | 7,860 |
Less: total comprehensive income attributable to non-controlling interests | 12,491 | 113 |
Total comprehensive income attributable to Planet Fitness, Inc. | $ 3,178 | $ 7,747 |
Condensed consolidated stateme6
Condensed consolidated statements of cash flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 16,345 | $ 8,538 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 7,703 | 8,201 |
Amortization of deferred financing costs | 371 | 305 |
Amortization of favorable leases and asset retirement obligations | 99 | 113 |
Amortization of interest rate caps | 75 | |
Deferred tax expense | 1,354 | 7 |
Provision for bad debts | 7 | 11 |
Gain on disposal of property and equipment | (186) | (6) |
Equity-based compensation | 576 | |
Changes in operating assets and liabilities, excluding effects of acquisitions: | ||
Accounts receivable | 8,864 | 9,792 |
Notes receivable and due from related parties | 3,544 | 50 |
Inventory | 3,081 | 1,001 |
Other assets and other current assets | (4,632) | 422 |
Accounts payable and accrued expenses | (16,202) | (16,745) |
Other liabilities and other current liabilities | 30 | 15 |
Income taxes | (2,314) | 290 |
Payable to related parties pursuant to tax benefit arrangements | (2,113) | |
Equipment deposits | (334) | (230) |
Deferred revenue | (1,091) | (717) |
Deferred rent | 85 | 992 |
Net cash provided by operating activities | 15,262 | 12,039 |
Cash flows from investing activities: | ||
Additions to property and equipment | (865) | (5,326) |
Proceeds from sale of property and equipment | 20 | 6 |
Net cash used in investing activities | (845) | (5,320) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 120,000 | |
Principal payments on capital lease obligations | (12) | (140) |
Repayment of long-term debt | (1,275) | (975) |
Payment of deferred financing and other debt-related costs | (1,698) | |
Distributions to Continuing LLC Members | (6,411) | (139,688) |
Net cash used in financing activities | (7,698) | (22,501) |
Effects of exchange rate changes on cash and cash equivalents | 119 | 23 |
Net increase (decrease) in cash and cash equivalents | 6,838 | (15,759) |
Cash and cash equivalents, beginning of period | 31,430 | 43,291 |
Cash and cash equivalents, end of period | 38,268 | 27,532 |
Supplemental cash flow information: | ||
Net cash paid for income taxes | 4,336 | 211 |
Cash paid for interest | 5,815 | 4,614 |
Non-cash investing activities: | ||
Non-cash additions to property and equipment | $ 170 | 384 |
Non-cash financing activities: | ||
Unsettled distributions to members | $ 7,496 |
Business organization
Business organization | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Business organization | (1) Business organization Planet Fitness, Inc. (the “Company”), through its subsidiaries, is a franchisor and operator of fitness centers, with more than 8.3 million members and 1,171 owned and franchised locations (referred to as stores) in 47 states, the District of Columbia, Puerto Rico, Canada and the Dominican Republic as of March 31, 2016. The Company serves as the reporting entity for its various subsidiaries that operate three distinct lines of business: · Licensing and selling franchises under the Planet Fitness trade name. · Owning and operating fitness centers under the Planet Fitness trade name. · Selling fitness-related equipment to franchisee-owned stores. The Company was formed as a Delaware corporation on March 16, 2015 for the purpose of facilitating an initial public offering (the “IPO”) which was completed on August 11, 2015 and related transactions in order to carry on the business of Pla-Fit Holdings, LLC and its subsidiaries (“Pla-Fit Holdings”). As of August 5, 2015, in connection with the recapitalization transactions that occurred prior to the IPO, the Company became the sole managing member and holder of 100% of the voting power of Pla-Fit Holdings and 37.1% of the economic interest. Pla-Fit Holdings owns 100% of Planet Intermediate, LLC which has no operations but is the 100% owner of Planet Fitness Holdings, LLC, a franchisor and operator of fitness centers. With respect to the Company, Pla-Fit Holdings and Planet Intermediate, LLC, each entity owns nothing other than the respective entity below it in the corporate structure and each entity has no other material operations. Subsequent to the IPO and the related recapitalization transactions, the Company is a holding company whose principal asset is a controlling equity interest in Pla-Fit Holdings. As the sole managing member of Pla-Fit Holdings, the Company operates and controls all of the business and affairs of Pla-Fit Holdings, and through Pla-Fit Holdings, conducts its business. As a result, the Company consolidates Pla-Fit Holdings’ financial results and reports a non-controlling interest related to the portion of limited liability company units of Pla-Fit Holdings, LLC (“Holdings Units”) not owned by the Company. As of March 31, 2016, the Company owned 100% of the voting interest, and 37.1% of the economic interest of Pla-Fit Holdings. As future exchanges of Holdings Units occur, the economic interest in Pla-Fit Holdings held by Planet Fitness, Inc. will increase. The recapitalization transactions are considered transactions between entities under common control. As a result, the financial statements for periods prior to the IPO and the recapitalization transactions are the financial statements of Pla-Fit Holdings as the predecessor to the Company for accounting and reporting purposes. Unless otherwise specified, “the Company” refers to both Planet Fitness, Inc. and Pla-Fit Holdings throughout the remainder of these notes. |
Summary of significant accounti
Summary of significant accounting policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | (2) Summary of significant accounting policies (a) Basis of presentation and consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented have been reflected. All significant intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements as of and for the three months ended March 31, 2016 are unaudited. The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements at that date but does not include all of the disclosures required by U.S. GAAP. These interim condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the “Annual Report”) filed with the SEC on March 4, 2016 . As discussed in Note 1, as a result of the recapitalization transactions, Planet Fitness, Inc. consolidates Pla-Fit Holdings and Pla-Fit Holdings is considered to be the predecessor to Planet Fitness, Inc. for accounting and reporting purposes. The Company also consolidates entities in which it has a controlling financial interest, the usual condition of which is ownership of a majority voting interest. The Company also considers for consolidation certain interests where the controlling financial interest may be achieved through arrangements that do not involve voting interests. Such an entity, known as a variable interest entity (“VIE”), is required to be consolidated by its primary beneficiary. The primary beneficiary of a VIE is considered to possess the power to direct the activities of the VIE that most significantly impact its economic performance and has the obligation to absorb losses or the rights to receive benefits from the VIE that are significant to it. The principal entities in which the Company possesses a variable interest include franchise entities and certain other entities. The Company is not deemed to be the primary beneficiary for Planet Fitness franchise entities. Therefore, these entities are not consolidated. The results of the Company have been consolidated with Matthew Michael Realty LLC (“MMR”) and PF Melville LLC (“PF Melville”) based on the determination that the Company is the primary beneficiary with respect to these VIEs. These entities are real estate holding companies that derive a majority of their financial support from the Company through lease agreements for corporate stores. See Note 3 for further information related to the Company’s VIEs. (b) Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Although these estimates are based on management’s knowledge of current events and actions it may undertake in the future, they may ultimately differ from actual results. Significant areas where estimates and judgments are relied upon by management in the preparation of the consolidated financial statements include revenue recognition, valuation of assets and liabilities in connection with acquisitions, valuation of equity-based compensation awards, the evaluation of the recoverability of goodwill and long-lived assets, including intangible assets, income taxes, including deferred tax assets and liabilities and reserves for unrecognized tax benefits, and the liability for the Company’s tax benefit arrangements. (c) Fair Value ASC 820, Fair Value Measurements and Disclosures Level 1—Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2—Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The table below presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015: Quoted Significant Total fair prices other Significant value at in active observable unobservable March 31, markets inputs inputs 2016 (Level 1) (Level 2) (Level 3) Interest rate caps $ 376 $ — $ 376 $ — Quoted Significant Total fair prices other Significant value at in active observable unobservable December 31, markets inputs inputs 2015 (Level 1) (Level 2) (Level 3) Interest rate caps $ 1,147 $ — $ 1,147 $ — (d) Recent accounting pronouncements The FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, The FASB issued ASU No. 2015-02, Income Statement—Consolidation The FASB issued ASU No. 2015-05: Intangibles - Goodwill and Other - Internal-Use Software: Customer's Accounting for Fees Paid in a Cloud Computing Arrangement The FASB issued ASU No. 2016-02, Leases The FASB issued ASU No. 2016-09, Stock Compensation |
