Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 26, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
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 | 50,049,305 | |
Class B Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 48,530,085 |
Condensed consolidated balance
Condensed consolidated balance sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 65,954 | $ 31,430 |
Accounts receivable, net of allowance for bad debts of $673 and $629 at September 30, 2016 and December 31, 2015, respectively | 14,435 | 19,079 |
Due from related parties | 97 | 4,940 |
Inventory | 759 | 4,557 |
Restricted assets – national advertising fund | 2,455 | 1,962 |
Other current assets | 19,420 | 10,977 |
Total current assets | 103,120 | 72,945 |
Property and equipment, net of accumulated depreciation of $28,435 as of September 30, 2016 and $23,525 as of December 31, 2015 | 56,577 | 56,139 |
Intangible assets, net | 258,799 | 273,619 |
Goodwill | 176,981 | 176,981 |
Deferred income taxes | 255,729 | 117,358 |
Other assets, net | 1,132 | 2,135 |
Total assets | 852,338 | 699,177 |
Current liabilities: | ||
Current maturities of long-term debt | 5,100 | 5,100 |
Accounts payable | 14,415 | 23,950 |
Accrued expenses | 10,207 | 13,667 |
Due to related parties | 3,966 | |
Equipment deposits | 3,978 | 5,587 |
Restricted liabilities - national advertising fund | 2,455 | |
Deferred revenue, current | 17,084 | 14,717 |
Payable to related parties pursuant to tax benefit arrangements, current | 8,916 | 3,019 |
Other current liabilities | 222 | 212 |
Total current liabilities | 66,343 | 66,252 |
Long-term debt, net of current maturities | 477,067 | 479,779 |
Deferred rent, net of current portion | 4,878 | 4,554 |
Deferred revenue, net of current portion | 8,472 | 12,016 |
Deferred tax liabilities | 1,275 | 0 |
Payable to related parties pursuant to tax benefit arrangements, net of current portion | 265,156 | 137,172 |
Other liabilities | 489 | 484 |
Total noncurrent liabilities | 757,337 | 634,005 |
Commitments and contingencies (note 11) | ||
Stockholders' equity (deficit): | ||
Accumulated other comprehensive loss | (1,123) | (1,710) |
Additional paid in capital | 14,825 | 352 |
Retained earnings (accumulated deficit) | (4,248) | (14,032) |
Total stockholders' equity (deficit) attributable to Planet Fitness Inc. | 9,464 | (15,380) |
Non-controlling interests | 19,194 | 14,300 |
Total stockholders' equity (deficit) | 28,658 | (1,080) |
Total liabilities and stockholders' equity (deficit) | 852,338 | 699,177 |
Class A Common Stock [Member] | ||
Stockholders' equity (deficit): | ||
Common stock, value | 5 | 4 |
Class B Common Stock [Member] | ||
Stockholders' equity (deficit): | ||
Common stock, value | $ 5 | $ 6 |
Condensed consolidated balance3
Condensed consolidated balance sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance for bad debts | $ 673 | $ 629 |
Property and equipment, accumulated depreciation | $ 28,435 | $ 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 | 49,914,000 | 36,598,000 |
Common stock, shares outstanding | 49,914,000 | 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 | 48,665,000 | 62,112,000 |
Common stock, shares outstanding | 48,665,000 | 62,112,000 |
Condensed consolidated statemen
Condensed consolidated statements of operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Revenue: | |||||
Franchise | $ 23,046 | $ 16,148 | $ 70,042 | $ 51,806 | |
Commission income | 4,179 | 3,646 | 14,338 | 11,624 | |
Corporate-owned stores | 26,675 | 25,153 | 78,756 | 73,674 | |
Equipment | 33,107 | 23,870 | 98,686 | 87,588 | |
Total revenue | 87,007 | 68,817 | 261,822 | 224,692 | |
Operating costs and expenses: | |||||
Cost of revenue | 25,925 | 18,858 | 77,365 | 70,104 | |
Store operations | 15,181 | 14,305 | 45,673 | 43,354 | |
Selling, general and administrative | 12,244 | 17,348 | 36,470 | 43,840 | |
Depreciation and amortization | 7,745 | 7,976 | 23,127 | 24,160 | |
Other gain | (241) | (9) | (406) | (76) | |
Total operating costs and expenses | 60,854 | 58,478 | 182,229 | 181,382 | |
Income from operations | 26,153 | 10,339 | 79,593 | 43,310 | |
Other expense, net: | |||||
Interest expense, net | (6,291) | (6,556) | (18,819) | (17,872) | |
Other income (expense) | (204) | (1,815) | 30 | (2,627) | |
Total other expense, net | (6,495) | (8,371) | (18,789) | (20,499) | |
Income before income taxes | 19,658 | 1,968 | 60,804 | 22,811 | |
Provision for income taxes | 4,795 | 1,230 | 11,504 | 1,921 | |
Net income | 14,863 | 738 | 49,300 | 20,890 | |
Less net income attributable to non-controlling interests | 11,438 | 4,631 | 38,374 | 4,857 | |
Net income (loss) attributable to Planet Fitness, Inc. | $ 3,425 | $ (3,893) | $ 10,926 | $ 16,033 | |
Class A Common Stock [Member] | |||||
Net income per share of Class A common stock: | |||||
Basic | [1] | $ 0.08 | $ 0.05 | $ 0.28 | $ 0.05 |
Diluted | [1] | $ 0.08 | $ 0.04 | $ 0.28 | $ 0.04 |
Weighted-average shares of Class A common stock outstanding(1): | |||||
Basic | [1] | 44,668,875 | 35,661 | 39,394,318 | 35,661 |
Diluted | [1] | 44,685,696 | 98,710 | 39,397,486 | 98,710 |
[1] | For the three and nine months ended September 30, 2015, represents earnings per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the period from August 6, 2015 through September 30, 2015, the period following the recapitalization transactions and IPO (see Note 9). |
Condensed consolidated stateme5
Condensed consolidated statements of comprehensive income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income including non-controlling interests | $ 14,863 | $ 738 | $ 49,300 | $ 20,890 |
Other comprehensive income (loss), net: | ||||
Unrealized gain (loss) on interest rate caps, net of tax | 193 | (557) | (469) | (1,497) |
Foreign currency translation adjustments | 11 | 198 | (84) | 245 |
Total other comprehensive income (loss), net | 204 | (359) | (553) | (1,252) |
Total comprehensive income including non-controlling interests | 15,067 | 379 | 48,747 | 19,638 |
Less: total comprehensive income attributable to non-controlling interests | 11,572 | 4,423 | 37,964 | 4,649 |
Total comprehensive income (loss) attributable to Planet Fitness, Inc. | $ 3,495 | $ (4,044) | $ 10,783 | $ 14,989 |
Condensed consolidated stateme6
Condensed consolidated statements of cash flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 49,300 | $ 20,890 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 23,127 | 24,160 |
Amortization of deferred financing costs | 1,114 | 1,070 |
Amortization of favorable leases and asset retirement obligations | 297 | 380 |
Amortization of interest rate caps | 459 | |
Deferred tax expense (benefit) | 11,062 | (141) |
Provision for bad debts | 44 | 547 |
Gain on disposal of property and equipment | (347) | (76) |
Equity-based compensation | 1,373 | 4,647 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 4,898 | 8,830 |
Due to and due from related parties | 8,494 | 4,532 |
Inventory | 3,798 | 237 |
Other assets and other current assets | (1,635) | (563) |
Accounts payable and accrued expenses | (10,172) | (11,745) |
Other liabilities and other current liabilities | (30) | 57 |
Income taxes | (7,543) | 969 |
Payable to related parties pursuant to tax benefit arrangements | (6,007) | |
Equipment deposits | (1,609) | 823 |
Deferred revenue | (1,264) | 626 |
Deferred rent | 379 | 1,330 |
Net cash provided by operating activities | 75,738 | 56,573 |
Cash flows from investing activities: | ||
Additions to property and equipment | (9,266) | (13,830) |
Proceeds from sale of property and equipment | 402 | 76 |
Net cash used in investing activities | (8,864) | (13,754) |
Cash flows from financing activities: | ||
Proceeds from issuance of Class A common stock sold in initial public offering, net of underwriting discounts and commissions | 156,946 | |
