Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | May 01, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-37534 | |
Entity Registrant Name | PLANET FITNESS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 38-3942097 | |
Entity Address, Address Line One | 4 Liberty Lane West | |
Entity Address, City or Town | Hampton | |
Entity Address, State or Province | NH | |
Entity Address, Postal Zip Code | 03842 | |
City Area Code | 603 | |
Local Phone Number | 750-0001 | |
Title of 12(b) Security | Class A common stock, $0.0001 Par Value | |
Trading Symbol | PLNT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001637207 | |
Current Fiscal Year End Date | --12-31 | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 84,925,763 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 6,145,722 |
Condensed consolidated balance
Condensed consolidated balance sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 471,176 | $ 545,909 |
Restricted cash | 65,492 | 58,032 |
Accounts receivable, net of allowance for bad debts of $0 and $0 as of March 31, 2022 and December 31, 2021, respectively | 12,886 | 27,257 |
Inventory | 1,745 | 1,155 |
Restricted assets – national advertising fund | 22,569 | 0 |
Prepaid expenses | 18,476 | 12,869 |
Other receivables | 19,622 | 13,519 |
Income tax receivables | 3,669 | 3,673 |
Total current assets | 615,635 | 662,414 |
Property and equipment, net of accumulated depreciation of $169,432 and $152,296 as of March 31, 2022 and December 31, 2021, respectively | 332,935 | 173,687 |
Investments, net of allowance for expected credit losses of $15,352 and $17,462 as of March 31, 2022 and December 31, 2021, respectively | 21,083 | 18,760 |
Right-of-use assets, net | 353,536 | 190,330 |
Intangible assets, net | 475,419 | 200,937 |
Goodwill | 696,299 | 228,569 |
Deferred income taxes | 493,834 | 539,264 |
Other assets, net | 3,661 | 2,022 |
Total assets | 2,992,402 | 2,015,983 |
Current liabilities: | ||
Current maturities of long-term debt | 20,750 | 17,500 |
Borrowings under Variable Funding Notes | 75,000 | 0 |
Accounts payable | 24,147 | 27,892 |
Accrued expenses | 63,784 | 51,714 |
Equipment deposits | 12,966 | 6,036 |
Deferred revenue, current | 64,178 | 28,351 |
Payable pursuant to tax benefit arrangements, current | 20,302 | 20,302 |
Other current liabilities | 44,876 | 24,815 |
Total current liabilities | 326,003 | 176,610 |
Long-term debt, net of current maturities | 1,989,533 | 1,665,273 |
Borrowings under Variable Funding Notes | 0 | 75,000 |
Lease liabilities, net of current portion | 346,695 | 197,682 |
Deferred revenue, net of current portion | 32,607 | 33,428 |
Deferred tax liabilities | 910 | 0 |
Payable pursuant to tax benefit arrangements, net of current portion | 504,016 | 507,805 |
Other liabilities | 3,576 | 3,030 |
Total noncurrent liabilities | 2,877,337 | 2,482,218 |
Commitments and contingencies (Note 13) | ||
Stockholders’ equity (deficit): | ||
Accumulated other comprehensive income | 97 | 12 |
Additional paid in capital | 479,535 | 63,428 |
Accumulated deficit | (692,340) | (708,804) |
Total stockholders’ deficit attributable to Planet Fitness Inc. | (212,699) | (645,355) |
Non-controlling interests | 1,761 | 2,510 |
Total stockholders’ deficit | (210,938) | (642,845) |
Total liabilities and stockholders’ deficit | 2,992,402 | 2,015,983 |
Class A Common Stock | ||
Stockholders’ equity (deficit): | ||
Common stock | 8 | 8 |
Class B Common Stock | ||
Stockholders’ equity (deficit): | ||
Common stock | $ 1 | $ 1 |
Condensed consolidated balanc_2
Condensed consolidated balance sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Accounts receivable, allowance for bad debts | $ 0 | $ 0 |
Accumulated depreciation | 169,432 | 152,296 |
Allowance for expected credit loss | $ 15,352 | $ 17,462 |
Class A Common Stock | ||
Stockholders’ equity (deficit): | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 84,907,000 | 83,804,000 |
Common stock, shares outstanding (in shares) | 84,907,000 | 83,804,000 |
Class B Common Stock | ||
Stockholders’ equity (deficit): | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 6,146,000 | 3,056,000 |
Common stock, shares outstanding (in shares) | 6,146,000 | 3,056,000 |
Condensed consolidated statemen
Condensed consolidated statements of operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue: | ||
Revenue | $ 186,676 | $ 111,877 |
Operating costs and expenses: | ||
Cost of revenue | 22,361 | 7,985 |
Store operations | 47,535 | 25,907 |
Selling, general and administrative | 30,826 | 22,490 |
National advertising fund expense | 14,547 | 12,753 |
Depreciation and amortization | 25,683 | 15,474 |
Other (gains) losses, net | (2,933) | (2,138) |
Total operating costs and expenses | 138,019 | 82,471 |
Income from operations | 48,657 | 29,406 |
Other expense, net: | ||
Interest income | 209 | 217 |
Interest expense | (22,631) | (20,244) |
Other income | 4,090 | 165 |
Total other expense, net | (18,332) | (19,862) |
Income before income taxes | 30,325 | 9,544 |
Equity earnings (losses) of unconsolidated entities, net of tax | (238) | 0 |
Provision for income taxes | 11,711 | 3,354 |
Net income | 18,376 | 6,190 |
Less net income attributable to non-controlling interests | 1,912 | 609 |
Net income attributable to Planet Fitness, Inc. | $ 16,464 | $ 5,581 |
Class A Common Stock | ||
Net income per share of Class A common stock: | ||
Basic (in usd per share) | $ 0.20 | $ 0.07 |
Diluted (in usd per share) | $ 0.19 | $ 0.07 |
Weighted-average shares of Class A common stock outstanding: | ||
Basic (in shares) | 84,166,027 | 83,084,096 |
Diluted (in shares) | 84,635,183 | 83,707,214 |
Franchise | ||
Revenue: | ||
Revenue | $ 65,614 | $ 52,180 |
Commission income | ||
Revenue: | ||
Revenue | 503 | 272 |
National advertising fund revenue | ||
Revenue: | ||
Revenue | 13,967 | 11,609 |
Corporate-owned stores | ||
Revenue: | ||
Revenue | 76,157 | 37,877 |
Equipment | ||
Revenue: | ||
Revenue | $ 30,435 | $ 9,939 |
Condensed consolidated statem_2
Condensed consolidated statements of comprehensive income (loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income including non-controlling interests | $ 18,376 | $ 6,190 |
Other comprehensive income, net: | ||
Foreign currency translation adjustments | 85 | 11 |
Total other comprehensive income, net | 85 | 11 |
Total comprehensive income including non-controlling interests | 18,461 | 6,201 |
Less: total comprehensive income attributable to non-controlling interests | 1,912 | 609 |
Total comprehensive income attributable to Planet Fitness, Inc. | $ 16,549 | $ 5,592 |
Condensed consolidated statem_3
Condensed consolidated statements of cash flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net income | $ 18,376 | $ 6,190 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 25,683 | 15,474 |
Amortization of deferred financing costs | 1,369 | 1,571 |
Amortization of asset retirement obligations | 17 | (21) |
Dividends accrued on investment | (451) | 0 |
Deferred tax expense | 10,940 | 2,737 |
Loss on extinguishment of debt | 1,583 | 0 |
Equity loss of unconsolidated entities, net of tax | 238 | 0 |
Gain on adjustment in allowance for expected credit losses | (2,110) | 0 |
Gain on re-measurement of tax benefit arrangement | (3,788) | (348) |
Loss on reacquired franchise rights | 1,160 | 0 |
Equity-based compensation | 2,850 | 1,439 |
Other | (53) | 11 |
Changes in operating assets and liabilities, excluding effects of acquisitions: | ||
Accounts receivable | 14,415 | 9,428 |
Inventory | (589) | 6 |
Other assets and other current assets | (5,522) | 3,708 |
Restricted assets - national advertising fund | (22,569) | (13,721) |
Accounts payable and accrued expenses | (7,284) | (7,677) |
Other liabilities and other current liabilities | 1,035 | (3,876) |
Income taxes | 625 | 295 |
Equipment deposits | 6,869 | (621) |
Deferred revenue | 15,306 | 8,802 |
Leases and deferred rent | (90) | 126 |
Net cash provided by operating activities | 58,010 | 23,523 |
Cash flows from investing activities: | ||
Additions to property and equipment | (23,872) | (6,359) |
Acquisition of franchises, net of cash acquired | (425,834) | 0 |
Investments | 0 | (25,000) |
Net cash used in investing activities | (449,706) | (31,359) |
Cash flows from financing activities: | ||
Principal payments on capital lease obligations | (52) | (53) |
Proceeds from issuance of long-term debt | 900,000 | 0 |
Proceeds from issuance of Variable Funding Notes | 75,000 | 0 |
Repayment of long-term debt | (634,250) | (4,375) |
Payment of deferred financing and other debt-related costs | (16,191) | 0 |
Proceeds from issuance of Class A common stock | 525 | 344 |
Distributions to Continuing LLC Members | (815) | 0 |
Net cash provided by (used in) financing activities | 324,217 | (4,084) |
Effects of exchange rate changes on cash and cash equivalents | 206 | 53 |
Net decrease in cash, cash equivalents and restricted cash | (67,273) | (11,867) |
Cash, cash equivalents and restricted cash, beginning of period | 603,941 | 515,800 |
Cash, cash equivalents and restricted cash, end of period | 536,668 | 503,933 |
Supplemental cash flow information: | ||
Net cash paid for income taxes | 130 | 322 |
Cash paid for interest | 16,874 | 18,794 |
Non-cash investing activities: | ||
Non-cash additions to property and equipment | 4,470 | 7,419 |
Fair value of common stock issued as consideration for acquisition | $ 393,730 | $ 0 |
Condensed consolidated statem_4
Condensed consolidated statement of changes in equity (deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Accumulated other comprehensive income | Additional paid- in capital | Accumulated deficit | Non-controlling interests | Class A common stock | Class A common stockCommon stock | Class B common stock | Class B common stockCommon stock |
Beginning balance (in shares) at Dec. 31, 2020 | 82,821 | 3,722 | |||||||
Beginning balance at Dec. 31, 2020 | $ (705,673) | $ 27 | $ 45,673 | $ (751,578) | $ 196 | $ 8 | $ 1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 6,190 | 5,581 | 609 | ||||||
Equity-based compensation expense | 1,439 | 1,439 | |||||||
Exchanges of Class B common stock (in shares) | 359 | (359) | |||||||
Exchanges of Class B common stock | 0 | (415) | 415 | ||||||
Exercise of stock options, vesting of restricted share units and ESPP share purchase (in shares) | 22 | ||||||||
Exercise of stock options, vesting of restricted share units and ESPP share purchase | 414 | 414 | |||||||