Variable interest entities
Variable interest entities | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Variable interest entities | (3) Variable interest entities The carrying values of VIEs included in the consolidated financial statements as of March 31, 2016 and December 31, 2015 are as follows: March 31, 2016 December 31, 2015 Assets Liabilities Assets Liabilities PF Melville $ 3,790 $ — $ 3,728 $ — MMR 3,025 — 2,953 — Total $ 6,815 $ — $ 6,681 $ — The Company also has variable interests in certain franchisees mainly through the guarantee of certain debt and lease agreements as well as financing provided by the Company and by certain related parties to franchisees. The Company’s maximum obligation, as a result of its guarantees of leases and debt, is approximately $1,730 and $1,871 as of March 31, 2016 and December 31, 2015, respectively. The amount of the Company’s maximum obligation represents a loss that the Company could incur from the variability in credit exposure without consideration of possible recoveries through insurance or other means. In addition, the amount bears no relation to the ultimate settlement anticipated to be incurred from the Company’s involvement with these entities, which is estimated at $0. |
Goodwill and intangible assets
Goodwill and intangible assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | (4) Goodwill and intangible assets A summary of goodwill and intangible assets at March 31, 2016 and December 31, 2015 is as follows: Weighted average Gross amortization carrying Accumulated Net carrying March 31, 2016 period (years) amount amortization Amount Customer relationships 11.1 $ 171,782 (61,469 ) $ 110,313 Noncompete agreements 5.0 14,500 (9,852 ) 4,648 Favorable leases 7.5 2,935 (1,354 ) 1,581 Order backlog 0.4 3,400 (3,400 ) — Reacquired franchise rights 5.8 8,950 (3,113 ) 5,837 201,567 (79,188 ) 122,379 Indefinite-lived intangible: Trade and brand names N/A 146,300 — 146,300 Total intangible assets $ 347,867 $ (79,188 ) $ 268,679 Goodwill $ 176,981 $ — $ 176,981 Weighted average Gross amortization carrying Accumulated Net carrying December 31, 2015 period (years) amount amortization Amount Customer relationships 11.1 $ 171,782 $ (57,741 ) $ 114,041 Noncompete agreements 5.0 14,500 (9,127 ) 5,373 Favorable leases 7.5 2,935 (1,256 ) 1,679 Order backlog 0.4 3,400 (3,400 ) — Reacquired franchise rights 5.8 8,950 (2,724 ) 6,226 201,567 (74,248 ) 127,319 Indefinite-lived intangible: Trade and brand names N/A 146,300 — 146,300 Total intangible assets $ 347,867 $ (74,248 ) $ 273,619 Goodwill $ 176,981 $ — $ 176,981 The Company determined that no impairment charges were required during any periods presented. Amortization expense related to the intangible assets totaled $4,940 and $5,383 for the three months ended March 31, 2016 and 2015, respectively. Included within these total amortization expense amounts are $99 and $113 related to amortization of favorable and unfavorable leases for the three months ended March 31, 2016 and 2015, respectively. Amortization of favorable and unfavorable leases is recorded within store operations as a component of rent expense in the consolidated statements of operations. The anticipated annual amortization expense to be recognized in future years as of March 31, 2016 is as follows: Amount Remainder of 2016 $ 14,816 2017 18,215 2018 14,583 2019 14,215 2020 12,517 Thereafter 48,033 Total $ 122,379 |
Long-term debt
Long-term debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-term debt | (5) Long-term debt Long-term debt as of March 31, 2016 and December 31, 2015 consists of the following: March 31, 2016 December 31, 2015 Term loan B requires quarterly installments plus interest through the term of the loan, maturing March 31, 2021. Outstanding borrowings bear interest at LIBOR or base rate (as defined) plus a margin at the election of the borrower (4.50% at March 31, 2016 and 4.75% at December 31, 2015) $ 491,000 $ 492,275 Revolving credit line, requires interest only payments through the term of the loan, maturing March 31, 2019. Outstanding borrowings bear interest at LIBOR or base rate (as defined) plus a margin at the election of the borrower (4.25% at March 31, 2016 and December 31, 2015) — — Total debt, excluding deferred financing costs $ 491,000 492,275 Deferred financing costs, net of accumulated amortization (7,025 ) (7,396 ) Total debt 483,975 484,879 Current portion of long-term debt and line of credit 5,100 5,100 Long-term debt, net of current portion $ 478,875 $ 479,779 Future annual principal payments of long-term debt as of March 31, 2016 are as follows: Amount Remainder of 2016 $ 3,825 2017 5,100 2018 5,100 2019 5,100 2020 5,100 Thereafter 466,775 Total $ 491,000 |
Derivative instruments and hedg
Derivative instruments and hedging activities | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative instruments and hedging activities | (6) Derivative instruments and hedging activities The Company utilizes interest-rate-related derivative instruments to manage its exposure related to changes in interest rates on its variable-rate debt instruments. The Company does not enter into derivative instruments for any purpose other than cash flow hedging. The Company does not speculate using derivative instruments. By using derivative financial instruments to hedge exposures to changes in interest rates, the Company exposes itself to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is an asset, the counterparty owes the Company, which creates credit risk for the Company. When the fair value of a derivative contract is a liability, the Company owes the counterparty and, therefore, the Company is not exposed to the counterparty’s credit risk in those circumstances. The Company minimizes counterparty credit risk in derivative instruments by entering into transactions with high-quality counterparties whose credit rating is higher than A1/A+ at the inception of the derivative transaction. The derivative instruments entered into by the Company do not contain credit-risk-related contingent features. Market risk is the adverse effect on the value of a derivative instrument that results from a change in interest rates. The market risk associated with interest-rate contracts is managed by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. The Company assesses interest rate risk by continually identifying and monitoring changes in interest rate exposures that may adversely impact expected future cash flows and by evaluating hedging opportunities. The Company monitors interest rate risk attributable to both the Company’s outstanding or forecasted debt obligations as well as the Company’s offsetting hedge positions. In September 2014 and September 2015, the Company entered into a series of interest rate caps. As of March 31, 2016, the Company had interest rate cap agreements with notional amounts of $224,000 outstanding that were entered into in order to hedge LIBOR greater than 1.5%. The interest rate cap balances of $376 and $1,147 were recorded within other assets in the condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015, respectively. These amounts have been measured at fair value and are considered to be a Level 2 fair value measurement. The Company recorded a reduction to the value of its interest rate caps of $583, net of tax of $113, within other comprehensive loss during the three months ended March 31, 2016. As of March 31, 2016, the Company does not expect to reclassify any amounts included in accumulated other comprehensive income (loss) into earnings during the next 12 months. Transactions and events expected to occur over the next 12 months that will necessitate reclassifying these derivatives’ loss to earnings include the re-pricing of variable-rate debt. |
Related party transactions
Related party transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related party transactions | (7) Related party transactions Amounts due from related parties consist of: March 31, 2016 December 31, 2015 Accounts receivable – related entities $ 47 $ 39 Accounts receivable – stockholders/members 958 4,901 Due from related parties $ 1,005 $ 4,940 Amounts due from stockholders/members as of March 31, 2016 and December 31, 2015 relate to reimbursements for certain taxes owed or paid by the Company. Activity with entities considered to be related parties is summarized below: For the three months ended March 31, 2016 2015 Franchise revenue $ 421 $ 262 Equipment revenue 593 55 Total revenue from related parties $ 1,014 $ 317 The Company paid management fees to TSG Consumer Partners, LLC (“TSG”) totaling $0 and $265 during the three months ended March 31, 2016 and 2015, respectively. In connection with the IPO, the management agreement with TSG was terminated. |