Use of proceeds from issuance of Class A common stock to purchase Holdings Units | (156,946) | |
Exercise of common stock options | 79 | |
Proceeds from issuance of long-term debt | 120,000 | |
Principal payments on capital lease obligations | (37) | (343) |
Repayment of long-term debt | (3,825) | (3,525) |
Payment of deferred financing and other debt-related costs | (1,698) | |
Premiums paid for interest rate caps | (880) | |
Repurchase and retirement of Class B common stock | (1,583) | |
Distributions to Continuing LLC Members | (27,071) | (171,101) |
Net cash used in financing activities | (32,437) | (57,547) |
Effects of exchange rate changes on cash and cash equivalents | 87 | (102) |
Net increase (decrease) in cash and cash equivalents | 34,524 | (14,830) |
Cash and cash equivalents, beginning of period | 31,430 | 43,291 |
Cash and cash equivalents, end of period | 65,954 | 28,461 |
Supplemental cash flow information: | ||
Net cash paid for income taxes | 8,121 | 1,105 |
Cash paid for interest | 17,187 | 17,063 |
Non-cash investing activities: | ||
Non-cash additions to property and equipment | $ 127 | $ 709 |
Condensed consolidated stateme7
Condensed consolidated statement of changes in equity (deficit) - 9 months ended Sep. 30, 2016 - USD ($) shares in Thousands, $ in Thousands | Total | Accumulated Other Comprehensive Loss [Member] | Additional Paid-in capital [Member] | Accumulated Deficit [Member] | Non-Controlling Interests [Member] | Class A Common Stock [Member] | Class A Common Stock [Member]Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member]Common Stock [Member] |
Beginning balance at Dec. 31, 2015 | $ (1,080) | $ (1,710) | $ 352 | $ (14,032) | $ 14,300 | $ 4 | $ 6 | ||
Beginning balance (shares) at Dec. 31, 2015 | 36,598 | 62,112 | |||||||
Net income | 49,300 | 10,926 | 38,374 | ||||||
Equity-based compensation expense | 1,373 | 1,373 | |||||||
Repurchase and retirement of Class B common stock | (1,583) | (441) | (1,142) | ||||||
Repurchase and retirement of Class B common stock, shares | (141) | ||||||||
Exchanges of Class B common stock | 730 | 5,269 | (5,999) | 1 | (1) | ||||
Exchanges of Class B common stock, shares | 13,306 | (13,306) | |||||||
Tax benefit arrangement liability and deferred taxes arising from secondary offerings | 8,148 | 8,148 | |||||||
Exercise of stock options and vesting of restricted share units | 124 | 124 | |||||||
Exercise of stock options and vesting of restricted share units, shares | 10 | ||||||||
Distributions paid to members of Pla-Fit Holdings | (27,071) | (27,071) | |||||||
Other comprehensive loss | (553) | (143) | (410) | ||||||
Ending balance at Sep. 30, 2016 | $ 28,658 | $ (1,123) | $ 14,825 | $ (4,248) | $ 19,194 | $ 5 | $ 5 | ||
Ending balance (shares) at Sep. 30, 2016 | 49,914 | 48,665 |
Business organization
Business organization | 9 Months Ended |
Sep. 30, 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 8.7 million members and 1,242 owned and franchised locations (referred to as stores) in 47 states, the District of Columbia, Puerto Rico, Canada and the Dominican Republic as of September 30, 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. 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. 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. In June 2016, the Company completed a secondary offering (“June Secondary Offering”) of 11,500,000 shares of its Class A common stock at a price of $16.50 per share. All of the shares sold in the offering were offered by certain existing holders of Holdings Units (“Continuing LLC Owners”) and certain holders of Class A common stock (“Direct TSG Investors”). The Company did not receive any proceeds from the sale of shares of Class A common stock offered by the Direct TSG Investors and the participating Continuing LLC Owners. The shares sold in the June Secondary Offering consisted of (i) 3,608,840 existing shares of Class A common stock held by the Direct TSG Investors and (ii) 7,891,160 newly-issued shares of Class A common stock issued in connection with the exercise of the exchange right by the Continuing LLC Owners that participated in the June Secondary Offering. Simultaneously, and in connection with the exchange, 7,891,160 shares of Class B common stock were surrendered by the Continuing LLC Owners that participated in the June Secondary Offering and canceled. Additionally, in connection with the exchange, Planet Fitness, Inc. received 7,891,160 Holdings Units, increasing its total ownership interest in Pla-Fit Holdings. Immediately preceding the June Secondary Offering, Planet Fitness, Inc. held 100% of the voting interest and 37.1% of the economic interest of Pla-Fit Holdings and the Continuing LLC Owners held the remaining 62.9% economic interest in Pla-Fit Holdings. In September 2016, the Company completed a secondary offering (“September Secondary Offering”) of 8,000,000 shares of its Class A common stock at a price of $19.62 per share. All of the shares sold in the offering were offered by the Direct TSG Investors and participating Continuing LLC Owners. The Company did not receive any proceeds from the sale of shares of Class A common stock offered by the Direct TSG Investors and the Continuing LLC Owners that participating in the September Secondary Offering. The shares sold in the September Secondary Offering consisted of (i) 2,593,981 existing shares of Class A common stock held by the Direct TSG Investors and (ii) 5,406,019 newly-issued shares of Class A common stock issued in connection with the exercise of the exchange right by the Continuing LLC Owners that participated in the September Secondary offering. Simultaneously, and in connection with the exchange, 5,406,019 shares of Class B common stock were surrendered by the Continuing LLC Owners that participated in the September Secondary Offering and canceled. Additionally, in connection with the exchange, Planet Fitness, Inc received 5,406,019 Holdings Units, increasing its total ownership interest in Pla-Fit Holdings. Immediately preceding the September Secondary Offering, Planet Fitness, Inc. held 100% of the voting interest and 45.1% of the economic interest of Pla-Fit Holdings and the Continuing LLC Owners held the remaining 54.9% economic interest in Pla-Fit Holdings. Immediately following the completion of the September Secondary Offering and as of September 30, 2016, Planet Fitness, Inc. held 100% of the voting interest and 50.6% of the economic interest of Pla-Fit Holdings and the Continuing LLC Owners held the remaining 49.4% economic interest in Pla-Fit Holdings. As future exchanges of Holdings Units occur, Planet Fitness, Inc.’s economic interest in Pla-Fit Holdings will increase. |
Summary of significant accounti
Summary of significant accounting policies | 9 Months Ended |
Sep. 30, 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 and nine months ended September 30, 2016 and 2015 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 September 30, 2016 and December 31, 2015: Quoted Significant Total fair prices other Significant value at in active observable unobservable September 30, markets inputs inputs 2016 (Level 1) (Level 2) (Level 3) Interest rate caps $ 134 $ — $ 134 $ — 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 The FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments |
Variable interest entities
Variable interest entities | 9 Months Ended |