Tax benefit arrangement liability and deferred taxes arising from exchanges of Class B common stock | 1,164 | 1,164 | |||||||
Non-cash adjustments to VIEs | (223) | (223) | |||||||
Other comprehensive income | 11 | 11 | |||||||
Ending balance (in shares) at Mar. 31, 2021 | 83,202 | 3,363 | |||||||
Ending balance at Mar. 31, 2021 | (696,678) | 38 | 48,275 | (745,997) | 997 | $ 8 | $ 1 | ||
Beginning balance (in shares) at Dec. 31, 2021 | 83,804 | 83,804 | 3,056 | 3,056 | |||||
Beginning balance at Dec. 31, 2021 | (642,845) | 12 | 63,428 | (708,804) | 2,510 | $ 8 | $ 1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 18,376 | 16,464 | 1,912 | ||||||
Equity-based compensation expense | 2,850 | 2,850 | |||||||
Exchanges of Class B common stock (in shares) | 548 | (548) | |||||||
Exchanges of Class B common stock | 0 | (197) | 197 | ||||||
Exercise of stock options, vesting of restricted share units and ESPP share purchase (in shares) | 38 | ||||||||
Exercise of stock options, vesting of restricted share units and ESPP share purchase | 374 | 374 | |||||||
Issuance of common stock for acquisition (in shares) | 517 | 3,638 | |||||||
Issuance of common stock for acquisition | 393,730 | 395,545 | (1,815) | ||||||
Tax benefit arrangement liability and deferred taxes arising from exchanges of Class B common stock | 17,535 | 17,535 | |||||||
Non-cash adjustments to VIEs | (228) | (228) | |||||||
Distributions paid to members of Pla-Fit Holdings | (815) | (815) | |||||||
Other comprehensive income | 85 | 85 | |||||||
Ending balance (in shares) at Mar. 31, 2022 | 84,907 | 84,907 | 6,146 | 6,146 | |||||
Ending balance at Mar. 31, 2022 | $ (210,938) | $ 97 | $ 479,535 | $ (692,340) | $ 1,761 | $ 8 | $ 1 |
Business Organization
Business Organization | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Organization | Business Organization Planet Fitness, Inc. (the “Company”), through its subsidiaries, is a franchisor and operator of fitness centers, with more than 16.2 million members and 2,291 owned and franchised locations (referred to as stores) in 50 states, the District of Columbia, Puerto Rico, Canada, Panama, Mexico and Australia as of March 31, 2022. In March 2020, the Company proactively closed all of its stores system wide in response to COVID-19 in order to promote the health and safety of its members, team members and their communities. As of March 31, 2022, there were no store closures related to COVID-19. 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 through its subsidiaries. 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. 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 (“Holdings Units”) not owned by the Company. Unless otherwise specified, “the Company” refers to both Planet Fitness, Inc. and Pla-Fit Holdings throughout the remainder of these notes. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) Basis of presentation and consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented have been reflected. All significant intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements as of and for the three months ended March 31, 2022 and 2021 are unaudited. The condensed consolidated balance sheet as of December 31, 2021 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, 2021 (the “Annual Report”) filed with the SEC on March 1, 2021. The Company’s significant interim accounting policies include the proportional recognition of national advertising fund expenses within interim periods. Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year. (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 equity-based compensation awards, valuation of long-lived and intangible assets acquired in a business combination, 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, the liability for the Company’s tax benefit arrangements, and the value of the lease liability and related right-of-use asset recorded in accordance with ASC 842 (see Note 7). (c) Fair Value ASC 820, Fair Value Measurements and Disclosures , establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: 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 carrying value and estimated fair value of certain assets and liabilities as of March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Carrying value Estimated fair value (1) Carrying value Estimated fair value (1) Liabilities Long-term debt (1) $ 2,040,750 $ 1,943,457 $ 1,700,000 $ 1,725,021 Variable Funding Notes (1) $ 75,000 $ 75,000 $ 75,000 $ 75,000 (1) The Company’s Variable Funding Notes are a variable rate loan and the fair value of this loan approximates book value based on the borrowing rates currently available for variable rate loans obtained from third party lending institutions. The estimated fair value of our fixed rate long-term debt is estimated primarily based on current bid prices for our long-term debt. Judgment is required to develop these estimates. As such, the fair value of our long-term debt is classified within Level 2, as defined under U.S. GAAP. (d) Recent accounting pronouncements The FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, in October, 2021. The guidance improves the accounting for acquired revenue contracts with customers in a business combination by requiring contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC Topic 606, Revenue from Contracts with Customers, as if the acquirer had originated the contracts. This guidance will be effective for fiscal years beginning after December 15, 2022, including interim periods within that year, with early adoption permitted. The Company early adopted this guidance as of January 1, 2022, for all acquisitions subsequent to the adoption date. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Investments - Debt securities As of March 31, 2022, the Company’s debt security investments consist of redeemable preferred shares that are accounted for as held-to-maturity debt securities. The Company’s investments are measured at amortized cost within Investments in the condensed consolidated balance sheets. The Company reviews its held-to-maturity securities for expected credit losses under ASC Topic 326, Credit Impairment , on an ongoing basis. During the three months ended March 31, 2022, the Company’s review of the investee’s operations and financial position indicated that an adjustment to its allowance for expected credit losses was necessary. The Company utilized a probability-of-default (“PD”) and loss-given-default (“LGD”) methodology to calculate the allowance for expected credit losses. The Company derived its estimate using historical lifetime loss information for assets with similar risk characteristics, adjusted for management’s expectations. Adjustments for management’s expectations were based on the investees recent financial results, current financial position, and forward-looking financial forecasts. Based upon its analysis, the Company recorded a gain on the adjustment of its allowance for credit losses of $2,110 within other (gains) losses, net on the consolidated statements of operations. The amortized cost, including accrued dividends, of the Company’s held-to-maturity debt security investments was $26,852 and $26,401 and the allowance for expected credit losses was $15,352 and $17,462, as of March 31, 2022 and December 31, 2021, respectively. During the three months ended March 31, 2022, the Company recognized dividend income of $451 within other income on the consolidated statements of operations. As of March 31, 2022, all of the Company’s held-to-maturity investments had a contractual maturity in 2026. A roll forward of the Company’s allowance for expected credit losses on held-to-maturity investments is as follows: Three months ended March 31, 2022 Beginning allowance for expected credit losses $ 17,462 Gain on adjustment in allowance for expected credit losses (2,110) Write-offs, net of recoveries — Ending allowance for expected credit losses $ 15,352 Equity method investments On April 9, 2021, the Company acquired a 21% ownership in Planet Fitness Australia Holdings, the Company’s franchisee and store operator in Australia, which is deemed to be a related party, for $10,000, which is accounted for under the equity method. For the three months ended March 31, 2022, the Company’s proportionate share of the earnings in accordance with the equity method was a loss of $238, recorded within equity earnings of unconsolidated entities on the condensed consolidated statement of operations. The adjusted carrying value of the equity method investment was $9,582 and $9,820 as of March 31, 2022 and December 31, 2021, respectively. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisition Sunshine Fitness Acquisition On February 10, 2022, the Company and Pla-Fit Holdings (together with the Company, the “Buyers”), acquired 100% of the equity interests (“Sunshine Acquisition”) of Sunshine Fitness Growth Holdings, LLC, a Delaware limited liability company and Planet Fitness franchisee (“Sunshine Fitness”). The Company acquired 114 stores in Alabama, Florida, Georgia, North Carolina, and South Carolina from Sunshine Fitness. The preliminary purchase price of the acquisition was approximately $825,670 consisting of approximately $431,939 in cash consideration and approximately $393,730 of equity consideration, including 517,348 shares of Class A Common Stock, par value $0.0001, of the Company and 3,637,678 membership units of Pla-Fit Holdings, LLC, together with shares of Class B Common Stock, par value $0.0001, of the Company, valued based on the closing trading price of the Company’s Class A common stock on the acquisition date. As a result of the transaction, the Company incurred a loss on unfavorable reacquired franchise rights of $1,160, which has been reflected in other (gains) losses, net in the condensed consolidated statement of operations. The loss reduced the net purchase price to $824,509. In connection with the acquisition, the Company recorded a gain of $2,059 related to the settlement of preexisting contracts with Sunshine Fitness within other (gains) losses, net on the condensed consolidated statement of operations. The acquired stores are included in the corporate-owned stores segment. The preliminary allocation of the estimated purchase consideration was allocated as follows: Amount Cash and cash equivalents $ 6,105 Other current assets 4,930 Property and equipment 152,548 Right of use assets 165,847 Other long term assets 1,613 Intangible assets 283,000 Goodwill 467,730 Deferred