Stockholder's equity
Stockholder's equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stockholder's equity | (8) Stockholder’s equity The recapitalization transactions We refer to the Merger, Reclassification and entry into the Exchange agreement, each as described below, as the “recapitalization transactions.” The Merger was effected pursuant to a merger agreement by and among the Company and Planet Fitness Holdings, L.P. (a predecessor entity to the Company that held indirect interests in Pla-Fit Holdings, LLC) and the recapitalization transactions were effected pursuant to a recapitalization agreement by and among the Company, Pla-Fit Holdings, existing holders (“Continuing LLC Owners”) of Holdings Units, and holders of Class A common stock issued to holders of interests in Planet Fitness Holdings L.P. (“Direct TSG Investors”). Merger Prior to the Merger, the Direct TSG Investors held interests in Planet Fitness Holdings, L.P. Planet Fitness Holdings, L.P. was formed in October 2014 and had no material assets, liabilities or operations, other than as a holding company owning indirect interests in Pla-Fit Holdings. The Direct TSG Investors consist of investment funds affiliated with TSG. Pursuant to a merger agreement dated June 22, 2015, Planet Fitness Holdings, L.P. merged with and into the Company, and the interests in Planet Fitness Holdings, L.P. held by the Direct TSG Investors were converted into 26,106,930 shares of Class A common stock of the Company. We refer to this as the “Merger.” All shares of Class A common stock have both voting and economic rights in Planet Fitness, Inc. The Merger was effected on August 5, 2015, prior to the time our Class A common stock was registered under the Exchange Act and prior to the completion of the IPO. Reclassification The equity interests of Pla-Fit Holdings, LLC previously consisted of three different classes of limited liability company units (Class M, Class T and Class O). Prior to the completion of the IPO, the limited liability company agreement of Pla-Fit Holdings was amended and restated to, among other things, modify its capital structure to create a single new class of units, the Holdings Units. We refer to this capital structure modification as the “Reclassification.” The Direct TSG Investors’ indirect interest in Pla-Fit Holdings was held through Planet Fitness Holdings, L.P. As a result, following the Merger, the Direct TSG Investors’ indirect interests in Pla-Fit Holdings are held through the Company. Therefore, the Holdings Units received in the Reclassification were allocated to: (1) the Continuing LLC Owners based on their existing interests in Pla-Fit Holdings; and (2) the Company to the extent of the Direct TSG Investors’ indirect interest in Pla-Fit Holdings. The number of Holdings Units allocated to the Company in the Reclassification was equal to the number of shares of Class A common stock that the Direct TSG Investors received in the Merger (on a one-for-one basis). The Reclassification was effected on August 5, 2015, prior to the time our Class A common stock was registered under the Exchange Act and prior to the completion of the IPO. Following the Merger and the Reclassification, the Company issued to Continuing LLC Owners 72,602,810 shares of Class B common stock, one share of Class B common stock for each Holdings Unit they held. The shares of Class B common stock have no rights to dividends or distributions, whether in cash or stock, but entitle the holder to one vote per share on matters presented to stockholders of the Company. The Continuing LLC Owners consist of investment funds affiliated with TSG and certain current and former employees and directors. Pursuant to the LLC agreement that went into effect at the time of the Reclassification (“New LLC Agreement”), the Company was designated as the sole managing member of Pla-Fit Holdings. Accordingly, the Company has the right to determine when distributions will be made by Pla-Fit Holdings to its members and the amount of any such distributions (subject to the requirements with respect to the tax distributions described below). If the Company authorizes a distribution by Pla-Fit Holdings, the distribution will be made to the members of Pla-Fit Holdings, including the Company, pro rata in accordance with the percentages of their respective Holdings Units. The holders of Holdings Units will incur U.S. federal, state and local income taxes on their allocable share of any taxable income of Pla-Fit Holdings (as calculated pursuant to the New LLC Agreement). Net profits and net losses of Pla-Fit Holdings will generally be allocated to its members pursuant to the New LLC Agreement pro rata in accordance with the percentages of their respective Holdings Units. The New LLC Agreement provides for cash distributions to the holders of Holdings Units for purposes of funding their tax obligations in respect of the income of Pla-Fit Holdings that is allocated to them, to the extent other distributions from Pla-Fit Holdings for the relevant year have been insufficient to cover such liability. Generally, these tax distributions are computed based on the estimated taxable income of Pla-Fit Holdings allocable to the holders of Holdings Units multiplied by an assumed, combined tax rate equal to the maximum rate applicable to an individual or corporation resident in San Francisco, California (taking into account the non-deductibility of certain expenses and the character of the Company’s income). Exchange agreement Following the Merger and the Reclassification, the Company and the Continuing LLC Owners entered into an exchange agreement under which the Continuing LLC Owners (or certain permitted transferees thereof) have the right, from time to time and subject to the terms of the exchange agreement, to exchange their Holdings Units, along with a corresponding number of shares of Class B common stock, for shares of Class A common stock (or cash at the option of the Company) on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends, reclassifications and similar transactions. As a Continuing LLC Owner exchanges Holdings Units, along with a corresponding number of shares of Class B common stock, for shares of Class A common stock, the number of Holdings Units held by the Company will be correspondingly increased as it acquires the exchanged Holdings Units and cancels a corresponding number of shares of Class B common stock. Offering transactions In connection with the completion of the IPO on August 11, 2015, in order to facilitate the disposition of equity interests in Pla-Fit Holdings held by Continuing LLC Owners affiliated with TSG, the Company used the net proceeds received to purchase issued and outstanding Holdings Units from these Continuing LLC Owners that they received in the Reclassification. In connection with the IPO, the Company purchased 10,491,055 issued and outstanding Holdings Units from these Continuing LLC Owners for an aggregate of $156,946. This is in addition to the 26,106,930 Holdings Units that the Company acquired in the Reclassification on a one-for-one basis in relation to the number of shares of Class A common stock issued to the Direct TSG Investors in the Merger. Accordingly, following the IPO, the Company holds 36,597,985 Holdings Units, which is equal to the number of shares of Class A common stock that were issued to the Direct TSG Investors and investors in the IPO. The Direct TSG Investors, who did not receive Holdings Units in the Reclassification but received shares of Class A common stock in the Merger, sold 5,033,945 shares of Class A common stock in the IPO as selling stockholders. As a result of the recapitalization transactions and the offering transactions, upon completion of the IPO: · the investors in the IPO collectively owned 15,525,000 shares of our Class A common, representing 15.7% of the voting power in the Company and, through the Company, 15.7% of the economic interest in Pla-Fit Holdings; · the Direct TSG Investors own 21,072,985 shares of our Class A common stock, representing 21.4% of the voting power in the Company and, through the Company, 21.4% of the economic interest in Pla-Fit Holdings; and · the Continuing LLC Owners collectively held 62,111,755 Holdings Units, representing 62.9% of the economic interest in Pla-Fit Holdings and 62,111,755 shares of our Class B common stock, representing 62.9% of the voting power in the Company. |
Earnings per share