Sep. 30, 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 September 30, 2016 and December 31, 2015 are as follows: September 30, 2016 December 31, 2015 Assets Liabilities Assets Liabilities PF Melville $ 3,984 $ — $ 3,728 $ — MMR 3,105 — 2,953 — Total $ 7,089 $ — $ 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 $1,459 and $1,871 as of September 30, 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 | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | (4) Goodwill and intangible assets A summary of goodwill and intangible assets at September 30, 2016 and December 31, 2015 is as follows: Weighted average Gross amortization carrying Accumulated Net carrying September 30, 2016 period (years) amount amortization Amount Customer relationships 11.1 $ 171,782 (68,926 ) $ 102,856 Noncompete agreements 5.0 14,500 (11,302 ) 3,198 Favorable leases 7.5 2,935 (1,549 ) 1,386 Order backlog 0.4 3,400 (3,400 ) — Reacquired franchise rights 5.8 8,950 (3,891 ) 5,059 201,567 (89,068 ) 112,499 Indefinite-lived intangible: Trade and brand names N/A 146,300 — 146,300 Total intangible assets $ 347,867 $ (89,068 ) $ 258,799 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 $5,404 for the three months ended September 30, 2016 and 2015, respectively and $14,820 and $16,181 for the nine months ended September 30, 2016 and 2015, respectively. Included within these total amortization expense amounts are $97 and $143 related to amortization of favorable and unfavorable leases for the three months ended September 30, 2016 and 2015, respectively and $292 and $380 for the nine months ended September 30, 2016 and 2015. 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 September 30, 2016 is as follows: Amount Remainder of 2016 $ 4,936 2017 18,215 2018 14,583 2019 14,215 2020 12,517 Thereafter 48,033 Total $ 112,499 |
Long-term debt
Long-term debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-term debt | (5) Long-term debt Long-term debt as of September 30, 2016 and December 31, 2015 consists of the following: September 30, 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 September 30, 2016 and 4.75% at December 31, 2015) $ 488,450 $ 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 September 30, 2016 and December 31, 2015) — — Total debt, excluding deferred financing costs $ 488,450 492,275 Deferred financing costs, net of accumulated amortization (6,283 ) (7,396 ) Total debt 482,167 484,879 Current portion of long-term debt and line of credit 5,100 5,100 Long-term debt, net of current portion $ 477,067 $ 479,779 Future annual principal payments of long-term debt as of September 30, 2016 are as follows: Amount Remainder of 2016 $ 1,275 2017 5,100 2018 5,100 2019 5,100 2020 5,100 Thereafter 466,775 Total $ 488,450 |
Derivative instruments and hedg
Derivative instruments and hedging activities | 9 Months Ended |
Sep. 30, 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 September 30, 2016, the Company had interest rate cap agreements with notional amounts of $209,000 outstanding that were entered into in order to hedge LIBOR greater than 1.5%. The interest rate cap balances of $134 and $1,147 were recorded within other assets in the condensed consolidated balance sheets as of September 30, 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 $469, net of tax of $83, within other comprehensive loss during the nine months ended September 30, 2016. As of September 30, 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 | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related party transactions | (7) Related party transactions Amounts due from related parties consist of: September 30, 2016 December 31, 2015 Accounts receivable – related entities $ 31 $ 39 Accounts receivable – stockholders/members 66 4,901 Due from related parties $ 97 $ 4,940 Accounts payable – related entities 3,966 — Due to related parties $ 3,966 $ — Amounts due from stockholders/members as of September 30, 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 September 30, For the nine months ended September 30, 2016 2015 2016 2015 Franchise revenue $ 359 $ 298 $ 1,174 $ 868 Equipment revenue 3 425 770 1,108 Total revenue from related parties $ 362 $ 723 $ 1,944 $ 1,976 The Company paid management fees to TSG Consumer Partners, LLC (“TSG”) totaling $0 and $1,384 during the three months ended September 30, 2016 and 2015, respectively and $0 and $1,899 during the nine months ended September 30, 2016 and 2015. In connection with the IPO, the management agreement with TSG was terminated, and the Company paid TSG a $1,000 termination fee, which is included in the fees paid for the three and nine months ended September 30, 2015. |
Stockholder's equity
Stockholder's equity | 9 Months Ended |
Sep. 30, 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, Continuing LLC Owners, and Direct TSG Investors. Merger Prior to the Merger, the Direct TSG Investors held interests in Planet Fitness Holdings, L.P., which 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 in addition to their Holdings Units, with each Continuing LLC Owner receiving one share of Class B common stock for each Holdings Unit 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 Holdings Units entitle the Continuing LLC Owners to participate pro rata in distributions made by Pla-Fit Holdings to its members, including the Continuing LLC Owners and the Company, but do not entitle the Continuing LLC Owners to any voting rights. 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, including the Company, 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. IPO 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 held 36,597,985 Holdings Units, which was 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. June Secondary Offering As described in Note 1, on June 28, 2016 the Company completed the June Secondary Offering of 11,500,000 shares of our Class A common stock at a price of $16.50 per share. All of the shares sold in the offering were offered by Direct TSG Investors and the participating Continuing LLC Owners. The Company did not receive any proceeds from the sale of shares of Class A common stock offered by the Direct TSG Investors and the participating Continuing LLC Owners. The shares sold in the offering consisted of (i) 3,608,840 existing shares of Class A common stock held by the Direct TSG Investors and (ii) 7,891,160 newly-issued shares of Class A common stock issued in connection with the exercise of the exchange right by the Continuing LLC Owners that participated in the June Secondary Offering. Simultaneously, and in connection with the exchange, 7,891,160 shares of Class B common stock were surrendered by the Continuing LLC Owners that participated in the June Secondary Offering and canceled. Additionally, in connection with the exchange, we received 7,891,160 Holdings Units, increasing Planet Fitness Inc.’s total ownership interest in Pla-Fit Holdings. September Secondary Offering As described in Note 1, on September 28, 2016, the Company completed the September Secondary Offering of 8,000,000 shares of our Class A common stock at a price of 19.62 per share. All of the shares sold in the offering were offered by the Direct TSG Investors and participating Continuing LLC Owners. The Company did not receive any proceeds from the sale of shares of Class A common stock offered by the Direct TSG Investors and the participating Continuing LLC Owners. The shares sold in the offering consisted of (i) 2,593,981 existing shares of Class A common stock held by the Direct TSG Investors and (ii) 5,406,019 newly-issued shares of Class A common stock issued in connection with the exercise of the exchange right by the Continuing LLC Owners that participated in the September Secondary Offering. Simultaneously, and in connection with the exchange, 5,406,019 shares of Class B common stock were surrendered by the Continuing LLC Owners that participated in the September Secondary Offering and canceled. Additionally, in connection with the exchange, Planet Fitness, Inc received 5,406,019 Holdings Units, increasing its total ownership