income taxes, net (52,942) Deferred revenue (19,638) Other current liabilities (15,134) Lease liabilities (168,783) Other long term liabilities (767) $ 824,509 The fair values assigned to tangible and intangible assets acquired and liabilities assumed are preliminary based on management’s estimates and assumptions, which include Level 3 unobservable inputs, and are determined using generally accepted valuation techniques. These estimates may be subject to change as additional information is received and certain tax matters are finalized. The excess of purchase consideration over the fair value of other assets acquired and liabilities assumed was recorded as goodwill. The resulting goodwill is primarily attributable to increased expansion for market opportunities, the expansion of store membership and synergies from the integration of the stores into the broader corporate-owned store portfolio. Approximately $163,000 of the preliminary goodwill recorded is expected to be amortizable and deductible for tax purposes, the majority of which is deductible over 15 years. The following table sets for the components of identifiable intangible assets acquired in the Sunshine Acquisition and their preliminary estimated useful lives as of the date of the acquisition: Fair value Useful life Reacquired franchise rights (1) 256,340 11.9 Customer relationships (2) 25,220 8.0 Reacquired area development rights (3) 1,440 5.0 Total intangible assets subject to amortization 283,000 (1) Reacquired franchise rights represent the fair value of the reacquired franchise agreements using the income approach, specifically, the multi-period excess earnings method. (2) Customer relationships represent the fair value of the existing contractual customer relationships using the income approach, specifically, the multi-period excess earnings method. (3) Reacquired area development rights represent the fair value of the undeveloped area development agreement rights using the cost approach. The fair value of the identified intangible assets subject to amortization will be amortized over the assets’ preliminary estimated useful lives based on the pattern in which the economic benefits are expected to be received. The primary areas that remain preliminary relate to the fair values of certain tangible and intangible assets acquired, income and non-income-based taxes and residual goodwill. The Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. Revenues and income before taxes of Sunshine Fitness included in the Company’s consolidated statement of operations from the acquisition date of February 10, 2022 to March 31, 2022 are as follows: Total revenues $ 28,696 Income before taxes $ 7,329 The following pro forma financial information summarizes the combined results of operations for the Company and Sunshine Fitness, as though the companies were combined as of the beginning of 2021. The pro forma financial information was as follows: For the three months ended March 31, 2022 2021 Total revenues $ 207,126 $ 148,661 Income before taxes $ 15,414 $ 9,638 Net income $ 7,163 $ 6,260 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible assets | Goodwill and Intangible Assets A summary of goodwill and intangible assets at March 31, 2022 and December 31, 2021 is as follows: March 31, 2022 Gross Accumulated Net carrying Customer relationships $ 199,253 $ (141,429) $ 57,824 Reacquired franchise rights 295,938 (24,943) 270,995 495,191 (166,372) 328,819 Indefinite-lived intangible: Trade and brand names 146,600 — 146,600 Total intangible assets $ 641,791 $ (166,372) $ 475,419 Goodwill $ 696,299 $ — $ 696,299 December 31, 2021 Gross Accumulated Net carrying Customer relationships $ 174,033 $ (137,699) $ 36,334 Reacquired franchise rights 38,158 (20,155) 18,003 212,191 (157,854) 54,337 Indefinite-lived intangible: Trade and brand names 146,600 — 146,600 Total intangible assets $ 358,791 $ (157,854) $ 200,937 Goodwill $ 228,569 $ — $ 228,569 A roll forward of goodwill between December 31, 2021 and March 31, 2022 is as follows: Franchise Corporate-owned stores Equipment Total As of December 31, 2021 $ 16,938 $ 118,965 $ 92,666 $ 228,569 Acquisition of franchisee-owned stores — 467,730 — 467,730 As of March 31, 2022 $ 16,938 $ 586,695 $ 92,666 $ 696,299 The Company determined that no impairment charges were required during any periods presented. Amortization expense related to the intangible assets totaled $8,528 and $4,159 for the three months ended March 31, 2022 and 2021, respectively . The anticipated annual amortization expense related to intangible assets to be recognized in future years as of March 31, 2022 is as follows: Amount Remainder of 2022 $ 31,992 2023 50,924 2024 49,791 2025 38,484 2026 33,660 Thereafter 123,968 Total $ 328,819 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt as of March 31, 2022 and December 31, 2021 consists of the following: March 31, 2022 December 31, 2021 2018-1 Class A-2-I notes $ — $ 556,312 2018-1 Class A-2-II notes 603,125 604,688 2019-1 Class A-2 notes 537,625 539,000 2022-1 Class A-2-I notes 425,000 — 2022-1 Class A-2-II notes 475,000 — Borrowings under Variable Funding Notes 75,000 75,000 Total debt, excluding deferred financing costs 2,115,750 1,775,000 Deferred financing costs, net of accumulated amortization (30,467) (17,227) Total debt 2,085,283 1,757,773 Current portion of long-term debt 20,750 17,500 Current portion of borrowings under Variable Funding Notes 75,000 — Long-term debt and borrowings under Variable Funding Notes, net of current portion $ 1,989,533 $ 1,740,273 Future annual principal payments of long-term debt as of March 31, 2022 are as follows: Amount Remainder of 2022 $ 15,563 2023 20,750 2024 20,750 2025 600,438 2026 494,312 Thereafter 963,937 Total $ 2,115,750 On August 1, 2018, Planet Fitness Master Issuer LLC (the “Master Issuer”), a limited-purpose, bankruptcy remote, wholly-owned indirect subsidiary of Pla-Fit Holdings, LLC, entered into a base indenture and a related supplemental indenture (collectively, the “2018 Indenture”) under which the Master Issuer may issue multiple series of notes. On the same date, the Master Issuer issued Series 2018-1 4.262% Fixed Rate Senior Secured Notes, Class A-2-I (the “2018 Class A-2-I Notes”) with an initial principal amount of $575,000 and Series 2018-1 4.666% Fixed Rate Senior Secured Notes, Class A-2-II (the “2018 Class A-2-II Notes” and, together with the 2018 Class A-2-I Notes, the “2018 Notes”) with an initial principal amount of $625,000. In connection with the issuance of the 2018 Notes, the Master Issuer also entered into a revolving financing facility that allows for the incurrence of up to $75,000 in revolving loans and/or letters of credit under the Master Issuer’s Series 2018-1 Variable Funding Senior Notes, Class A-1 (the “2018 Variable Funding Notes”). The Company fully drew down on the Variable Funding Notes on March 20, 2020. On December 3, 2019 the Master Issuer issued Series 2019-1 3.858% Fixed Rate Senior Secured Notes, Class A-2 (the “2019 Notes”) with an initial principal amount of $550,000. The 2019 Notes were issued under the 2018 Indenture and a related supplemental indenture dated December 3, 2019 (together, the “2019 Indenture”). On February 10, 2022, the Company completed a prepayment in full of its 2018-1 Class A-2-I Notes and an issuance of Series 2022-1 3.251% Fixed Rate Senior Secured Notes, Class A-2-I with an initial principal amount of $425,000 and Series 2022-1 4.008% Fixed Rate Senior Secured Notes, Class A-2-II with an initial principal amount of $475,000 (the “2022 Notes” and, together with the 2018 Notes and 2019 Notes, the “Notes”), and also entered into a new revolving financing facility that allows for the issuance of up to $75,000 in Variable Funding Notes (“2022 Variable Funding Notes”) and certain letters of credit (the issuance of such notes, the “Series 2022-I Issuance”). The 2022 Notes were issued under the 2018 Indenture and a related supplemental indenture dated February 10, 2022 (together, with the 2019 Indenture, the “Indenture”). Together, the Notes, 2018 Variable Funding Notes and 2022 Variable Funding Notes will be referred to as the “Securitized Senior Notes”. On February 10, 2022, the Company borrowed the full amount of the $75,000 2022 Variable Funding Notes and used such proceeds to repay the outstanding principal amount (together with all accrued and unpaid interest thereon) of the 2018 Variable Funding Notes in full. The Notes were issued in securitization transactions pursuant to which most of the Company’s domestic revenue-generating assets, consisting principally of franchise-related agreements, certain corporate-owned store assets, equipment supply agreements and intellectual property and license agreements for the use of intellectual property, were assigned to the Master Issuer and certain other limited-purpose, bankruptcy remote, wholly-owned indirect subsidiaries of the Company that act as guarantors of the Securitized Senior Notes and that have pledged substantially all of their assets to secure the Securitized Senior Notes. Interest and principal payments on the Notes are payable on a quarterly basis. The requirement to make such quarterly principal payments on the Notes is subject to certain financial conditions set forth in the Indenture. The legal final maturity date of the 2018 Class A-2-II Notes is in September 2048, but it is anticipated that, unless earlier prepaid to the extent permitted under the Indenture, the 2018 Class A-2-II Notes will be repaid in or prior to September 2025. The legal final maturity date of the 2019 Notes is in December 2049, but it is anticipated that, unless earlier prepaid to the extent permitted under the Indenture, the 2019 Notes will be repaid in or prior to December 2029. The legal final maturity date of the 2022 Notes is in February 2052, but it is anticipated that, unless earlier prepaid to the extent permitted under the Indenture, the 2022 Class A-2-I Notes will be repaid in or prior to December 2026 and the 2022 Class A-2-II Notes will be repaid in or prior to December 2031 (together, the “Anticipated Repayment Dates”). If the Master Issuer has not repaid or refinanced the Notes prior to the respective Anticipated Repayment Dates, additional interest will accrue pursuant to the Indenture. As noted above, the Company borrowed the full $75,000 in 2022 Variable Funding Notes on February 10, 2022. The 2022 Variable Funding Notes accrue interest