Earnings per share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per share | (9) Earnings per share Basic earnings per share of Class A common stock is computed by dividing net income attributable to Planet Fitness, Inc. by the weighted-average number of shares of Class A common stock outstanding during the same period. Diluted earnings per share of Class A common stock is computed by dividing net income attributable to Planet Fitness, Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities. There were no shares of Class A or Class B common stock outstanding prior to August 6, 2015, therefore no earnings per share information has been presented for the three months ended March 31, 2015. Shares of the Company’s Class B common stock do not share in the earnings or losses attributable to Planet Fitness, Inc. and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. Shares of the Company’s Class B common stock are, however, considered potentially dilutive shares of Class A common stock because shares of Class B common stock, together with the related Holdings Units, are exchangeable into shares of Class A common stock on a one-for-one basis. The following table sets forth reconciliations used to compute basic and diluted earnings per share of Class A common stock: Basic net income per share: For the three months ended March 31, 2016 Numerator Net income $ 16,345 Less: net income attributable to non-controlling interests 12,977 Net income attributable to Planet Fitness, Inc. $ 3,368 Denominator Weighted-average shares of Class A common stock outstanding - basic 36,597,985 Earnings per share of Class A common stock - basic & diluted $ 0.09 Class B common stock was evaluated under the if-converted method for potential dilutive effects and were determined to be anti-dilutive. Stock options in the amount of 134,870 and 8,160 restricted stock units were evaluated under the treasury stock method for potential dilutive effects and were determined to be anti-dilutive. |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income taxes | (10) Income taxes As a result of the recapitalization transactions, the Company became the sole managing member of Pla-Fit Holdings, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Pla-Fit Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Pla-Fit Holdings is passed through to and included in the taxable income or loss of its members, including the Company following the recapitalization transactions, on a pro rata basis. Planet Fitness Inc. is subject to U.S. federal income taxes, in addition to state and local income taxes with respect to our allocable share of any taxable income of Pla-Fit Holdings following the recapitalization transactions. The Company is also subject to taxes in foreign jurisdictions. The Company incurs U.S. federal and state income taxes on its 37.1% share of income flowed through from Pla-Fit Holdings. Our effective tax rate on such income was approximately 39.4%. The provision for income taxes also reflects an effective state tax rate of 2.5% applied to non-controlling interests, representing the remaining 62.9% of income before taxes, excluding income from variable interest entities, related to Pla-Fit Holdings. Net deferred tax assets of $115,523 and $117,358 as of March 31, 2016 and December 31, 2015, respectively, relate primarily to the tax effects of temporary differences in the book basis as compared to the tax basis of our investment in Pla-Fit Holdings as a result of the recapitalization transactions and IPO. The Company has net operating loss carryforwards related to its Canada operations of approximately $2,411, which begin to expire in 2034. It is more likely than not that the results of future operations will generate sufficient taxable income to realize the deferred tax assets. As of March 31, 2016, the total liability related to uncertain tax positions is $300. The Company recognizes interest accrued and penalties, if applicable, related to unrecognized tax benefits in income tax expense. Interest and penalties for the three months ended March 31, 2016 were not material. Tax benefit arrangements The Company’s acquisition of Holdings Units in connection with the IPO and future and certain past exchanges of Holdings Units for shares of the Company’s Class A common stock (or cash at the option of the Company) are expected to produce and have produced favorable tax attributes. In connection with the IPO, the Company entered into two tax receivable agreements. Under the first of those agreements, the Company generally is required to pay to the Continuing LLC Owners 85% of the applicable tax savings, if any, in U.S. federal and state income tax that the Company is deemed to realize as a result of certain tax attributes of their Holdings Units sold to the Company (or exchanged in a taxable sale) and that are created as a result of (i) the sales of their Holdings Units for shares of Class A common stock and (ii) tax benefits attributable to payments made under the tax receivable agreement (including imputed interest). Under the second tax receivable agreement, the Company generally is required to pay to the Direct TSG Investors 85% of the amount of tax savings, if any, that the Company is deemed to realize as a result of the tax attributes of the Holdings Units held in respect of the Direct TSG Investors’ interest in the Company, which resulted from the Direct TSG Investors’ purchase of interests in Pla-Fit Holdings in 2012, and certain other tax benefits. Under both agreements, the Company generally retains the benefit of the remaining 15% of the applicable tax savings. Also, pursuant to the exchange agreement (see Note 8), to the extent an exchange results in Pla-Fit Holdings, LLC incurring a current tax liability relating to the New Hampshire business profits tax, the Continuing LLC Owners have agreed that they will contribute to Pla-Fit Holdings, LLC an amount sufficient to pay such tax liability (up to 3.5% of the value received upon exchange). If and when the Company subsequently realizes a related tax benefit, Pla-Fit Holdings, LLC will distribute the amount of any such tax benefit to the relevant Continuing LLC Owner in respect of its contribution. As of March 31, 2016, the Company has a liability of $138,078 related to its projected obligations under the tax benefit arrangements. Projected future payments under the tax benefit arrangements are as follows: Amount Remainder of 2016 $ 906 2017 7,389 2018 7,336 2019 7,389 2020 7,585 Thereafter 107,473 Total $ 138,078 |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and contingencies | (11) Commitments and contingencies From time to time, and in the ordinary course of business, the Company is subject to various claims, charges, and litigation, such as employment-related claims and slip and fall cases. The Company is not currently aware of any legal proceedings or claims that the Company believes will have, individually or in the aggregate, a material adverse effect on the Company’s financial position or result of operations. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segments | (12) Segments The Company has three reportable segments: (i) Franchise; (ii) Corporate-owned stores; and (iii) Equipment. The Company’s operations are organized and managed by type of products and services and segment information is reported accordingly. The Company’s chief operating decision maker (the “CODM”) is its Chief Executive Officer. The CODM reviews financial performance and allocates resources by reportable segment. There have been no operating segments aggregated to arrive at the Company’s reportable segments. The Franchise segment includes operations related to the Company’s franchising business in the United States, Puerto Rico, Canada and the Dominican Republic. The Corporate-owned stores segment includes operations with respect to all Corporate-owned stores throughout the United States and Canada. The Equipment segment includes the sale of equipment to franchisee-owned stores. The accounting policies of the reportable segments are the same as those described in Note 2. The Company evaluates the performance of its segments and allocates resources to them based on revenue and earnings before interest, taxes, depreciation, and amortization, referred to as Segment EBITDA. Revenues for all operating segments include only transactions with unaffiliated customers and include no intersegment revenues. The tables below summarize the financial information for the Company’s reportable segments for the three months ended March 31, 2016 and 2015. The “Corporate and other” category, as it relates to Segment EBITDA, primarily includes corporate overhead costs, such as payroll and related benefit costs and professional services which are not directly attributable to any individual segment. Three months ended March 31, 2016 2015 Revenue Franchise segment revenue - U.S. $ 27,230 $ 21,757 Franchise segment revenue - International 447 — Franchise segment total 27,677 21,757 Corporate-owned stores - U.S. 24,698 23,270 Corporate-owned stores - International 999 276 Corporate-owned stores total 25,697 23,546 Equipment segment - U.S. 29,969 31,619 Equipment segment total 29,969 31,619 Total revenue $ 83,343 $ 76,922 Franchise segment revenue includes franchise revenue and commission income. Franchise revenue includes revenue generated from placement services of $2,075 and $1,974 for the three months ended March 31, 2016 and 2015, respectively. Three months ended March 31, 2016 2015 Segment EBITDA Franchise $ 23,813 $ 13,578 Corporate-owned stores 10,162 7,798 Equipment 6,318 6,763 Corporate and other (6,587 ) (6,372 ) Total Segment EBITDA $ 33,706 $ 21,767 The following table reconciles total Segment EBITDA to income before taxes: Three months ended March 31, 2016 2015 Total Segment EBITDA $ 33,706 $ 21,767 Less: Depreciation and amortization 7,703 8,201 Other expense 393 (736 ) Income from operations 25,610 14,302 Interest expense, net (6,367 ) (4,756 ) Other expense 393 (736 ) Income before income taxes $ 19,636 $ 8,810 The following table summarizes the Company’s assets by reportable segment: March 31, 2016 December 31, 2015 Franchise $ 214,464 $ 206,997 Corporate-owned stores 151,470 151,620 Equipment 193,261 208,168 Unallocated 126,471 132,392 Total consolidated assets $ 685,666 $ 699,177 The table above includes $3,239 and $3,149 of long-lived assets located in the Company’s corporate-owned stores in Canada as of March 31, 2016 and December 31, 2015 The following table summarizes the Company’s goodwill by reportable segment: March 31, 2016 December 31, 2015 Franchise $ 16,938 $ 16,938 Corporate-owned stores 67,377 67,377 Equipment 92,666 92,666 Consolidated goodwill $ 176,981 $ 176,981 |