interest in Pla-Fit Holdings. Future exchanges of Holdings Units by the Continuing LLC Owners will result in a change in ownership and reduce the amount recorded as non-controlling interest and increase additional paid-in capital on our consolidated balance sheets. As a result of the recapitalization transactions, the offering transactions, the IPO, completion of our secondary offerings, and other exchanges and equity activity during the quarter: • the investors in the IPO and the Company’s secondary offerings collectively own 35,043,641 shares of Planet Fitness, Inc. Class A common stock, representing 35.5% of the voting power in the Company and, through the Company, 35.5% of the economic interest in Pla-Fit Holdings; • the Direct TSG Investors own 14,870,164 shares of Planet Fitness, Inc. Class A common stock, representing 15.1% of the voting power in the Company and, through the Company, 15.1% of the economic interest in Pla-Fit Holdings; and • the Continuing LLC Owners collectively hold 48,665,585 Holdings Units, representing 49.4% of the economic interest in Pla-Fit Holdings and 48,665,585 shares of Planet Fitness, Inc. Class B common stock, representing 49.4% of the voting power in the Company. |
Earnings per share
Earnings per share | 9 Months Ended |
Sep. 30, 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 any period prior to that date. 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: Net income per share: For the three months ended September 30, 2016 For the nine months ended September 30, 2016 August 6, 2015 through September 30, 2015 Numerator Net income $ 14,863 $ 49,300 $ 6,214 Less: net income attributable to non-controlling interests 11,438 38,374 4,593 Net income attributable to Planet Fitness, Inc. - basic $ 3,425 $ 10,926 $ 1,621 Reallocation of net income assuming conversion of Holdings Units - - 4,518 Incremental tax effect of reallocation of net income assuming conversion of Holdings Units - - (1,740 ) Net income attributable to Planet Fitness, Inc. - diluted $ 3,425 $ 10,926 $ 4,399 Denominator Weighted-average shares of Class A common stock outstanding - basic 44,668,875 39,394,318 35,661,284 Effect of dilutive securities: Class B common stock - - 63,048,456 Stock options 12,539 138 - Restricted stock units 4,282 3,030 - Weighted-average shares of Class A common stock outstanding - diluted 44,685,696 39,397,486 98,709,740 Earnings per share of Class A common stock - basic $ 0.08 $ 0.28 $ 0.05 Earnings per share of Class A common stock - diluted $ 0.08 $ 0.28 $ 0.04 Weighted average shares of Class B common stock of 53,898,536 and 59,218,127 for the three and nine months ended September 30, 2016, respectively, were evaluated under the if-converted method for potential dilutive effects and determined to be anti-dilutive. Weighted average stock options outstanding of 250,141 and 230,633 for the three and nine months ending September 30, 2016, respectively, were evaluated under the treasury stock method for potential dilutive effects and were determined to be anti-dilutive. Weighted average stock options outstanding of 116,690 and restricted stock units of 8,160 for the period from August 6, 2015 through September 30, 2015 were evaluated under the treasury stock method for potential dilutive effects and were determined to be anti-dilutive. |
Income taxes
Income taxes | 9 Months Ended |
Sep. 30, 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 pro rata share of income flowed through from Pla-Fit Holdings. The effective tax rate on such income was approximately 39.5%. The provision for income taxes also reflects an effective state tax rate of 2.1% applied to non-controlling interests, excluding income from variable interest entities, related to Pla-Fit Holdings. Net deferred tax assets of $255,729 and $117,358 as of September 30, 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 Planet Fitness, Inc.’s investment in Pla-Fit Holdings as a result of the recapitalization transactions, IPO, and secondary offerings. The Company has net operating loss carryforwards related to its Canada operations of approximately $1,911, 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. The net deferred tax liabilities of $1,275 as of September 30, 2016 and $0 as of December 31, 2015 relate primarily to the tax effects of temporary differences in the book basis as compared to the tax basis of certain assets of Pla-Fit Holdings. As of September 30, 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 nine months ended September 30, 2016 were not material. Tax benefit arrangements The Company’s acquisition of Holdings Units in connection with the IPO, secondary offerings 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 or exchanges 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. Due to changes in New Hampshire tax law, the Company no longer expects to incur any such liability under the New Hampshire business profits tax. In June 2016, in connection with the June Secondary Offering, 7,891,160 Holdings Units were redeemed by the participating Continuing LLC Owners for newly-issued shares of Class A common stock, resulting in an increase in the tax basis of the net assets of Pla-Fit Holdings subject to the provisions of the tax receivable agreements. As a result of the change in Planet Fitness, Inc.’s ownership percentage of Pla-Fit Holdings that occurred in conjunction with the exchange, we recorded a decrease to our net deferred tax assets of $7,638 during the three months ended June 30, 2016. As a result of the exchange, we also recognized a deferred tax asset in the amount of $89,876 and a corresponding tax benefit arrangement liability of $78,152, representing 85% of the tax benefits due to the participating Continuing LLC Owners. In September 2016, in connection with the September Secondary Offering, 5,406,019 Holdings Units were redeemed by the participating Continuing LLC Owners for newly-issued shares of Class A common stock, resulting in an increase in the tax basis of the net assets of Pla-Fit Holdings subject to the provisions of the tax receivable agreements. As a result of the change in Planet Fitness, Inc.’s ownership percentage of Pla-Fit Holdings that occurred in conjunction with the exchange, we recorded a decrease to our net deferred tax assets of $5,378 during the three months ended September 30, 2016. As a result of the exchange, we also recognized a deferred tax asset in the amount of $71,174 and a corresponding tax benefit arrangement liability of $61,735, representing 85% of the tax benefits due to the participating Continuing LLC Owners. As of September 30, 2016, the Company has a liability of $274,072 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 $ 922 2017 10,658 2018 13,438 2019 13,569 2020 13,910 Thereafter 221,575 Total $ 274,072 |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 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 | 9 Months Ended |