at a variable interest rate based on (i) the prime rate, (ii) overnight federal funds rates, (iii) the secured overnight financing rate (or “SOFR”) for U.S. Dollars, or (iv) with respect to advances made by conduit investors, the weighted average cost of, or related to, the issuance of commercial paper allocated to fund or maintain such advances, in each case plus any applicable margin and as specified in the 2022 Variable Funding Notes. As of March 31, 2022, the applicable borrowing rate is 2.45%. There is a commitment fee on the unused portion of the 2022 Variable Funding Notes of 0.5% based on utilization. It is anticipated that the principal and interest on the 2022 Variable Funding Notes will be repaid in full in or prior to December 2026, subject to two additional one-year extension options. Following the anticipated repayment date (and any extensions thereof) additional interest will accrue on the 2022 Variable Funding Notes equal to 5.0% per year. In connection with the issuance of the 2018 Notes, 2019 Notes, and 2022 Notes the Company incurred debt issuance costs of $27,133, $10,577, and $16,191 respectively. The debt issuance costs are being amortized to “Interest expense” through the Anticipated Repayment Dates of the Notes utilizing the effective interest rate method. As a result of the repayment of the 2018 Class A-2-I Notes prior to the Anticipated Repayment Date, the Company recorded a loss on early extinguishment of debt of $1,583 within interest expense on the Consolidated statements of operations, consisting of the write-off of remaining unamortized deferred financing costs related to the issuance of the 2018 Class A-2-I Notes. The Securitized Senior Notes are subject to covenants and restrictions customary for transactions of this type, including (i) that the Master Issuer maintains specified reserve accounts to be used to make required payments in respect of the Securitized Senior Notes, (ii) provisions relating to optional and mandatory prepayments and the related payment of specified amounts, including specified make-whole payments in the case of the Notes under certain circumstances, (iii) certain indemnification payments in the event, among other things, the assets pledged as collateral for the Securitized Senior Notes are in stated ways defective or ineffective, (iv) a cap on non-securitized indebtedness of $50,000 (provided that the Company may incur non-securitized indebtedness in excess of such amount, subject to the leverage ratio cap described below, under certain conditions, including if the relevant lenders execute a non-disturbance agreement that acknowledges the bankruptcy-remote status of the Master Issuer and its subsidiaries and of their respective assets), (v) a leverage ratio cap incurrence test on the Company of 7.0x (calculated without regard for any indebtedness subject to the $50,000 cap) and (vi) covenants relating to recordkeeping, access to information and similar matters. Pursuant to a parent company support agreement, the Company has agreed to cause its subsidiary to perform each of its obligations (including any indemnity obligations) and duties under the Management Agreement and under the contribution agreements entered into in connection with the securitized financing facility, in each case as and when due. To the extent that such subsidiary has not performed any such obligation or duty within the prescribed time frame after such obligation or duty was required to be performed, the Company has agreed to either (i) perform such obligation or duty or (ii) cause such obligations or duties to be performed on the Company’s behalf. The Securitized Senior Notes are also subject to customary rapid amortization events provided for in the Indenture, including events tied to failure to maintain stated debt service coverage ratios, certain manager termination events, an event of default, and the failure to repay or refinance the Notes on the applicable scheduled Anticipated Repayment Dates. The Securitized Senior Notes are also subject to certain customary events of default, including events relating to non-payment of required interest, principal, or other amounts due on or with respect to the Securitized Senior Notes, failure to comply with covenants within certain time frames, certain bankruptcy events, breaches of specified representations and warranties, failure of security interests to be effective, and certain judgments. In accordance with the Indenture, certain cash accounts have been established with the Indenture trustee (the “Trustee”) for the benefit of the trustee and the noteholders, and are restricted in their use. The Company holds restricted cash which primarily represents cash collections held by the Trustee, interest, principal, and commitment fee reserves held by the Trustee related to the Securitized Senior Notes. As of March 31, 2022, the Company had restricted cash held by the Trustee of $49,484. Restricted cash has been combined with cash and cash equivalents when reconciling the beginning and end of period balances in the consolidated statements of cash flows. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases Leases Classification March 31, 2022 December 31, 2021 Assets Operating lease ROU assets Right of use asset, net $ 353,536 $ 190,330 Finance lease assets Property and equipment, net of accumulated depreciation 411 222 Total lease assets $ 353,947 $ 190,552 Liabilities Current: Operating Other current liabilities $ 42,151 $ 22,523 Noncurrent: Operating Lease liabilities, net of current portion 346,695 197,682 Financing Other liabilities 419 230 Total lease liabilities $ 389,265 $ 220,435 Weighted-average remaining lease term (years) - operating leases 8.5 8.7 Weighted-average discount rate - operating leases 4.5 % 5.0 % During the three months ended March 31, 2022 and 2021, the components of lease cost were as follows: Three months ended March 31, 2022 2021 Operating lease cost $ 11,595 $ 6,693 Variable lease cost 4,614 2,374 Total lease cost $ 16,209 $ 9,067 The Company’s costs related to short-term leases, those with a duration between one and twelve months, were immaterial. Supplemental disclosures of cash flow information related to leases were as follows: Three months ended March 31, 2022 2021 Cash paid for lease liabilities $ 10,536 $ 6,577 Operating lease ROU assets obtained in exchange for operating lease liabilities, excluding the Sunshine Acquisition 5,997 4,627 Preliminary Sunshine Acquisition operating lease ROU assets obtained in exchange for operating lease liabilities 165,847 — As of March 31, 2022, maturities of lease liabilities were as follows: Amount Remainder of 2022 $ 43,353 2023 59,507 2024 60,002 2025 58,872 2026 54,358 Thereafter 195,899 Total lease payments $ 471,991 Less: imputed interest 82,726 Present value of lease liabilities $ 389,265 As of March 31, 2022, operating lease payments exclude approximately $13,205 of legally binding minimum lease payments for leases signed but not yet commenced. |
Leases | Leases Leases Classification March 31, 2022 December 31, 2021 Assets Operating lease ROU assets Right of use asset, net $ 353,536 $ 190,330 Finance lease assets Property and equipment, net of accumulated depreciation 411 222 Total lease assets $ 353,947 $ 190,552 Liabilities Current: Operating Other current liabilities $ 42,151 $ 22,523 Noncurrent: Operating Lease liabilities, net of current portion 346,695 197,682 Financing Other liabilities 419 230 Total lease liabilities $ 389,265 $ 220,435 Weighted-average remaining lease term (years) - operating leases 8.5 8.7 Weighted-average discount rate - operating leases 4.5 % 5.0 % During the three months ended March 31, 2022 and 2021, the components of lease cost were as follows: Three months ended March 31, 2022 2021 Operating lease cost $ 11,595 $ 6,693 Variable lease cost 4,614 2,374 Total lease cost $ 16,209 $ 9,067 The Company’s costs related to short-term leases, those with a duration between one and twelve months, were immaterial. Supplemental disclosures of cash flow information related to leases were as follows: Three months ended March 31, 2022 2021 Cash paid for lease liabilities $ 10,536 $ 6,577 Operating lease ROU assets obtained in exchange for operating lease liabilities, excluding the Sunshine Acquisition 5,997 4,627 Preliminary Sunshine Acquisition operating lease ROU assets obtained in exchange for operating lease liabilities 165,847 — As of March 31, 2022, maturities of lease liabilities were as follows: Amount Remainder of 2022 $ 43,353 2023 59,507 2024 60,002 2025 58,872 2026 54,358 Thereafter 195,899 Total lease payments $ 471,991 Less: imputed interest 82,726 Present value of lease liabilities $ 389,265 As of March 31, 2022, operating lease payments exclude approximately $13,205 of legally binding minimum lease payments for leases signed but not yet commenced. |
Revenue recognition
Revenue recognition | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognition | Revenue recognition Contract Liabilities Contract liabilities consist primarily of deferred revenue resulting from initial and renewal franchise fees and area development agreement (“ADA”) fees paid by franchisees, as well as transfer fees, which are generally recognized on a straight-line basis over the term of the underlying franchise agreement, and national advertising fund (“NAF”) revenue billed in advance of satisfaction of the Company’s performance obligation. Also included are corporate-owned store enrollment fees, annual fees and monthly fees as well as deferred equipment rebates relating to our equipment business. We classify these contract liabilities as deferred revenue in our condensed consolidated balance sheets. The following table reflects the change in contract liabilities between December 31, 2021 and March 31, 2022: Contract liabilities Balance at December 31, 2021 $ 61,779 Revenue recognized that was included in the contract liability at the beginning of the year (14,535) Other gain on settlement of preexisting contracts in connection with the Sunshine Acquisition (2,059) Deferred revenue acquired in the Sunshine Acquisition 19,638 Increase, excluding amounts recognized or acquired in the Sunshine Acquisition during the period 31,962 Balance at March 31, 2022 $ 96,785 The following table illustrates estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2022. The Company has elected to exclude short-term contracts, sales and usage-based royalties and any other variable consideration recognized on an “as invoiced” basis. Contract liabilities to be recognized in: Amount Remainder of 2022 $ 60,610 2023 8,010 2024 3,789 2025 3,395 2026 2,995 Thereafter 17,986 Total $ 96,785 Equipment deposits received in advance of delivery as of March 31, 2022 and December 31, 2021 were $12,966 and $6,036, respectively, and are expected to be recognized as revenue in the next twelve months. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Activity with entities considered to be related parties is summarized below: For the three months ended 2022 2021 Franchise revenue $ 264 $ 761 Equipment revenue 11 — Total revenue from related parties $ 275 $ 761 Additionally, the Company had deferred franchise agreement and area development agreement revenue from related parties of $153 and $164 as of March 31, 2022 and December 31, 2021, respectively. The Company had payables to related parties pursuant to tax benefit arrangements of $83,989 and $84,595, as of March 31, 2022 and December 31, 2021, respectively (see Note 12). The Company provides administrative services to the NAF and typically charges NAF a fee for providing these services. The services provided include accounting services, information technology, data processing, product development, legal and administrative support, and other operating expenses, which amounted to $684 and $499 for the three months ended March 31, 2022 and 2021, respectively. For the three months ended March 31, 2022 and 2021, the Company incurred approximately $106 and $0, respectively, for corporate travel to a third-party company which is affiliated with our Chief Executive Officer, which is included within selling, general and administrative expense on the consolidated statements of operations. In April 2021, the Company made an equity method investment in a franchisee. See Note 3. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Pursuant to the exchange agreement between the Company and the Continuing LLC Owners, 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. In connection with any exchange of Holdings Units for shares of Class A common stock by a Continuing LLC Owner, the number of Holdings Units held by the Company is correspondingly increased as it acquires the exchanged Holdings Units, and a corresponding number of shares of Class B common stock are canceled. During the three months ended March 31, 2022, in connection with the Sunshine Acquisition, the Company issued 517,348 shares of Class A Common Stock and 3,637,678 membership units of Pla-Fit Holdings, LLC, together with shares of Class B Common Stock. See Note 4. During the three months ended March 31, 2022, certain existing holders of Holdings Units exercised their exchange rights and exchanged 548,175 Holdings Units for 548,175 newly-issued shares of Class A common stock. Simultaneously, and in connection with these exchanges, 548,175 shares of Class B common stock were surrendered by the holders of Holdings Units that exercised their exchange rights and canceled. Additionally, in connection with these exchanges, Planet Fitness, Inc. received 548,175 Holdings Units, increasing its total ownership interest in Pla-Fit Holdings. As a result of the above transactions, as of March 31, 2022: • Holders of our Class A common stock owned 84,906,980 shares of our Class A common stock, representing 93.3% of the voting power in the Company and, through the Company, 84,906,980 Holdings Units representing 93.3% of the economic interest in Pla-Fit Holdings; and • the Continuing LLC Owners collectively owned 6,145,722 Holdings Units, representing 6.7% of the economic interest in Pla-Fit Holdings, and 6,145,722 shares of our Class B common stock, representing 6.7% of the voting power in the Company. Preferred stock The Company had 50,000,000 shares of preferred stock authorized and none issued or outstanding as of March 31, 2022 and December 31, 2021. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 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. 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: Three months ended 2022 2021 Numerator Net income $ 18,376 $ 6,190 Less: net income attributable to non-controlling interests 1,912 609 Net income attributable to Planet Fitness, Inc. $ 16,464 $ 5,581 Denominator Weighted-average shares of Class A common stock outstanding - basic 84,166,027 83,084,096 Effect of dilutive securities: Stock options 386,486 563,928 Restricted stock units 82,670 59,190 Weighted-average shares of Class A common stock outstanding - diluted 84,635,183 83,707,214 Earnings per share of Class A common stock - basic $ 0.20 $ 0.07 Earnings per share of Class A common stock - diluted $ 0.19 $ 0.07 Weighted average shares of Class B common stock of 5,016,837 and 3,471,842 for the three months ended March 31, 2022 and 2021, respectively, were evaluated under the if-converted method for potential dilutive effects and were determined to be anti-dilutive. Weighted average stock options outstanding of 198,203 and 44,258 for the three months ended March 31, 2022 and 2021, were evaluated under the treasury stock method for potential dilutive effects and were determined to be anti-dilutive. Weighted average restricted stock units outstanding of 43,969 and 0 for the three months ended March 31, 2022 and 2021, |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is the sole managing member of Pla-Fit Holdings, which is treated as a partnership for U.S. federal and certain state and local income taxes. 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, 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. The Company’s effective tax rate was 38.6% and 35.1% for the three months ended March 31, 2022 and 2021, respectively. The effective tax rate for the three months ended March 31, 2022 differed from the U.S. federal statutory rate of 21% primarily due to the remeasurement of deferred taxes as a result of a change in the deferred state rate, partially offset by income attributable to non-controlling interests. The Company was also subject to taxes in foreign jurisdictions. Net deferred tax assets of $492,924 and $539,264 as of March 31, 2022 and December 31, 2021, respectively, relate primarily to the tax effects of temporary differences in the book basis as compared to the tax basis of our investment in Pla-Fit Holdings as a result of the secondary offerings, other exchanges, recapitalization transactions and the IPO. As of March 31, 2022 and December 31, 2021, the total liability related to uncertain tax positions was $420. The Company recognizes accrued interest and penalties, if applicable, related to unrecognized tax benefits in income tax expense. Interest and penalties for the three months ended March 31, 2022 and 2021 were not material. Tax benefit arrangements The Company’s acquisition of Holdings Units in connection with the IPO and future and certain past exchanges of Holdings Units for shares of the Company’s Class A common stock (or cash at the option of the Company) are expected to produce and have produced favorable tax attributes. In connection with the IPO, the Company entered into two tax receivable agreements. Under the first of those agreements, the Company generally is required to pay to certain existing and previous equity owners of Pla-Fit Holdings (the “TRA Holders”) 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 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 TSG AIV II-A L.P and TSG PF Co-Investors A L.P. (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. As of March 31, 2022 and December 31, 2021, the Company had a liability of $524,318 and $528,107, respectively, related to its projected obligations under the tax benefit arrangements. During the three months ended March 31, 2022, the Company reduced its tax benefit arrangement liability and recognized a gain of $3,788 on the remeasurement of our tax benefit arrangements due to changes in our deferred state rate. Projected future payments under the tax benefit arrangements are as follows: Amount Remainder of 2022 $ 20,302 2023 34,406 2024 45,028 2025 54,967 2026 55,299 Thereafter 314,316 Total $ 524,318 During the three months ended March 31, 2022, 548,175 Holdings Units were exchanged 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. As a result of the change in Planet |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | 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. On September 3, 2020, the Company and other defendants, including an officer of the Company who is a related party, received a final amendment to the joint and several judgment against them in a civil action brought by a former employee. As of March 31, 2022, the Company has estimated its obligation related to this matter to be approximately $2,225, which is included in other current liabilities on the condensed consolidated balance sheet. In connection with 2012 acquisition of Pla-Fit Holdings on November 8, 2012, the sellers are obligated to indemnify the Company related to this specific matter. The Company has therefore recorded an offsetting indemnification receivable of $2,225 in other receivables on the Company’s condensed consolidated balance sheet, for which it has determined to record a full reserve as a result of potential uncertainty around collectability. Due to the joint and several nature of the judgment, the Company has determined that the amount of estimated obligation recorded constitutes a related party transaction. The Company has incurred, and may incur in the future, legal costs on behalf of the defendants in the case, which include a related party. These costs have not been and are not expected to be material in the future. Mexico Acquisition On March 19, 2020, a franchisee in Mexico exercised a put option that requires the Company to acquire their franchisee-owned stores in Mexico. The transaction has not closed as of March 31, 2022 as the parties are in dispute over the final terms of the transaction and related matters. The Company analyzed the contract and estimates that the purchase price will approximate fair value of the acquired assets. The Company is not currently aware of any other legal proceedings or claims that the Company believes will have, individually or in the aggregate, a material adverse effect on the Company’s financial position or result of operations. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segments | 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, Panama, Mexico and Australia, including revenues and expenses from the NAF. The Corporate-owned stores segment includes operations with respect to all corporate-owned stores throughout the United States and Canada. The Equipment segment primarily includes the sale of equipment to franchisee-owned stores. The accounting policies of the reportable segments are the same as those described in Note 2. The Company evaluates the performance of its segments and allocates resources to them based on revenue and earnings before interest, taxes, depreciation, and amortization, referred to as Segment EBITDA. Revenues for all operating segments include only transactions with unaffiliated customers and include no intersegment revenues. The tables below summarize the financial information for the Company’s reportable segments for the three months ended March 31, 2022 and 2021. 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 2022 2021 Revenue Franchise segment revenue - U.S. $ 78,434 $ 63,344 Franchise segment revenue - International 1,650 717 Franchise segment total 80,084 64,061 Corporate-owned stores - U.S. 75,401 37,800 Corporate-owned stores - International 756 77 Corporate-owned stores total 76,157 37,877 Equipment segment - U.S. 29,790 9,939 Equipment segment - International 645 — Equipment segment total 30,435 9,939 Total revenue $ 186,676 $ 111,877 Franchise segment revenue includes franchise revenue, NAF revenue, and commission income. Franchise revenue includes revenue generated from placement services of $2,339 and $779 for the three months ended March 31, 2022 and 2021, respectively. Three months ended 2022 2021 Segment EBITDA Franchise $ 60,106 $ 41,180 Corporate-owned stores 23,364 10,691 Equipment 8,653 1,830 Corporate and other (13,931) (8,656) Total Segment EBITDA $ 78,192 $ 45,045 The following table reconciles total Segment EBITDA to income before taxes: Three months ended 2022 2021 Total Segment EBITDA $ 78,192 $ 45,045 Less: Depreciation and amortization 25,683 15,474 Other income 4,090 165 Equity earnings (losses) of unconsolidated entities, net of tax (238) — Income from operations 48,657 29,406 Interest income 209 217 Interest expense (22,631) (20,244) Other income 4,090 165 Income before income taxes $ 30,325 $ 9,544 The following table summarizes the Company’s assets by reportable segment: March 31, 2022 December 31, 2021 Franchise $ 199,525 $ 172,822 Corporate-owned stores 1,617,591 516,714 Equipment 182,701 193,983 Unallocated 992,585 1,132,464 Total consolidated assets $ 2,992,402 $ 2,015,983 The table above includes $1,170 and $1,203 of long-lived assets located in the Company’s international corporate-owned stores as of March 31, 2022 and December 31, 2021, respectively. All other assets are located in the U.S. The following table summarizes the Company’s goodwill by reportable segment: March 31, 2022 December 31, 2021 Franchise $ 16,938 $ 16,938 Corporate-owned stores 586,695 118,965 Equipment 92,666 92,666 Consolidated goodwill $ 696,299 $ 228,569 |
Corporate-Owned and Franchisee-
Corporate-Owned and Franchisee-Owned Stores | 3 Months Ended |
Mar. 31, 2022 | |
Franchisors [Abstract] | |
Corporate-Owned and Franchisee-Owned Stores | Corporate-Owned and Franchisee-Owned Stores The following table shows changes in our corporate-owned and franchisee-owned stores for the three months ended March 31, 2022 and 2021: For the three months ended 2022 2021 Franchisee-owned stores: Stores operated at beginning of period 2,142 2,021 New stores opened 34 22 Stores debranded, sold or consolidated (1) (114) — Stores operated at end of period 2,062 2,043 Corporate-owned stores: Stores operated at beginning of period 112 103 New stores opened 3 — Stores acquired from franchisees 114 — Stores operated at end of period 229 103 Total stores: Stores operated at beginning of period 2,254 2,124 New stores opened 37 22 Stores acquired, debranded, sold or consolidated (1) — — Stores operated at end of period 2,291 2,146 (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. The Company retains the right to prevent debranded stores from continuing to operate as fitness centers. The term “consolidated” refers to the combination of a franchisee’s store with another store located in close proximity with our prior approval. This often coincides with an enlargement, re-equipment and/or refurbishment of the remaining store.) |
Subsequent events
Subsequent events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent events | Subsequent eventsOn May 9, 2022, the Company repaid in full its $75,000 of borrowings under the 2022 Variable Funding Notes using cash on hand. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of presentation and consolidation | Basis of presentation and consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented have been reflected. All significant intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements as of and for the three months ended March 31, 2022 and 2021 are unaudited. The condensed consolidated balance sheet as of December 31, 2021 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, 2021 (the “Annual Report”) filed with the SEC on March 1, 2021. The Company’s significant interim accounting policies include the proportional recognition of national advertising fund expenses within interim periods. Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year. |
Use of estimates | Use of estimatesThe 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 equity-based compensation awards, valuation of long-lived and intangible assets acquired in a business combination, 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, the liability for the Company’s tax benefit arrangements, and the value of the lease liability and related right-of-use asset recorded in accordance with ASC 842 (see Note 7). |
Fair Value | Fair Value ASC 820, Fair Value Measurements and Disclosures , establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: 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. |
Recent accounting pronouncements | Recent accounting pronouncements The FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, in October, 2021. The guidance improves the accounting for acquired revenue contracts with customers in a business combination by requiring contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC Topic 606, Revenue from Contracts with Customers, as if the acquirer had originated the contracts. This guidance will be effective for fiscal years beginning after December 15, 2022, including interim periods within that year, with early adoption permitted. The Company early adopted this guidance as of January 1, 2022, for all acquisitions subsequent to the adoption date. |
Investments | Investments - Debt securities As of March 31, 2022, the Company’s debt security investments consist of redeemable preferred shares that are accounted for as held-to-maturity debt securities. The Company’s investments are measured at amortized cost within Investments in the condensed consolidated balance sheets. The Company reviews its held-to-maturity securities for expected credit losses under ASC Topic 326, Credit Impairment , on an ongoing basis. During the three months ended March 31, 2022, the Company’s review of the investee’s operations and financial position indicated that an adjustment to its allowance for expected credit losses was necessary. The Company utilized a probability-of-default (“PD”) and loss-given-default (“LGD”) methodology to calculate the allowance for expected credit losses. The Company derived its estimate using historical lifetime loss information for assets with similar risk characteristics, adjusted for management’s expectations. Adjustments for management’s expectations were based on the investees recent financial results, current financial position, and forward-looking financial forecasts. Based upon its analysis, the Company recorded a gain on the adjustment of its allowance for credit losses of $2,110 within other (gains) losses, net on the consolidated statements of operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of the Carrying Value and Estimated Fair Value of Certain Assets and Liabilities | The carrying value and estimated fair value of certain assets and liabilities as of March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Carrying value Estimated fair value (1) Carrying value Estimated fair value (1) Liabilities Long-term debt (1) $ 2,040,750 $ 1,943,457 $ 1,700,000 $ 1,725,021 Variable Funding Notes (1) $ 75,000 $ 75,000 $ 75,000 $ 75,000 (1) The Company’s Variable Funding Notes are a variable rate loan and the fair value of this loan approximates book value based on the borrowing rates currently available for variable rate loans obtained from third party lending institutions. The estimated fair value of our fixed rate long-term debt is estimated primarily based on current bid prices for our long-term debt. Judgment is required to develop these estimates. As such, the fair value of our long-term debt is classified within Level 2, as defined under U.S. GAAP. |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Debt Securities, Held-to-maturity, Allowance for Credit Loss | A roll forward of the Company’s allowance for expected credit losses on held-to-maturity investments is as follows: Three months ended March 31, 2022 Beginning allowance for expected credit losses $ 17,462 Gain on adjustment in allowance for expected credit losses (2,110) Write-offs, net of recoveries — Ending allowance for expected credit losses $ 15,352 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Consideration Allocation | The preliminary allocation of the estimated purchase consideration was allocated as follows: Amount Cash and cash equivalents $ 6,105 Other current assets 4,930 Property and equipment 152,548 Right of use assets 165,847 Other long term assets 1,613 Intangible assets 283,000 Goodwill 467,730 Deferred income taxes, net (52,942) Deferred revenue (19,638) Other current liabilities (15,134) Lease liabilities (168,783) Other long term liabilities (767) $ 824,509 |