Corporate-owned and franchisee-
Corporate-owned and franchisee-owned stores | 3 Months Ended |
Mar. 31, 2016 | |
Other Industries [Abstract] | |
Corporate-owned and franchisee-owned stores | (13) Corporate-owned and franchisee-owned stores The following table shows changes in our corporate-owned and franchisee-owned stores for the three months ended March 31, 2016 and 2015: For the three months ended March 31, 2016 2015 Franchisee-owned stores: Stores operated at beginning of period 1,066 863 New stores opened 48 59 Stores debranded or consolidated (1) (1 ) (3 ) Stores operated at end of period 1,113 919 Corporate-owned stores: Stores operated at beginning of period 58 55 New stores opened - 2 Stores operated at end of period 58 57 Total stores: Stores operated at beginning of period 1,124 918 New stores opened 48 61 Stores debranded or consolidated (1) (1 ) (3 ) Stores operated at end of period 1,171 976 (1) The term “debrand” refers to a franchisee-owned store whose right to use the Planet Fitness brand and marks has been terminated in accordance with the franchise agreement. We retain the right to prevent debranded stores from continuing to operate as fitness centers. The term “consolidated” refers to the combination of a franchisee’s store with another store located in close proximity, with our prior approval. This often coincides with an enlargement, re-equipment and/or refurbishment of the remaining store. |
Subsequent events
Subsequent events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent events | (14) Subsequent events On May 10, 2016 the Company announced that its Board of Directors had authorized a stock buyback program to repurchase up to $20,000 of the Company's Class A common shares from time to time on the open market or in privately negotiated transactions. The timing and amount of any shares that may be repurchased will be determined by the Company's management based on its evaluation of market conditions, such as current stock price, and other factors. The Company may elect to implement a 10b5-1 repurchase program, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The buyback program does not have a fixed expiration date but may be suspended or discontinued at any time. The buyback program will be funded using the Company's existing working capital. |
Summary of significant accoun21
Summary of significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of presentation and consolidation | (a) Basis of presentation and consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented have been reflected. All significant intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements as of and for the three months ended March 31, 2016 are unaudited. The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements at that date but does not include all of the disclosures required by U.S. GAAP. These interim condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the “Annual Report”) filed with the SEC on March 4, 2016 . As discussed in Note 1, as a result of the recapitalization transactions, Planet Fitness, Inc. consolidates Pla-Fit Holdings and Pla-Fit Holdings is considered to be the predecessor to Planet Fitness, Inc. for accounting and reporting purposes. The Company also consolidates entities in which it has a controlling financial interest, the usual condition of which is ownership of a majority voting interest. The Company also considers for consolidation certain interests where the controlling financial interest may be achieved through arrangements that do not involve voting interests. Such an entity, known as a variable interest entity (“VIE”), is required to be consolidated by its primary beneficiary. The primary beneficiary of a VIE is considered to possess the power to direct the activities of the VIE that most significantly impact its economic performance and has the obligation to absorb losses or the rights to receive benefits from the VIE that are significant to it. The principal entities in which the Company possesses a variable interest include franchise entities and certain other entities. The Company is not deemed to be the primary beneficiary for Planet Fitness franchise entities. Therefore, these entities are not consolidated. The results of the Company have been consolidated with Matthew Michael Realty LLC (“MMR”) and PF Melville LLC (“PF Melville”) based on the determination that the Company is the primary beneficiary with respect to these VIEs. These entities are real estate holding companies that derive a majority of their financial support from the Company through lease agreements for corporate stores. See Note 3 for further information related to the Company’s VIEs. |
Use of estimates | (b) Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Although these estimates are based on management’s knowledge of current events and actions it may undertake in the future, they may ultimately differ from actual results. Significant areas where estimates and judgments are relied upon by management in the preparation of the consolidated financial statements include revenue recognition, valuation of assets and liabilities in connection with acquisitions, valuation of equity-based compensation awards, the evaluation of the recoverability of goodwill and long-lived assets, including intangible assets, income taxes, including deferred tax assets and liabilities and reserves for unrecognized tax benefits, and the liability for the Company’s tax benefit arrangements. |
Fair Value | (c) Fair Value ASC 820, Fair Value Measurements and Disclosures Level 1—Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2—Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The table below presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015: Quoted Significant Total fair prices other Significant value at in active observable unobservable March 31, markets inputs inputs 2016 (Level 1) (Level 2) (Level 3) Interest rate caps $ 376 $ — $ 376 $ — Quoted Significant Total fair prices other Significant value at in active observable unobservable December 31, markets inputs inputs 2015 (Level 1) (Level 2) (Level 3) Interest rate caps $ 1,147 $ — $ 1,147 $ — |
Recent accounting pronouncements | (d) Recent accounting pronouncements The FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, The FASB issued ASU No. 2015-02, Income Statement—Consolidation The FASB issued ASU No. 2015-05: Intangibles - Goodwill and Other - Internal-Use Software: Customer's Accounting for Fees Paid in a Cloud Computing Arrangement The FASB issued ASU No. 2016-02, Leases The FASB issued ASU No. 2016-09, Stock Compensation |
Summary of significant accoun22
Summary of significant accounting policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Company's Assets and Liabilities Measured at Fair Value on Recurring Basis | The table below presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015: Quoted Significant Total fair prices other Significant value at in active observable unobservable March 31, markets inputs inputs 2016 (Level 1) (Level 2) (Level 3) Interest rate caps $ 376 $ — $ 376 $ — Quoted Significant Total fair prices other Significant value at in active observable unobservable December 31, markets inputs inputs 2015 (Level 1) (Level 2) (Level 3) Interest rate caps $ 1,147 $ — $ 1,147 $ — |
Variable interest entities (Tab