Sep. 30, 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 and nine months ended September 30, 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 September 30, Nine months ended September 30, 2016 2015 2016 2015 Revenue Franchise segment revenue - U.S. $ 26,940 $ 19,785 $ 83,312 $ 63,371 Franchise segment revenue - International 285 9 1,068 59 Franchise segment total 27,225 19,794 84,380 63,430 Corporate-owned stores - U.S. 25,591 24,203 75,595 71,716 Corporate-owned stores - International 1,084 950 3,161 1,958 Corporate-owned stores total 26,675 25,153 78,756 73,674 Equipment segment - U.S. 33,107 23,870 98,686 87,588 Equipment segment total 33,107 23,870 98,686 87,588 Total revenue $ 87,007 $ 68,817 $ 261,822 $ 224,692 Franchise segment revenue includes franchise revenue and commission income. Franchise revenue includes revenue generated from placement services of $2,224 and $1,623 for the three months ended September 30, 2016 and 2015, respectively and $6,952 and $5,895 for the nine months ended September 30, 2016 and 2015, respectively. Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Segment EBITDA Franchise $ 22,814 $ 15,496 $ 71,308 $ 46,778 Corporate-owned stores 10,550 9,256 30,259 26,342 Equipment 7,153 4,910 21,330 18,914 Corporate and other (6,823 ) (13,162 ) (20,147 ) (27,191 ) Total Segment EBITDA $ 33,694 $ 16,500 $ 102,750 $ 64,843 The following table reconciles total Segment EBITDA to income before income taxes: Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Total Segment EBITDA $ 33,694 $ 16,500 $ 102,750 $ 64,843 Less: Depreciation and amortization 7,745 7,976 23,127 24,160 Other (expense) income (204 ) (1,815 ) 30 (2,627 ) Income from operations 26,153 10,339 79,593 43,310 Interest expense, net (6,291 ) (6,556 ) (18,819 ) (17,872 ) Other (expense) income (204 ) (1,815 ) 30 (2,627 ) Income before income taxes $ 19,658 $ 1,968 $ 60,804 $ 22,811 The following table summarizes the Company’s assets by reportable segment: September 30, 2016 December 31, 2015 Franchise $ 204,137 $ 206,997 Corporate-owned stores 157,509 151,620 Equipment 210,997 208,168 Unallocated 279,695 132,392 Total consolidated assets $ 852,338 $ 699,177 The table above includes $2,940 and $3,149 of long-lived assets located in the Company’s corporate-owned stores in Canada as of September 30, 2016 and December 31, 2015 The following table summarizes the Company’s goodwill by reportable segment: September 30, 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 | 9 Months Ended |
Sep. 30, 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 September 30, 2016 and 2015: For the three months ended September 30, For the nine months ended September 30, 2016 2015 2016 2015 Franchisee-owned stores: Stores operated at beginning of period 1,148 956 1,066 863 New stores opened 37 26 121 122 Stores debranded or consolidated (1) (1 ) - (3 ) (3 ) Stores operated at end of period 1,184 982 1,184 982 Corporate-owned stores: Stores operated at beginning of period 58 58 58 55 New stores opened - - - 3 Stores operated at end of period 58 58 58 58 Total stores: Stores operated at beginning of period 1,206 1,014 1,124 918 New stores opened 37 26 121 125 Stores debranded or consolidated (1) (1 ) - (3 ) (3 ) Stores operated at end of period 1,242 1,040 1,242 1,040 (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. |
Summary of significant accoun21
Summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 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 and nine months ended September 30, 2016 and 2015 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 September 30, 2016 and December 31, 2015: Quoted Significant Total fair prices other Significant value at in active observable unobservable September 30, markets inputs inputs 2016 (Level 1) (Level 2) (Level 3) Interest rate caps $ 134 $ — $ 134 $ — 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 The FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments |
Summary of significant accoun22
Summary of significant accounting policies (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, 2016 and December 31, 2015: Quoted Significant Total fair prices other Significant value at in active observable unobservable September 30, markets inputs inputs 2016 (Level 1) (Level 2) (Level 3) Interest rate caps $ 134 $ — $ 134 $ — 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) | 9 Months Ended |
Sep. 30, 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 September 30, 2016 and December 31, 2015 are as follows: September 30, 2016 December 31, 2015 Assets Liabilities Assets Liabilities PF Melville $ 3,984 $ — $ 3,728 $ — MMR 3,105 — 2,953 — Total $ 7,089 $ — $ 6,681 $ — |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Intangible Assets | A summary of goodwill and intangible assets at September 30, 2016 and December 31, 2015 is as follows: Weighted average Gross amortization carrying Accumulated Net carrying September 30, 2016 period (years) amount amortization Amount Customer relationships 11.1 $ 171,782 (68,926 ) $ 102,856 Noncompete agreements 5.0 14,500 (11,302 ) 3,198 Favorable leases 7.5 2,935 (1,549 ) 1,386 Order backlog 0.4 3,400 (3,400 ) — Reacquired franchise rights 5.8 8,950 (3,891 ) 5,059 201,567 (89,068 ) 112,499 Indefinite-lived intangible: Trade and brand names N/A 146,300 — 146,300 Total intangible assets $ 347,867 $ (89,068 ) $ 258,799 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 September 30, 2016 is as follows: Amount Remainder of 2016 $ 4,936 2017 18,215 2018 14,583 2019 14,215 2020 12,517 Thereafter 48,033 Total $ 112,499 |
Long-term debt (Tables)
Long-term debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt as of September 30, 2016 and December 31, 2015 consists of the following: September 30, 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 September 30, 2016 and 4.75% at December 31, 2015) $ 488,450 $ 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 September 30, 2016 and December 31, 2015) — — Total debt, excluding deferred financing costs $ 488,450 492,275 Deferred financing costs, net of accumulated amortization (6,283 ) (7,396 ) Total debt 482,167 484,879 Current portion of long-term debt and line of credit 5,100 5,100 Long-term debt, net of current portion $ 477,067 $ 479,779 |
Schedule of Future Annual Payments of Long-term Debt | Future annual principal payments of long-term debt as of September 30, 2016 are as follows: Amount Remainder of 2016 $ 1,275 2017 5,100 2018 5,100 2019 5,100 2020 5,100 Thereafter 466,775 Total $ 488,450 |
Related party transactions (Tab
Related party transactions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Amounts Due From Stockholders/Members | Amounts due from related parties consist of: September 30, 2016 December 31, 2015 Accounts receivable – related entities $ 31 $ 39 Accounts receivable – stockholders/members 66 4,901 Due from related parties $ 97 $ 4,940 Accounts payable – related entities 3,966 — Due to related parties $ 3,966 $ — |
Schedule of Related Party Transactions | Activity with entities considered to be related parties is summarized below: For the three months ended September 30, For the nine months ended September 30, 2016 2015 2016 2015 Franchise revenue $ 359 $ 298 $ 1,174 $ 868 Equipment revenue 3 425 770 1,108 Total revenue from related parties $ 362 $ 723 $ 1,944 $ 1,976 |
Earnings per share (Tables)
Earnings per share (Tables) | 9 Months Ended |
Sep. 30, 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: Net income per share: For the three months ended September 30, 2016 For the nine months ended September 30, 2016 August 6, 2015 through September 30, 2015 Numerator Net income $ 14,863 $ 49,300 $ 6,214 Less: net income attributable to non-controlling interests 11,438 38,374 4,593 Net income attributable to Planet Fitness, Inc. - basic $ 3,425 $ 10,926 $ 1,621 Reallocation of net income assuming conversion of Holdings Units - - 4,518 Incremental tax effect of reallocation of net income assuming conversion of Holdings Units - - (1,740 ) Net income attributable to Planet Fitness, Inc. - diluted $ 3,425 $ 10,926 $ 4,399 Denominator Weighted-average shares of Class A common stock outstanding - basic 44,668,875 39,394,318 35,661,284 Effect of dilutive securities: Class B common stock - - 63,048,456 Stock options 12,539 138 - Restricted stock units 4,282 3,030 - Weighted-average shares of Class A common stock outstanding - diluted 44,685,696 39,397,486 98,709,740 Earnings per share of Class A common stock - basic $ 0.08 $ 0.28 $ 0.05 Earnings per share of Class A common stock - diluted $ 0.08 $ 0.28 $ 0.04 |
Income taxes (Tables)