Components of Identifiable Intangible Assets Acquired | The following table sets for the components of identifiable intangible assets acquired in the Sunshine Acquisition and their preliminary estimated useful lives as of the date of the acquisition: Fair value Useful life Reacquired franchise rights (1) 256,340 11.9 Customer relationships (2) 25,220 8.0 Reacquired area development rights (3) 1,440 5.0 Total intangible assets subject to amortization 283,000 (1) Reacquired franchise rights represent the fair value of the reacquired franchise agreements using the income approach, specifically, the multi-period excess earnings method. (2) Customer relationships represent the fair value of the existing contractual customer relationships using the income approach, specifically, the multi-period excess earnings method. (3) Reacquired area development rights represent the fair value of the undeveloped area development agreement rights using the cost approach. |
Schedule of Revenues and Income Before Taxes | Revenues and income before taxes of Sunshine Fitness included in the Company’s consolidated statement of operations from the acquisition date of February 10, 2022 to March 31, 2022 are as follows: Total revenues $ 28,696 Income before taxes $ 7,329 |
Schedule of Pro Forma Financial Information | The following pro forma financial information summarizes the combined results of operations for the Company and Sunshine Fitness, as though the companies were combined as of the beginning of 2021. The pro forma financial information was as follows: For the three months ended March 31, 2022 2021 Total revenues $ 207,126 $ 148,661 Income before taxes $ 15,414 $ 9,638 Net income $ 7,163 $ 6,260 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Intangible Assets | A summary of goodwill and intangible assets at March 31, 2022 and December 31, 2021 is as follows: March 31, 2022 Gross Accumulated Net carrying Customer relationships $ 199,253 $ (141,429) $ 57,824 Reacquired franchise rights 295,938 (24,943) 270,995 495,191 (166,372) 328,819 Indefinite-lived intangible: Trade and brand names 146,600 — 146,600 Total intangible assets $ 641,791 $ (166,372) $ 475,419 Goodwill $ 696,299 $ — $ 696,299 December 31, 2021 Gross Accumulated Net carrying Customer relationships $ 174,033 $ (137,699) $ 36,334 Reacquired franchise rights 38,158 (20,155) 18,003 212,191 (157,854) 54,337 Indefinite-lived intangible: Trade and brand names 146,600 — 146,600 Total intangible assets $ 358,791 $ (157,854) $ 200,937 Goodwill $ 228,569 $ — $ 228,569 |
Schedule of Rollforward of Goodwill | A roll forward of goodwill between December 31, 2021 and March 31, 2022 is as follows: Franchise Corporate-owned stores Equipment Total As of December 31, 2021 $ 16,938 $ 118,965 $ 92,666 $ 228,569 Acquisition of franchisee-owned stores — 467,730 — 467,730 As of March 31, 2022 $ 16,938 $ 586,695 $ 92,666 $ 696,299 The following table summarizes the Company’s goodwill by reportable segment: March 31, 2022 December 31, 2021 Franchise $ 16,938 $ 16,938 Corporate-owned stores 586,695 118,965 Equipment 92,666 92,666 Consolidated goodwill $ 696,299 $ 228,569 |
Summary of Amortization expenses | The anticipated annual amortization expense related to intangible assets to be recognized in future years as of March 31, 2022 is as follows: Amount Remainder of 2022 $ 31,992 2023 50,924 2024 49,791 2025 38,484 2026 33,660 Thereafter 123,968 Total $ 328,819 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt as of March 31, 2022 and December 31, 2021 consists of the following: March 31, 2022 December 31, 2021 2018-1 Class A-2-I notes $ — $ 556,312 2018-1 Class A-2-II notes 603,125 604,688 2019-1 Class A-2 notes 537,625 539,000 2022-1 Class A-2-I notes 425,000 — 2022-1 Class A-2-II notes 475,000 — Borrowings under Variable Funding Notes 75,000 75,000 Total debt, excluding deferred financing costs 2,115,750 1,775,000 Deferred financing costs, net of accumulated amortization (30,467) (17,227) Total debt 2,085,283 1,757,773 Current portion of long-term debt 20,750 17,500 Current portion of borrowings under Variable Funding Notes 75,000 — Long-term debt and borrowings under Variable Funding Notes, net of current portion $ 1,989,533 $ 1,740,273 |
Schedule of Future Annual Payments of Long-term Debt | Future annual principal payments of long-term debt as of March 31, 2022 are as follows: Amount Remainder of 2022 $ 15,563 2023 20,750 2024 20,750 2025 600,438 2026 494,312 Thereafter 963,937 Total $ 2,115,750 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Balance Sheet Classification of Lease Assets and Liabilities | Leases Classification March 31, 2022 December 31, 2021 Assets Operating lease ROU assets Right of use asset, net $ 353,536 $ 190,330 Finance lease assets Property and equipment, net of accumulated depreciation 411 222 Total lease assets $ 353,947 $ 190,552 Liabilities Current: Operating Other current liabilities $ 42,151 $ 22,523 Noncurrent: Operating Lease liabilities, net of current portion 346,695 197,682 Financing Other liabilities 419 230 Total lease liabilities $ 389,265 $ 220,435 Weighted-average remaining lease term (years) - operating leases 8.5 8.7 Weighted-average discount rate - operating leases 4.5 % 5.0 % |
Components of Lease Cost | During the three months ended March 31, 2022 and 2021, the components of lease cost were as follows: Three months ended March 31, 2022 2021 Operating lease cost $ 11,595 $ 6,693 Variable lease cost 4,614 2,374 Total lease cost $ 16,209 $ 9,067 Supplemental disclosures of cash flow information related to leases were as follows: Three months ended March 31, 2022 2021 Cash paid for lease liabilities $ 10,536 $ 6,577 Operating lease ROU assets obtained in exchange for operating lease liabilities, excluding the Sunshine Acquisition 5,997 4,627 Preliminary Sunshine Acquisition operating lease ROU assets obtained in exchange for operating lease liabilities 165,847 — |
Schedule of Supplemental Disclosures of Cash Flow Information Related to Leases | During the three months ended March 31, 2022 and 2021, the components of lease cost were as follows: Three months ended March 31, 2022 2021 Operating lease cost $ 11,595 $ 6,693 Variable lease cost 4,614 2,374 Total lease cost $ 16,209 $ 9,067 Supplemental disclosures of cash flow information related to leases were as follows: Three months ended March 31, 2022 2021 Cash paid for lease liabilities $ 10,536 $ 6,577 Operating lease ROU assets obtained in exchange for operating lease liabilities, excluding the Sunshine Acquisition 5,997 4,627 Preliminary Sunshine Acquisition operating lease ROU assets obtained in exchange for operating lease liabilities 165,847 — |
Maturities of Lease Liabilities | As of March 31, 2022, maturities of lease liabilities were as follows: Amount Remainder of 2022 $ 43,353 2023 59,507 2024 60,002 2025 58,872 2026 54,358 Thereafter 195,899 Total lease payments $ 471,991 Less: imputed interest 82,726 Present value of lease liabilities $ 389,265 |
Maturities of Lease Liabilities | As of March 31, 2022, maturities of lease liabilities were as follows: Amount Remainder of 2022 $ 43,353 2023 59,507 2024 60,002 2025 58,872 2026 54,358 Thereafter 195,899 Total lease payments $ 471,991 Less: imputed interest 82,726 Present value of lease liabilities $ 389,265 |
Revenue recognition (Tables)
Revenue recognition (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Liabilities | The following table reflects the change in contract liabilities between December 31, 2021 and March 31, 2022: Contract liabilities Balance at December 31, 2021 $ 61,779 Revenue recognized that was included in the contract liability at the beginning of the year (14,535) Other gain on settlement of preexisting contracts in connection with the Sunshine Acquisition (2,059) Deferred revenue acquired in the Sunshine Acquisition 19,638 Increase, excluding amounts recognized or acquired in the Sunshine Acquisition during the period 31,962 Balance at March 31, 2022 $ 96,785 |
Remaining Performance Obligation | The following table illustrates estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2022. The Company has elected to exclude short-term contracts, sales and usage-based royalties and any other variable consideration recognized on an “as invoiced” basis. Contract liabilities to be recognized in: Amount Remainder of 2022 $ 60,610 2023 8,010 2024 3,789 2025 3,395 2026 2,995 Thereafter 17,986 Total $ 96,785 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Activity with entities considered to be related parties is summarized below: For the three months ended 2022 2021 Franchise revenue $ 264 $ 761 Equipment revenue 11 — Total revenue from related parties $ 275 $ 761 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
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: Three months ended 2022 2021 Numerator Net income $ 18,376 $ 6,190 Less: net income attributable to non-controlling interests 1,912 609 Net income attributable to Planet Fitness, Inc. $ 16,464 $ 5,581 Denominator Weighted-average shares of Class A common stock outstanding - basic 84,166,027 83,084,096 Effect of dilutive securities: Stock options 386,486 563,928 Restricted stock units 82,670 59,190 Weighted-average shares of Class A common stock outstanding - diluted 84,635,183 83,707,214 Earnings per share of Class A common stock - basic $ 0.20 $ 0.07 Earnings per share of Class A common stock - diluted $ 0.19 $ 0.07 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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 2022 $ 20,302 2023 34,406 2024 45,028 2025 54,967 2026 55,299 Thereafter 314,316 Total $ 524,318 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of Financial Information for the Company's Reportable Segments | The tables below summarize the financial information for the Company’s reportable segments for the three months ended March 31, 2022 and 2021. 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 2022 2021 Revenue Franchise segment revenue - U.S. $ 78,434 $ 63,344 Franchise segment revenue - International 1,650 717 Franchise segment total 80,084 64,061 Corporate-owned stores - U.S. 75,401 37,800 Corporate-owned stores - International 756 77 Corporate-owned stores total 76,157 37,877 Equipment segment - U.S. 29,790 9,939 Equipment segment - International 645 — Equipment segment total 30,435 9,939 Total revenue $ 186,676 $ 111,877 Three months ended 2022 2021 Segment EBITDA Franchise $ 60,106 $ 41,180 Corporate-owned stores 23,364 10,691 Equipment 8,653 1,830 Corporate and other (13,931) (8,656) Total Segment EBITDA $ 78,192 $ 45,045 |
Reconciliation of Total Segment EBITDA to (Loss) Income Before Taxes | The following table reconciles total Segment EBITDA to income before taxes: Three months ended 2022 2021 Total Segment EBITDA $ 78,192 $ 45,045 Less: Depreciation and amortization 25,683 15,474 Other income 4,090 165 Equity earnings (losses) of unconsolidated entities, net of tax (238) — Income from operations 48,657 29,406 Interest income 209 217 Interest expense (22,631) (20,244) Other income 4,090 165 Income before income taxes $ 30,325 $ 9,544 |