Variable interest entities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Carrying Value of Variable Interest Entities of Consolidated Financial Statements | The carrying values of VIEs included in the consolidated financial statements as of March 31, 2016 and December 31, 2015 are as follows: March 31, 2016 December 31, 2015 Assets Liabilities Assets Liabilities PF Melville $ 3,790 $ — $ 3,728 $ — MMR 3,025 — 2,953 — Total $ 6,815 $ — $ 6,681 $ — |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Intangible Assets | A summary of goodwill and intangible assets at March 31, 2016 and December 31, 2015 is as follows: Weighted average Gross amortization carrying Accumulated Net carrying March 31, 2016 period (years) amount amortization Amount Customer relationships 11.1 $ 171,782 (61,469 ) $ 110,313 Noncompete agreements 5.0 14,500 (9,852 ) 4,648 Favorable leases 7.5 2,935 (1,354 ) 1,581 Order backlog 0.4 3,400 (3,400 ) — Reacquired franchise rights 5.8 8,950 (3,113 ) 5,837 201,567 (79,188 ) 122,379 Indefinite-lived intangible: Trade and brand names N/A 146,300 — 146,300 Total intangible assets $ 347,867 $ (79,188 ) $ 268,679 Goodwill $ 176,981 $ — $ 176,981 Weighted average Gross amortization carrying Accumulated Net carrying December 31, 2015 period (years) amount amortization Amount Customer relationships 11.1 $ 171,782 $ (57,741 ) $ 114,041 Noncompete agreements 5.0 14,500 (9,127 ) 5,373 Favorable leases 7.5 2,935 (1,256 ) 1,679 Order backlog 0.4 3,400 (3,400 ) — Reacquired franchise rights 5.8 8,950 (2,724 ) 6,226 201,567 (74,248 ) 127,319 Indefinite-lived intangible: Trade and brand names N/A 146,300 — 146,300 Total intangible assets $ 347,867 $ (74,248 ) $ 273,619 Goodwill $ 176,981 $ — $ 176,981 |
Summary of Amortization expenses | The anticipated annual amortization expense to be recognized in future years as of March 31, 2016 is as follows: Amount Remainder of 2016 $ 14,816 2017 18,215 2018 14,583 2019 14,215 2020 12,517 Thereafter 48,033 Total $ 122,379 |
Long-term debt (Tables)
Long-term debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt as of March 31, 2016 and December 31, 2015 consists of the following: March 31, 2016 December 31, 2015 Term loan B requires quarterly installments plus interest through the term of the loan, maturing March 31, 2021. Outstanding borrowings bear interest at LIBOR or base rate (as defined) plus a margin at the election of the borrower (4.50% at March 31, 2016 and 4.75% at December 31, 2015) $ 491,000 $ 492,275 Revolving credit line, requires interest only payments through the term of the loan, maturing March 31, 2019. Outstanding borrowings bear interest at LIBOR or base rate (as defined) plus a margin at the election of the borrower (4.25% at March 31, 2016 and December 31, 2015) — — Total debt, excluding deferred financing costs $ 491,000 492,275 Deferred financing costs, net of accumulated amortization (7,025 ) (7,396 ) Total debt 483,975 484,879 Current portion of long-term debt and line of credit 5,100 5,100 Long-term debt, net of current portion $ 478,875 $ 479,779 |
Schedule of Future Annual Payments of Long-term Debt | Future annual principal payments of long-term debt as of March 31, 2016 are as follows: Amount Remainder of 2016 $ 3,825 2017 5,100 2018 5,100 2019 5,100 2020 5,100 Thereafter 466,775 Total $ 491,000 |
Related party transactions (Tab
Related party transactions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Amounts Due From Stockholders/Members | Amounts due from related parties consist of: March 31, 2016 December 31, 2015 Accounts receivable – related entities $ 47 $ 39 Accounts receivable – stockholders/members 958 4,901 Due from related parties $ 1,005 $ 4,940 |
Schedule of Related Party Transactions | Activity with entities considered to be related parties is summarized below: For the three months ended March 31, 2016 2015 Franchise revenue $ 421 $ 262 Equipment revenue 593 55 Total revenue from related parties $ 1,014 $ 317 |
Earnings per share (Tables)
Earnings per share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Class A Common Stock [Member] | |
Earnings Per Share Basic [Line Items] | |
Reconciliation of Numerators and Denominators Used to Compute Basic and Diluted Earnings per Share | The following table sets forth reconciliations used to compute basic and diluted earnings per share of Class A common stock: Basic net income per share: For the three months ended March 31, 2016 Numerator Net income $ 16,345 Less: net income attributable to non-controlling interests 12,977 Net income attributable to Planet Fitness, Inc. $ 3,368 Denominator Weighted-average shares of Class A common stock outstanding - basic 36,597,985 Earnings per share of Class A common stock - basic & diluted $ 0.09 |
Income taxes (Tables)
Income taxes (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Future Payments Under Tax Benefit Arrangements | Projected future payments under the tax benefit arrangements are as follows: Amount Remainder of 2016 $ 906 2017 7,389 2018 7,336 2019 7,389 2020 7,585 Thereafter 107,473 Total $ 138,078 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Summary of Financial Information for the Company's Reportable Segments | The tables below summarize the financial information for the Company’s reportable segments for the three months ended March 31, 2016 and 2015. Three months ended March 31, 2016 2015 Revenue Franchise segment revenue - U.S. $ 27,230 $ 21,757 Franchise segment revenue - International 447 — Franchise segment total 27,677 21,757 Corporate-owned stores - U.S. 24,698 23,270 Corporate-owned stores - International 999 276 Corporate-owned stores total 25,697 23,546 Equipment segment - U.S. 29,969 31,619 Equipment segment total 29,969 31,619 Total revenue $ 83,343 $ 76,922 Three months ended March 31, 2016 2015 Segment EBITDA Franchise $ 23,813 $ 13,578 Corporate-owned stores 10,162 7,798 Equipment 6,318 6,763 Corporate and other (6,587 ) (6,372 ) Total Segment EBITDA $ 33,706 $ 21,767 |
Reconciliation of Total Segment EBITDA to Income Before Taxes | The following table reconciles total Segment EBITDA to income before taxes: Three months ended March 31, 2016 2015 Total Segment EBITDA $ 33,706 $ 21,767 Less: Depreciation and amortization 7,703 8,201 Other expense 393 (736 ) Income from operations 25,610 14,302 Interest expense, net (6,367 ) (4,756 ) Other expense 393 (736 ) Income before income taxes $ 19,636 $ 8,810 |
Summary of Company's Assets by Reportable Segment | The following table summarizes the Company’s assets by reportable segment: March 31, 2016 December 31, 2015 Franchise $ 214,464 $ 206,997 Corporate-owned stores 151,470 151,620 Equipment 193,261 208,168 Unallocated 126,471 132,392 Total consolidated assets $ 685,666 $ 699,177 |
Summary of Company's Goodwill by Reportable Segment | The following table summarizes the Company’s goodwill by reportable segment: March 31, 2016 December 31, 2015 Franchise $ 16,938 $ 16,938 Corporate-owned stores 67,377 67,377 Equipment 92,666 92,666 Consolidated goodwill $ 176,981 $ 176,981 |
Corporate-owned and franchise30
Corporate-owned and franchisee-owned stores (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Other Industries [Abstract] | |
Schedule of Changes in Corporate-owned and Franchisee-owned Stores | The following table shows changes in our corporate-owned and franchisee-owned stores for the three months ended March 31, 2016 and 2015: For the three months ended March 31, 2016 2015 Franchisee-owned stores: Stores operated at beginning of period 1,066 863 New stores opened 48 59 Stores debranded or consolidated (1) (1 ) (3 ) Stores operated at end of period 1,113 919 Corporate-owned stores: Stores operated at beginning of period 58 55 New stores opened - 2 Stores operated at end of period 58 57 Total stores: Stores operated at beginning of period 1,124 918 New stores opened 48 61 Stores debranded or consolidated (1) (1 ) (3 ) Stores operated at end of period 1,171 976 (1) The term “debrand” refers to a franchisee-owned store whose right to use the Planet Fitness brand and marks has been terminated in accordance with the franchise agreement. We retain the right to prevent debranded stores from continuing to operate as fitness centers. The term “consolidated” refers to the combination of a franchisee’s store with another store located in close proximity, with our prior approval. This often coincides with an enlargement, re-equipment and/or refurbishment of the remaining store. |
Business Organization - Additio
Business Organization - Additional Information (Detail) | 3 Months Ended | ||||
Mar. 31, 2016MemberStoreState | Dec. 31, 2015Store | Aug. 05, 2015 | Mar. 31, 2015Store | Dec. 31, 2014Store | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Number of members | Member | 8,300,000 | ||||
Number of owned and franchised locations | Store | 1,171 | 1,124 | 976 | 918 | |
Number of states in which entity operates | State | 47 | ||||
Date of formation | Mar. 16, 2015 | ||||
Pla-Fit Holdings, LLC [Member] | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of ownership | 100.00% | 100.00% | |||
Percentage of economic interest | 37.10% | 37.10% | |||
Planet Intermediate, LLC [Member] | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of ownership | 100.00% | ||||
Planet Fitness Holdings, LLC [Member] | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of ownership | 100.00% |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Summary of Company's Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Interest Rate Cap [Member] - Fair Value Measurements Recurring - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate caps | $ 376 | $ 1,147 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate caps | $ 376 | $ 1,147 |