Income taxes (Tables) | 9 Months Ended |
Sep. 30, 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 $ 922 2017 10,658 2018 13,438 2019 13,569 2020 13,910 Thereafter 221,575 Total $ 274,072 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 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 and nine months ended September 30, 2016 and 2015. Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Revenue Franchise segment revenue - U.S. $ 26,940 $ 19,785 $ 83,312 $ 63,371 Franchise segment revenue - International 285 9 1,068 59 Franchise segment total 27,225 19,794 84,380 63,430 Corporate-owned stores - U.S. 25,591 24,203 75,595 71,716 Corporate-owned stores - International 1,084 950 3,161 1,958 Corporate-owned stores total 26,675 25,153 78,756 73,674 Equipment segment - U.S. 33,107 23,870 98,686 87,588 Equipment segment total 33,107 23,870 98,686 87,588 Total revenue $ 87,007 $ 68,817 $ 261,822 $ 224,692 Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Segment EBITDA Franchise $ 22,814 $ 15,496 $ 71,308 $ 46,778 Corporate-owned stores 10,550 9,256 30,259 26,342 Equipment 7,153 4,910 21,330 18,914 Corporate and other (6,823 ) (13,162 ) (20,147 ) (27,191 ) Total Segment EBITDA $ 33,694 $ 16,500 $ 102,750 $ 64,843 |
Reconciliation of Total Segment EBITDA to Income Before Income Taxes | The following table reconciles total Segment EBITDA to income before income taxes: Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Total Segment EBITDA $ 33,694 $ 16,500 $ 102,750 $ 64,843 Less: Depreciation and amortization 7,745 7,976 23,127 24,160 Other (expense) income (204 ) (1,815 ) 30 (2,627 ) Income from operations 26,153 10,339 79,593 43,310 Interest expense, net (6,291 ) (6,556 ) (18,819 ) (17,872 ) Other (expense) income (204 ) (1,815 ) 30 (2,627 ) Income before income taxes $ 19,658 $ 1,968 $ 60,804 $ 22,811 |
Summary of Company's Assets by Reportable Segment | The following table summarizes the Company’s assets by reportable segment: September 30, 2016 December 31, 2015 Franchise $ 204,137 $ 206,997 Corporate-owned stores 157,509 151,620 Equipment 210,997 208,168 Unallocated 279,695 132,392 Total consolidated assets $ 852,338 $ 699,177 |
Summary of Company's Goodwill by Reportable Segment | The following table summarizes the Company’s goodwill by reportable segment: September 30, 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) | 9 Months Ended |
Sep. 30, 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 September 30, 2016 and 2015: For the three months ended September 30, For the nine months ended September 30, 2016 2015 2016 2015 Franchisee-owned stores: Stores operated at beginning of period 1,148 956 1,066 863 New stores opened 37 26 121 122 Stores debranded or consolidated (1) (1 ) - (3 ) (3 ) Stores operated at end of period 1,184 982 1,184 982 Corporate-owned stores: Stores operated at beginning of period 58 58 58 55 New stores opened - - - 3 Stores operated at end of period 58 58 58 58 Total stores: Stores operated at beginning of period 1,206 1,014 1,124 918 New stores opened 37 26 121 125 Stores debranded or consolidated (1) (1 ) - (3 ) (3 ) Stores operated at end of period 1,242 1,040 1,242 1,040 (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) | Sep. 28, 2016$ / sharesshares | Jun. 28, 2016$ / sharesshares | Aug. 11, 2015shares | Aug. 05, 2015shares | Sep. 30, 2016StoreState$ / sharesshares | Jun. 30, 2016Store$ / sharesshares | Sep. 30, 2016MemberStoreState$ / sharesshares | Sep. 27, 2016 | Jun. 27, 2016 | Dec. 31, 2015Store | Sep. 30, 2015Store | Jun. 30, 2015Store | Dec. 31, 2014Store |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Number of members | Member | 8,700,000 | ||||||||||||
Number of owned and franchised locations | Store | 1,242 | 1,206 | 1,242 | 1,124 | 1,040 | 1,014 | 918 | ||||||
Number of states in which entity operates | State | 47 | 47 | |||||||||||
Date of formation | Mar. 16, 2015 | ||||||||||||
Continuing LLC Owners [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Percentage of economic interest | 49.40% | 49.40% | 54.90% | 62.90% | |||||||||
Class A Common Stock [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Number of stock issued during period | 8,000,000 | 11,500,000 | 8,000,000 | 11,500,000 | |||||||||
Share price | $ / shares | $ 19.62 | $ 16.50 | $ 19.62 | $ 16.50 | $ 19.62 | ||||||||
Class A Common Stock [Member] | Direct TSG Investors [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Number of stock issued during period | 2,593,981 | 3,608,840 | 5,033,945 | 2,593,981 | 3,608,840 | ||||||||
Class A Common Stock [Member] | Continuing LLC Owners [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Number of stock issued during period | 5,406,019 | 7,891,160 | 5,406,019 | 7,891,160 | |||||||||
Number of shares exchanged | 5,406,019 | 7,891,160 | |||||||||||
Class B Common Stock [Member] | Continuing LLC Owners [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Number of stock issued during period | 72,602,810 | ||||||||||||
Number of shares exchanged | 5,406,019 | 7,891,160 | 5,406,019 | 7,891,160 | |||||||||
Pla-Fit Holdings, LLC [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Percentage of ownership | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | ||||||||
Number of units held by owners | 5,406,019 | 7,891,160 | 5,406,019 | 7,891,160 | 5,406,019 | ||||||||
Percentage of economic interest | 50.60% | 50.60% | 45.10% | 37.10% | |||||||||
Pla-Fit Holdings, LLC [Member] | Class B Common Stock [Member] | Continuing LLC Owners [Member] | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||||
Number of stock issued during period | 72,602,810 | ||||||||||||
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 | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate caps | $ 134 | $ 1,147 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate caps | $ 134 | $ 1,147 |
Variable Interest Entities - Ca
Variable Interest Entities - Carrying Value of Variable Interest Entities of Consolidated Financial Statements (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | ||
Assets | $ 7,089 | $ 6,681 |
PF Melville [Member] | ||
Variable Interest Entity [Line Items] | ||
Assets | 3,984 | 3,728 |
MMR [Member] | ||
Variable Interest Entity [Line Items] | ||
Assets | $ 3,105 | $ 2,953 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Variable Interest Entity Consolidated Carrying Amount Assets And Liabilities [Abstract] | ||
Maximum obligation of guarantees of leases and debt | $ 1,459,000 | $ 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 | 9 Months Ended | 12 Months Ended |
Sep. 30, 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 | (89,068) | (74,248) |
Net carrying Amount | 112,499 | 127,319 |
Total intangible assets, Net carrying Amount | 258,799 | 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 | (68,926) | (57,741) |
Net carrying Amount | $ 102,856 | $ 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 | (11,302) | (9,127) |
Net carrying Amount | $ 3,198 | $ 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 | (1,549) | (1,256) |
Net carrying Amount | $ 1,386 | $ 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 | (3,891) | (2,724) |
Net carrying Amount | $ 5,059 | $ 6,226 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Goodwill And Intangible Assets [Line Items] | |||||
Impairment charges | $ 0 | $ 0 | |||
Amortization of intangible assets | $ 4,940,000 | $ 5,404,000 | 14,820,000 | $ 16,181,000 | |
Favorable And Unfavorable Leases [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Amortization of intangible assets | $ 97,000 | $ 143,000 | $ 292,000 | $ 380,000 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Summary of Amortization expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Remainder of 2016 | $ 4,936 | |
2,017 | 18,215 | |
2,018 | 14,583 | |
2,019 | 14,215 | |
2,020 | 12,517 | |
Thereafter | 48,033 | |
Net carrying Amount | $ 112,499 | $ 127,319 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | $ 488,450 | $ 492,275 |
Deferred financing costs, net of accumulated amortization | (6,283) | (7,396) |
Total debt | 482,167 | 484,879 |
Current portion of long-term debt and line of credit | 5,100 | 5,100 |
Long-term debt, net of current portion | 477,067 | 479,779 |
Term Loan B [Member] | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | $ 488,450 | $ 492,275 |
Long-term Debt - Schedule of 39
Long-term Debt - Schedule of Long-term Debt (Parenthetical) (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 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 | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Remainder of 2016 | $ 1,275 | |
2,017 | 5,100 | |
2,018 | 5,100 | |
2,019 | 5,100 | |
2,020 | 5,100 | |
Thereafter | 466,775 | |
Total | $ 488,450 | $ 492,275 |
Derivative Instruments and He41
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||||
Derivative, interest rate cap floor | 1.50% | 1.50% | |||
Unrealized loss on interest rate caps, net of tax | $ 193,000 | $ (557,000) | $ (469,000) | $ (1,497,000) | |
Interest Rate Cap [Member] | |||||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | |||||
Derivative, notional amount | 209,000,000 | 209,000,000 | |||
Interest rate caps | $ 134,000 | 134,000 | $ 1,147,000 | ||
Unrealized loss on interest rate caps, net of tax | (469,000) | ||||
Unrealized loss on interest rate caps, tax | $ (83,000) |
Related Party Transactions - Su
Related Party Transactions - Summary of Amounts Due From Stockholders/Members (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Related Party Transaction Due From To Related Party Current [Abstract] | ||
Accounts receivable – related entities | $ 31 | $ 39 |
Accounts receivable – stockholders/members | 66 | 4,901 |
Due from related parties | 97 | $ 4,940 |
Accounts payable – related entities | 3,966 | |
Due to related parties | $ 3,966 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Related Party Transaction [Line Items] | ||||
Total revenue from related parties | $ 362 | $ 723 | $ 1,944 | $ 1,976 |
Franchise [Member] | ||||
Related Party Transaction [Line Items] | ||||
Total revenue from related parties | 359 | 298 | 1,174 | 868 |
Equipment [Member] | ||||
Related Party Transaction [Line Items] | ||||
Total revenue from related parties | $ 3 | $ 425 | $ 770 | $ 1,108 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Direct TSG Investors [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Related Party Transaction [Line Items] | ||||
Payment for management fee | $ 0 | $ 1,384 | $ 0 | $ 1,899 |
Management Agreement Termination [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management agreement termination fee | $ 1,000 | $ 1,000 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) | Sep. 28, 2016 | Jun. 28, 2016 | Aug. 11, 2015 | Aug. 05, 2015 | Jun. 22, 2015 | Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 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. | ||||||||||
Pla-Fit Holdings, LLC [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Number of units held by owners | 5,406,019 | 7,891,160 | 5,406,019 | 7,891,160 | 5,406,019 | 5,406,019 | |||||
Continuing LLC Owners [Member] | IPO and Secondary Offering [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Percentage of economic interest | 49.40% | ||||||||||
Number of units held by owners | 48,665,585 | 48,665,585 | 48,665,585 | ||||||||
Class A Common Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Number of stock issued during period | 8,000,000 | 11,500,000 | 8,000,000 | 11,500,000 | |||||||
Common stock, shares outstanding | 36,597,985 | 49,914,000 | 49,914,000 | 49,914,000 | 36,598,000 | 0 | |||||
Share price | $ 19.62 | $ 16.50 | $ 19.62 | $ 16.50 | $ 19.62 | $ 19.62 | |||||
Proceeds from sale of shares | $ 0 | $ 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 | 2,593,981 | 3,608,840 | 5,033,945 | 2,593,981 | 3,608,840 | ||||||
Class A Common Stock [Member] | Direct TSG Investors [Member] | IPO and Secondary Offering [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Number of stock issued during period | 14,870,164 | ||||||||||
Percentage of economic interest | 15.10% | ||||||||||
Percentage of voting power | 15.10% | 15.10% | 15.10% | ||||||||
Class A Common Stock [Member] | Continuing LLC Owners [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Number of stock issued during period | 5,406,019 | 7,891,160 | 5,406,019 | 7,891,160 | |||||||
Number of shares exchanged | 5,406,019 | 7,891,160 | |||||||||
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 | $ 156,946,000 | ||||||||||
Class A Common Stock [Member] | Investor | IPO and Secondary Offering [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Number of stock issued during period | 35,043,641 | ||||||||||
Percentage of economic interest | 35.50% | ||||||||||
Percentage of voting power | 35.50% | 35.50% | 35.50% | ||||||||
Class B Common Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Common stock, shares outstanding | 48,665,000 | 48,665,000 | 48,665,000 | 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. | ||||||||||
Number of shares exchanged | 5,406,019 | 7,891,160 | 5,406,019 | 7,891,160 | |||||||
Class B Common Stock [Member] | Continuing LLC Owners [Member] | IPO and Secondary Offering [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Percentage of voting power | 49.40% | 49.40% | 49.40% | ||||||||
Number of units held by owners | 48,665,585 | 48,665,585 | 48,665,585 | ||||||||
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 | 2 Months Ended | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Aug. 11, 2015 | Aug. 06, 2015 | |
Restricted Stock Units [Member] | ||||||
Earnings Per Share Diluted [Line Items] | ||||||
Anti-dilutive securities excluded from the calculation of earnings per share | 8,160 | |||||
Stock Options [Member] | ||||||
Earnings Per Share Diluted [Line Items] | ||||||
Anti-dilutive securities excluded from the calculation of earnings per share | 116,690 | 250,141 | 230,633 | |||
Class A Common Stock [Member] | ||||||
Earnings Per Share Diluted [Line Items] | ||||||
Common stock, shares outstanding | 49,914,000 | 49,914,000 | 36,598,000 | 36,597,985 | 0 | |
Class B Common Stock [Member] | ||||||
Earnings Per Share Diluted [Line Items] | ||||||
Common stock, shares outstanding | 48,665,000 | 48,665,000 | 62,112,000 | 0 | ||
Class B Common Stock [Member] | Continuing LLC Owners Exchange Agreement | ||||||
Earnings Per Share Diluted [Line Items] | ||||||
Anti-dilutive securities excluded from the calculation of earnings per share | 53,898,536 | 59,218,127 |
Earnings per share - Reconcilia
Earnings per share - Reconciliation of Numerators and Denominators Used to Compute Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |||||
Numerator | |||||||||
Net income | $ 6,214 | $ 14,863 | $ 738 | $ 49,300 | $ 20,890 | ||||
Less: net income attributable to non-controlling interests | 4,593 | 11,438 | $ 4,631 | 38,374 | $ 4,857 | ||||
Net income attributable to Planet Fitness, Inc. - basic | 1,621 | 3,425 | 10,926 | ||||||
Incremental tax effect of reallocation of net income assuming conversion of Holdings Units | (1,740) | ||||||||
Net income attributable to Planet Fitness, Inc. - diluted | 4,399 | $ 3,425 | $ 10,926 | ||||||
Restricted Stock Units [Member] | |||||||||
Effect of dilutive securities: | |||||||||
Weighted-average shares outstanding adjustment | 4,282 | 3,030 | |||||||
Stock Options [Member] | |||||||||
Effect of dilutive securities: | |||||||||
Weighted-average shares outstanding adjustment | 12,539 | 138 | |||||||