Variable Interest Entities - Ca
Variable Interest Entities - Carrying Value of Variable Interest Entities of Consolidated Financial Statements (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | ||
Assets | $ 6,815 | $ 6,681 |
PF Melville [Member] | ||
Variable Interest Entity [Line Items] | ||
Assets | 3,790 | 3,728 |
MMR [Member] | ||
Variable Interest Entity [Line Items] | ||
Assets | $ 3,025 | $ 2,953 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Detail) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Variable Interest Entity Consolidated Carrying Amount Assets And Liabilities [Abstract] | ||
Maximum obligation of guarantees of leases and debt | $ 1,730,000 | $ 1,871,000 |
Maximum loss exposure Involvement of estimated value | $ 0 |
Goodwill and Intangible Asset35
Goodwill and Intangible Assets - Summary of Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Goodwill And Intangible Assets [Line Items] | ||
Total intangible assets, Gross carrying amount | $ 347,867 | $ 347,867 |
Gross carrying amount | 201,567 | 201,567 |
Accumulated amortization | (79,188) | (74,248) |
Net carrying Amount | 122,379 | 127,319 |
Total intangible assets, Net carrying Amount | 268,679 | 273,619 |
Goodwill, Gross carrying amount | 176,981 | 176,981 |
Goodwill, Net carrying Amount | 176,981 | 176,981 |
Trade and Brand Names [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Indefinite-lived intangible, Net carrying Amount | $ 146,300 | $ 146,300 |
Customer Relationships [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted average amortization period (years) | 11 years 1 month 6 days | 11 years 1 month 6 days |
Gross carrying amount | $ 171,782 | $ 171,782 |
Accumulated amortization | (61,469) | (57,741) |
Net carrying Amount | $ 110,313 | $ 114,041 |
Noncompete Agreements [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted average amortization period (years) | 5 years | 5 years |
Gross carrying amount | $ 14,500 | $ 14,500 |
Accumulated amortization | (9,852) | (9,127) |
Net carrying Amount | $ 4,648 | $ 5,373 |
Favorable Leases [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted average amortization period (years) | 7 years 6 months | 7 years 6 months |
Gross carrying amount | $ 2,935 | $ 2,935 |
Accumulated amortization | (1,354) | (1,256) |
Net carrying Amount | $ 1,581 | $ 1,679 |
Order Backlog [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted average amortization period (years) | 4 months 24 days | 4 months 24 days |
Gross carrying amount | $ 3,400 | $ 3,400 |
Accumulated amortization | $ (3,400) | $ (3,400) |
Reacquired Franchise Rights [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted average amortization period (years) | 5 years 9 months 18 days | 5 years 9 months 18 days |
Gross carrying amount | $ 8,950 | $ 8,950 |
Accumulated amortization | (3,113) | (2,724) |
Net carrying Amount | $ 5,837 | $ 6,226 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Goodwill And Intangible Assets [Line Items] | ||
Impairment charges | $ 0 | $ 0 |
Amortization of intangible assets | 4,940,000 | 5,383,000 |
Favorable And Unfavorable Leases [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Amortization of intangible assets | $ 99,000 | $ 113,000 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Summary of Amortization expenses (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Remainder of 2016 | $ 14,816 | |
2,017 | 18,215 | |
2,018 | 14,583 | |
2,019 | 14,215 | |
2,020 | 12,517 | |
Thereafter | 48,033 | |
Net carrying Amount | $ 122,379 | $ 127,319 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | $ 491,000 | $ 492,275 |
Deferred financing costs, net of accumulated amortization | (7,025) | (7,396) |
Total debt | 483,975 | 484,879 |
Current portion of long-term debt and line of credit | 5,100 | 5,100 |
Long-term debt, net of current portion | 478,875 | 479,779 |
Term Loan B [Member] | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | $ 491,000 | $ 492,275 |
Long-term Debt - Schedule of 39
Long-term Debt - Schedule of Long-term Debt (Parenthetical) (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | Mar. 31, 2019 | Mar. 31, 2019 |
Total rate - base plus spread | 4.25% | 4.25% |
Term Loan B [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | Mar. 31, 2021 | Mar. 31, 2021 |
Total rate - base plus spread | 4.50% | 4.75% |
Long-term Debt - Schedule of Fu
Long-term Debt - Schedule of Future Annual Payments of Long-term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Remainder of 2016 | $ 3,825 | |
2,017 | 5,100 | |
2,018 | 5,100 | |
2,019 | 5,100 | |
2,020 | 5,100 | |
Thereafter | 466,775 | |
Total | $ 491,000 | $ 492,275 |
Derivative Instruments and He41
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||
Derivative, interest rate cap floor | 1.50% | ||
Unrealized loss on interest rate caps, net of tax | $ (583,000) | $ (779,000) | |
Interest Rate Cap [Member] | |||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | 224,000,000 | ||
Interest rate caps | 376,000 | $ 1,147,000 | |
Unrealized loss on interest rate caps, net of tax | (583,000) | ||
Unrealized loss on interest rate caps, tax | $ (113,000) |
Related Party Transactions - Su
Related Party Transactions - Summary of Amounts Due From Stockholders/Members (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Related Party Transactions [Abstract] | ||
Accounts receivable – related entities | $ 47 | $ 39 |
Accounts receivable – stockholders/members | 958 | 4,901 |
Due from related parties | $ 1,005 | $ 4,940 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Related Party Transaction [Line Items] | ||
Total revenue from related parties | $ 1,014 | $ 317 |
Franchise [Member] | ||
Related Party Transaction [Line Items] | ||
Total revenue from related parties | 421 | 262 |
Equipment [Member] | ||
Related Party Transaction [Line Items] | ||
Total revenue from related parties | $ 593 | $ 55 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Direct TSG Investors [Member] | ||
Related Party Transaction [Line Items] | ||
Payment for management fee | $ 0 | $ 265 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 11, 2015 | Aug. 05, 2015 | Jun. 22, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | Aug. 06, 2015 |
Class Of Stock [Line Items] | ||||||
Convertible stock, conversion description | Following the Merger and the Reclassification, the Company and the Continuing LLC Owners entered into an exchange agreement under which the Continuing LLC Owners (or certain permitted transferees thereof) have the right, from time to time and subject to the terms of the exchange agreement, to exchange their Holdings Units, along with a corresponding number of shares of Class B common stock, for shares of Class A common stock (or cash at the option of the Company) on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends, reclassifications and similar transactions. | |||||
Continuing LLC Owners [Member] | IPO [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of economic interest | 62.90% | |||||
Number of units held by owners | 62,111,755 | |||||
Class A Common Stock [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock, shares outstanding | 36,597,985 | 36,598,000 | 36,598,000 | 0 | ||
Class A Common Stock [Member] | Direct TSG Investors [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of shares converted | 26,106,930 | |||||
Number of stock issued during period | 5,033,945 | |||||
Class A Common Stock [Member] | Direct TSG Investors [Member] | IPO [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of stock issued during period | 21,072,985 | |||||
Percentage of voting power | 21.40% | |||||
Percentage of economic interest | 21.40% | |||||
Class A Common Stock [Member] | Continuing LLC Owners [Member] | Pla-Fit Holdings, LLC [Member] | IPO [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of stock issued during period | 10,491,055 | |||||
Aggregate amount of units issued | $ 156,946 | |||||
Class A Common Stock [Member] | Investor | IPO [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of stock issued during period | 15,525,000 | |||||
Percentage of voting power | 15.70% | |||||
Percentage of economic interest | 15.70% | |||||
Class B Common Stock [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock, shares outstanding | 62,067,000 | 62,112,000 | 0 | |||
Class B Common Stock [Member] | Continuing LLC Owners [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of stock issued during period | 72,602,810 | |||||
Common stock dividend and voting rights description | The shares of Class B common stock have no rights to dividends or distributions, whether in cash or stock, but entitle the holder to one vote per share on matters presented to stockholders of the Company. | |||||
Class B Common Stock [Member] | Continuing LLC Owners [Member] | IPO [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of voting power | 62.90% | |||||
Number of units held by owners | 62,111,755 | |||||