Conversion Of Holdings Units [Member] | |||||||||
Numerator | |||||||||
Reallocation of net income assuming conversion of Holdings Units | $ 4,518 | ||||||||
Class A Common Stock [Member] | |||||||||
Denominator | |||||||||
Weighted-average shares of Class A common stock outstanding - basic | 35,661,284 | 44,668,875 | [1] | 35,661 | [1] | 39,394,318 | [1] | 35,661 | [1] |
Effect of dilutive securities: | |||||||||
Weighted-average shares of Class A common stock outstanding - diluted | 98,709,740 | 44,685,696 | [1] | 98,710 | [1] | 39,397,486 | [1] | 98,710 | [1] |
Earnings per share of Class A common stock - basic | $ 0.05 | $ 0.08 | [1] | $ 0.05 | [1] | $ 0.28 | [1] | $ 0.05 | [1] |
Earnings per share of Class A common stock - diluted | $ 0.04 | $ 0.08 | [1] | $ 0.04 | [1] | $ 0.28 | [1] | $ 0.04 | [1] |
Class B Common Stock [Member] | |||||||||
Effect of dilutive securities: | |||||||||
Weighted-average shares outstanding adjustment | 63,048,456 | ||||||||
[1] | For the three and nine months ended September 30, 2015, represents earnings per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the period from August 6, 2015 through September 30, 2015, the period following the recapitalization transactions and IPO (see Note 9). |
Income Taxes - Additional infor
Income Taxes - Additional information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)shares | Jun. 30, 2016USD ($)shares | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Sep. 30, 2016USD ($)Agreement | Dec. 31, 2015USD ($) | |
Tax Credit Carryforward [Line Items] | ||||||
Effective income tax rate | 39.50% | |||||
Effective income tax rate reconciliation noncontrolling interest | 2.10% | |||||
Net deferred tax assets | $ 255,729 | $ 255,729 | $ 255,729 | $ 117,358 | ||
Net deferred tax liabilities | 1,275 | 1,275 | 1,275 | $ 0 | ||
Total liability related to uncertain tax positions | $ 300 | $ 300 | $ 300 | |||
Number of tax receivable agreements | Agreement | 2 | |||||
Applicable percentage of cash savings | 85.00% | 85.00% | 85.00% | 85.00% | 85.00% | |
Percentage of remaining tax savings | 15.00% | |||||
Income tax rate maximum tax liability | 3.50% | |||||
Tax benefit obligation | $ 274,072 | $ 274,072 | $ 274,072 | |||
Continuing LLC Owners [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Decrease in deferred tax assets | (5,378) | $ (7,638) | ||||
Deferred tax asset | 71,174 | $ 89,876 | 71,174 | 89,876 | 71,174 | |
Deferred tax liability | $ 61,735 | $ 78,152 | 61,735 | $ 78,152 | 61,735 | |
Class A Common Stock [Member] | Continuing LLC Owners [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Number of shares exchanged | shares | 5,406,019 | 7,891,160 | ||||
Canada [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Net operating loss carryforwards | $ 1,911 | $ 1,911 | $ 1,911 | |||
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 | Sep. 30, 2016USD ($) |
Income Tax Contingency [Line Items] | |
Total | $ 274,072 |
IPO [Member] | |
Income Tax Contingency [Line Items] | |
Remainder of 2016 | 922 |
2,017 | 10,658 |
2,018 | 13,438 |
2,019 | 13,569 |
2,020 | 13,910 |
Thereafter | 221,575 |
Total | $ 274,072 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)Segment | Sep. 30, 2015USD ($) | 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 | $ 87,007,000 | $ 68,817,000 | $ 261,822,000 | $ 224,692,000 | |
Franchise [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 27,225,000 | 19,794,000 | 84,380,000 | 63,430,000 | |
Franchise [Member] | Placement Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 2,224,000 | 1,623,000 | 6,952,000 | 5,895,000 | |
Corporate-owned Stores [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 26,675,000 | $ 25,153,000 | 78,756,000 | $ 73,674,000 | |
Corporate-owned Stores [Member] | Canada [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Long-lived assets | $ 2,940,000 | 2,940,000 | $ 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 | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 87,007 | $ 68,817 | $ 261,822 | $ 224,692 |
Total Segment EBITDA | 33,694 | 16,500 | 102,750 | 64,843 |
Corporate And Other Non Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Segment EBITDA | (6,823) | (13,162) | (20,147) | (27,191) |
Franchise [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 27,225 | 19,794 | 84,380 | 63,430 |
Franchise [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Segment EBITDA | 22,814 | 15,496 | 71,308 | 46,778 |
Franchise [Member] | US [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 26,940 | 19,785 | 83,312 | 63,371 |
Franchise [Member] | International [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 285 | 9 | 1,068 | 59 |
Corporate-owned Stores [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 26,675 | 25,153 | 78,756 | 73,674 |
Corporate-owned Stores [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Segment EBITDA | 10,550 | 9,256 | 30,259 | 26,342 |
Corporate-owned Stores [Member] | US [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 25,591 | 24,203 | 75,595 | 71,716 |
Corporate-owned Stores [Member] | International [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 1,084 | 950 | 3,161 | 1,958 |
Equipment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 33,107 | 23,870 | 98,686 | 87,588 |
Equipment [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Segment EBITDA | 7,153 | 4,910 | 21,330 | 18,914 |
Equipment [Member] | US [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 33,107 | $ 23,870 | $ 98,686 | $ 87,588 |
Segments - Reconciliation of To
Segments - Reconciliation of Total Segment EBITDA to Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting [Abstract] | ||||
Total Segment EBITDA | $ 33,694 | $ 16,500 | $ 102,750 | $ 64,843 |
Depreciation and amortization | 7,745 | 7,976 | 23,127 | 24,160 |
Other (expense) income | (204) | (1,815) | 30 | (2,627) |
Income from operations | 26,153 | 10,339 | 79,593 | 43,310 |
Interest expense, net | (6,291) | (6,556) | (18,819) | (17,872) |
Income before income taxes | $ 19,658 | $ 1,968 | $ 60,804 | $ 22,811 |
Segments - Summary of Company's
Segments - Summary of Company's Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | $ 852,338 | $ 699,177 |
Operating Segments [Member] | Franchise [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 204,137 | 206,997 |
Operating Segments [Member] | Corporate-owned Stores [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 157,509 | 151,620 |
Operating Segments [Member] | Equipment [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 210,997 | 208,168 |
Unallocated [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | $ 279,695 | $ 132,392 |
Segments - Summary of Company54
Segments - Summary of Company's Goodwill by Reportable Segment (Detail) - USD ($) $ in Thousands | Sep. 30, 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 | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Franchisor Disclosure [Line Items] | |||||
Stores operated at beginning of period | 1,206 | 1,014 | 1,124 | 918 | |
New stores opened | 37 | 26 | 121 | 125 | |
Stores debranded or consolidated | [1] | (1) | (3) | (3) | |
Stores operated at end of period | 1,242 | 1,040 | 1,242 | 1,040 | |
Franchisee-Owned Stores [Member] | |||||
Franchisor Disclosure [Line Items] | |||||
Stores operated at beginning of period | 1,148 | 956 | 1,066 | 863 | |
New stores opened | 37 | 26 | 121 | 122 | |
Stores debranded or consolidated | [1] | (1) | (3) | (3) | |
Stores operated at end of period | 1,184 | 982 | 1,184 | 982 | |
Corporate-Owned Stores [Member] | |||||
Franchisor Disclosure [Line Items] | |||||
Stores operated at beginning of period | 58 | 58 | 58 | 55 | |
New stores opened | 3 | ||||
Stores operated at end of period | 58 | 58 | 58 | 58 | |
[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. |