Class B Common Stock [Member] | Continuing LLC Owners [Member] | Pla-Fit Holdings, LLC [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of stock issued during period | 72,602,810 | |||||
Merger Agreement [Member] | Class A Common Stock [Member] | Direct TSG Investors [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Number of shares converted | 26,106,930 |
Earnings per share - Additional
Earnings per share - Additional Information (Detail) - shares | 3 Months Ended | |||
Mar. 31, 2016 | Dec. 31, 2015 | Aug. 11, 2015 | Aug. 06, 2015 | |
Stock Options [Member] | ||||
Earnings Per Share Diluted [Line Items] | ||||
Anti-dilutive securities excluded from the calculation of earnings per share | 134,870 | |||
Restricted Stock Units [Member] | ||||
Earnings Per Share Diluted [Line Items] | ||||
Anti-dilutive securities excluded from the calculation of earnings per share | 8,160 | |||
Class A Common Stock [Member] | ||||
Earnings Per Share Diluted [Line Items] | ||||
Common stock, shares outstanding | 36,598,000 | 36,598,000 | 36,597,985 | 0 |
Class B Common Stock [Member] | ||||
Earnings Per Share Diluted [Line Items] | ||||
Common stock, shares outstanding | 62,067,000 | 62,112,000 | 0 |
Earnings per share - Reconcilia
Earnings per share - Reconciliation of Numerators and Denominators Used to Compute Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Numerator | |||
Net income | $ 16,345 | $ 8,538 | |
Less net income attributable to non-controlling interests | 12,977 | 113 | |
Net income attributable to Planet Fitness, Inc. | $ 3,368 | $ 8,425 | |
Class A Common Stock [Member] | |||
Denominator | |||
Weighted-average shares of Class A common stock outstanding - basic | 36,597,985 | ||
Earnings per share of Class A common stock - basic & diluted | [1] | $ 0.09 | |
[1] | Represents earnings per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the period following the recapitalization transactions and IPO (see Note 9). |
Income Taxes - Additional infor
Income Taxes - Additional information (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)Agreement | Dec. 31, 2015USD ($) | |
Tax Credit Carryforward [Line Items] | ||
Effective income tax rate reconciliation at U.S. federal and state income tax | 37.10% | |
Effective income tax rate | 39.40% | |
Effective income tax rate reconciliation noncontrolling interest | 2.50% | |
Effective income tax rate income before taxes excluding variable interest | 62.90% | |
Net deferred tax assets | $ 115,523 | $ 117,358 |
Total liability related to uncertain tax positions | $ 300 | |
Number of tax receivable agreements | Agreement | 2 | |
Applicable percentage of cash savings | 85.00% | |
Percentage of remaining tax savings | 15.00% | |
Income tax rate maximum tax liability | 3.50% | |
Tax benefit obligation | $ 138,078 | |
Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Net operating loss carryforwards | $ 2,411 | |
Operating loss carryforwards, expiration date | 2,034 |
Income Taxes - Schedule of Futu
Income Taxes - Schedule of Future Payments Under Tax Benefit Arrangements (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Income Tax Contingency [Line Items] | |
Total | $ 138,078 |
IPO [Member] | |
Income Tax Contingency [Line Items] | |
Remainder of 2016 | 906 |
2,017 | 7,389 |
2,018 | 7,336 |
2,019 | 7,389 |
2,020 | 7,585 |
Thereafter | 107,473 |
Total | $ 138,078 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 3 Months Ended | ||||
Mar. 31, 2016USD ($)Segment | Sep. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | Segment | 3 | ||||
Number of operating segments | Segment | 0 | ||||
Description of factors used to identify entity's reportable segments | No operating segments aggregated to arrive at the Company’s reportable segments. | ||||
Revenue | $ 83,343,000 | $ 76,922,000 | |||
Franchise [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 27,677,000 | 21,757,000 | |||
Franchise [Member] | Placement Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 2,075,000 | $ 1,974,000 | |||
Corporate-owned Stores [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 25,697,000 | $ 23,546,000 | |||
Corporate-owned Stores [Member] | Canada [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Long-lived assets | 3,239,000 | $ 3,149,000 | |||
Intersegment Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 0 |
Segments - Summary of Financial
Segments - Summary of Financial Information for the Company's Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 83,343 | $ 76,922 |
Total Segment EBITDA | 33,706 | 21,767 |
Corporate And Other Non Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | (6,587) | (6,372) |
Franchise [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 27,677 | 21,757 |
Franchise [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | 23,813 | 13,578 |
Franchise [Member] | US [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 27,230 | 21,757 |
Franchise [Member] | International [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 447 | |
Corporate-owned Stores [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 25,697 | 23,546 |
Corporate-owned Stores [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | 10,162 | 7,798 |
Corporate-owned Stores [Member] | US [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 24,698 | 23,270 |
Corporate-owned Stores [Member] | International [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 999 | 276 |
Equipment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 83,343 | 76,922 |
Equipment [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | 6,318 | 6,763 |
Equipment [Member] | US [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 29,969 | 31,619 |
Equipment [Member] | International [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 29,969 | $ 31,619 |
Segments - Reconciliation of To
Segments - Reconciliation of Total Segment EBITDA to Income Before Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting [Abstract] | ||
Total Segment EBITDA | $ 33,706 | $ 21,767 |
Depreciation and amortization | 7,703 | 8,201 |
Other expense | 393 | (736) |
Income from operations | 25,610 | 14,302 |
Interest expense, net | (6,367) | (4,756) |
Income before income taxes | $ 19,636 | $ 8,810 |
Segments - Summary of Company's
Segments - Summary of Company's Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | $ 685,666 | $ 699,177 |
Operating Segments [Member] | Franchise [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 214,464 | 206,997 |
Operating Segments [Member] | Corporate-owned Stores [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 151,470 | 151,620 |
Operating Segments [Member] | Equipment [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 193,261 | 208,168 |
Unallocated [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | $ 126,471 | $ 132,392 |
Segments - Summary of Company54
Segments - Summary of Company's Goodwill by Reportable Segment (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Other Significant Reconciling Item [Line Items] | ||
Goodwill, Net carrying Amount | $ 176,981 | $ 176,981 |
Franchise [Member] | ||
Segment Reporting Other Significant Reconciling Item [Line Items] | ||
Goodwill, Net carrying Amount | 16,938 | 16,938 |
Corporate-owned Stores [Member] | ||
Segment Reporting Other Significant Reconciling Item [Line Items] | ||
Goodwill, Net carrying Amount | 67,377 | 67,377 |
Equipment [Member] | ||
Segment Reporting Other Significant Reconciling Item [Line Items] | ||
Goodwill, Net carrying Amount | $ 92,666 | $ 92,666 |
Corporate-owned and Franchise55
Corporate-owned and Franchisee-owned Stores - Schedule of Changes in Corporate-owned and Franchisee-owned Stores (Detail) - Store | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Franchisor Disclosure [Line Items] | |||
Stores operated at beginning of period | 1,124 | 918 | |
New stores opened | 48 | 61 | |
Stores debranded or consolidated | [1] | (1) | (3) |
Stores operated at end of period | 1,171 | 976 | |
Franchisee-Owned Stores [Member] | |||
Franchisor Disclosure [Line Items] | |||
Stores operated at beginning of period | 1,066 | 863 | |
New stores opened | 48 | 59 | |
Stores debranded or consolidated | [1] | (1) | (3) |
Stores operated at end of period | 1,113 | 919 | |
Corporate-Owned Stores [Member] | |||
Franchisor Disclosure [Line Items] | |||
Stores operated at beginning of period | 58 | 55 | |
New stores opened | 2 | ||
Stores operated at end of period | 58 | 57 | |
[1] | The term “debrand” refers to a franchisee-owned store whose right to use the Planet Fitness brand and marks has been terminated in accordance with the franchise agreement. We retain the right to prevent debranded stores from continuing to operate as fitness centers. The term “consolidated” refers to the combination of a franchisee’s store with another store located in close proximity, with our prior approval. This often coincides with an enlargement, re-equipment and/or refurbishment of the remaining store. |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ in Thousands | May. 10, 2016USD ($) |
Subsequent Event [Member] | Class A Common Stock [Member] | Maximum [Member] | |
Subsequent Event [Line Items] | |
Stock buyback program, authorized amount | $ 20,000 |