Summary of Company's Assets by Reportable Segment | The following table summarizes the Company’s assets by reportable segment: March 31, 2022 December 31, 2021 Franchise $ 199,525 $ 172,822 Corporate-owned stores 1,617,591 516,714 Equipment 182,701 193,983 Unallocated 992,585 1,132,464 Total consolidated assets $ 2,992,402 $ 2,015,983 |
Summary of Company's Goodwill by Reportable Segment | A roll forward of goodwill between December 31, 2021 and March 31, 2022 is as follows: Franchise Corporate-owned stores Equipment Total As of December 31, 2021 $ 16,938 $ 118,965 $ 92,666 $ 228,569 Acquisition of franchisee-owned stores — 467,730 — 467,730 As of March 31, 2022 $ 16,938 $ 586,695 $ 92,666 $ 696,299 The following table summarizes the Company’s goodwill by reportable segment: March 31, 2022 December 31, 2021 Franchise $ 16,938 $ 16,938 Corporate-owned stores 586,695 118,965 Equipment 92,666 92,666 Consolidated goodwill $ 696,299 $ 228,569 |
Corporate-Owned and Franchise_2
Corporate-Owned and Franchisee-Owned Stores (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Franchisors [Abstract] | |
Schedule of Changes in Corporate-Owned and Franchisee-Owned Stores | The following table shows changes in our corporate-owned and franchisee-owned stores for the three months ended March 31, 2022 and 2021: For the three months ended 2022 2021 Franchisee-owned stores: Stores operated at beginning of period 2,142 2,021 New stores opened 34 22 Stores debranded, sold or consolidated (1) (114) — Stores operated at end of period 2,062 2,043 Corporate-owned stores: Stores operated at beginning of period 112 103 New stores opened 3 — Stores acquired from franchisees 114 — Stores operated at end of period 229 103 Total stores: Stores operated at beginning of period 2,254 2,124 New stores opened 37 22 Stores acquired, debranded, sold or consolidated (1) — — Stores operated at end of period 2,291 2,146 (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. The Company retains 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 (Details) member in Millions | 3 Months Ended | ||||
Mar. 31, 2022segmentstorememberstate | Dec. 31, 2021store | Mar. 31, 2021store | Dec. 31, 2020store | Aug. 05, 2015 | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Number of owned and franchised locations | 2,291 | 2,254 | 2,146 | 2,124 | |
Number of states in which entity operates | state | 50 | ||||
Number of stores closed | 0 | ||||
Number of reportable segments | segment | 3 | ||||
Pla-Fit Holdings, LLC | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of ownership (in percentage) | 100.00% | 100.00% | |||
Percentage of economic interest (in percentage) | 93.30% | ||||
Pla-Fit Holdings, LLC | Holdings Units | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of economic interest (in percentage) | 6.70% | ||||
Planet Intermediate, LLC | Pla-Fit Holdings, LLC | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of ownership (in percentage) | 100.00% | ||||
Planet Fitness Holdings, LLC | Planet Intermediate, LLC | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Percentage of ownership (in percentage) | 100.00% | ||||
Minimum | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||
Number of members (more than) | member | 16.2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Schedule of the Carrying Value and Estimated Fair Value of Certain Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Carrying value | ||
Liabilities | ||
Long-term debt | $ 2,040,750 | $ 1,700,000 |
Variable Funding Notes | 75,000 | 75,000 |
Estimated fair value | ||
Liabilities | ||
Long-term debt | 1,943,457 | 1,725,021 |
Variable Funding Notes | $ 75,000 | $ 75,000 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) $ in Thousands | Apr. 09, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Schedule of Equity Method Investments [Line Items] | ||||
Gain on adjustment in allowance for expected credit losses | $ (2,110) | $ 0 | ||
Allowance for expected credit loss | 15,352 | $ 17,462 | ||
Amortized cost of held-to-maturity debt security investments | 26,852 | 26,401 | ||
Dividends accrued on investment | 451 | |||
Equity earnings (losses) of unconsolidated entities, net of tax | (238) | $ 0 | ||
Equity Method Investment, Underlying Equity in Net Assets | $ 9,582 | $ 9,820 | ||
Planet Fitness Australia Holdings | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 21.00% | |||
Payment to acquire equity method investment | $ 10,000 |
Investments - Held-to-Maturity
Investments - Held-to-Maturity Debt Security Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Debt Securities, Held-to-maturity, Allowance for Credit Loss [Roll Forward] | ||
Beginning allowance for expected credit losses | $ 17,462 | |
Gain on adjustment in allowance for expected credit losses | (2,110) | $ 0 |
Write-offs, net of recoveries | 0 | |
Ending allowance for expected credit losses | $ 15,352 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ / shares in Units, $ in Thousands | Feb. 10, 2022USD ($)store$ / sharesshares | Mar. 31, 2022USD ($)store$ / shares | Dec. 31, 2021store$ / shares | Mar. 31, 2021store | Dec. 31, 2020store |
Business Acquisition [Line Items] | |||||
Number of owned and franchised locations | store | 2,291 | 2,254 | 2,146 | 2,124 | |
Settlement of preexisting contracts | $ 2,059 | ||||
Class A Common Stock | |||||
Business Acquisition [Line Items] | |||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||
Class B Common Stock | |||||
Business Acquisition [Line Items] | |||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Sunshine Fitness | |||||
Business Acquisition [Line Items] | |||||
Percentage of voting interests acquired | 100.00% | ||||
Number of owned and franchised locations | store | 114 | ||||
Purchase price of the acquisition | $ 825,670 | ||||
Cash consideration | 431,939 | ||||
Loss on unfavorable reacquired franchise rights | 1,160 | ||||
Adjusted net assets acquired | 824,509 | ||||
Settlement of preexisting contracts | 2,059 | ||||
Goodwill and expected tax deductible amount | $ 163,000 | ||||
Expected tax deductible period | 15 years | ||||
Sunshine Fitness | Class A Common Stock | |||||
Business Acquisition [Line Items] | |||||
Equity consideration | $ 393,730 | ||||
Equity consideration (in shares) | shares | 517,348 | ||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | ||||
Sunshine Fitness | Holdings Units | |||||
Business Acquisition [Line Items] | |||||
Equity consideration (in shares) | shares | 3,637,678 |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Consideration Allocation (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Feb. 10, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 696,299 | $ 228,569 | |
Sunshine Fitness | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 6,105 | ||
Other current assets | 4,930 | ||
Property and equipment | 152,548 | ||
Right of use assets | 165,847 | ||
Other long term assets | 1,613 | ||
Intangible assets | 283,000 | ||
Goodwill | 467,730 | ||
Deferred income taxes, net | (52,942) | ||
Deferred revenue | (19,638) | ||
Other current liabilities | (15,134) | ||
Lease liabilities | (168,783) | ||
Other long term liabilities | (767) | ||
Net assets acquired | $ 824,509 |
Acquisitions - Components of Id
Acquisitions - Components of Identifiable Intangible Assets Acquired (Details) - Sunshine Fitness $ in Thousands | Feb. 10, 2022USD ($) |
Business Acquisition [Line Items] | |
Fair value | $ 283,000 |
Reacquired franchise rights | |
Business Acquisition [Line Items] | |
Fair value | $ 256,340 |
Useful life | 11 years 10 months 24 days |
Customer relationships | |
Business Acquisition [Line Items] | |
Fair value | $ 25,220 |
Useful life | 8 years |
Reacquired area development rights | |
Business Acquisition [Line Items] | |
Fair value | $ 1,440 |
Useful life | 5 years |
Acquisitions - Schedule of Reve
Acquisitions - Schedule of Revenues and Income Before Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Business Acquisition [Line Items] | ||
Total revenues | $ 186,676 | $ 111,877 |
Income before taxes | 30,325 | $ 9,544 |
Sunshine Fitness | ||
Business Acquisition [Line Items] | ||
Total revenues | 28,696 | |
Income before taxes | $ 7,329 |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro Forma Financial Information (Details) - Sunshine Fitness - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Business Acquisition [Line Items] | ||
Total revenues | $ 207,126 | $ 148,661 |
Income before taxes | 15,414 | 9,638 |
Net income | $ 7,163 | $ 6,260 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Goodwill And Intangible Assets [Line Items] | ||
Gross carrying amount | $ 495,191 | $ 212,191 |
Accumulated amortization | (166,372) | (157,854) |
Net carrying Amount | 328,819 | 54,337 |
Total intangible assets, Gross carrying amount | 641,791 | 358,791 |
Total intangible assets, Net carrying Amount | 475,419 | 200,937 |
Goodwill, gross carrying amount | 696,299 | 228,569 |
Goodwill, Accumulated amortization | 0 | 0 |
Goodwill, net carrying amount | 696,299 | 228,569 |
Trade and brand names | ||
Goodwill And Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 146,600 | 146,600 |
Customer relationships | ||
Goodwill And Intangible Assets [Line Items] | ||
Gross carrying amount | 199,253 | 174,033 |
Accumulated amortization | (141,429) | (137,699) |
Net carrying Amount | 57,824 | 36,334 |
Reacquired franchise rights | ||
Goodwill And Intangible Assets [Line Items] | ||
Gross carrying amount | 295,938 | 38,158 |
Accumulated amortization | (24,943) | (20,155) |
Net carrying Amount | $ 270,995 | $ 18,003 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Rollforward of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Goodwill [Roll Forward] | |
As of December 31, 2021 | $ 228,569 |
Acquisition of franchisee-owned stores | 467,730 |
As of March 31, 2022 | 696,299 |
Franchise | |
Goodwill [Roll Forward] | |
As of December 31, 2021 | 16,938 |
Acquisition of franchisee-owned stores | 0 |
As of March 31, 2022 | 16,938 |
Corporate-owned stores | |
Goodwill [Roll Forward] | |
As of December 31, 2021 | 118,965 |
Acquisition of franchisee-owned stores | 467,730 |
As of March 31, 2022 | 586,695 |
Equipment | |
Goodwill [Roll Forward] | |
As of December 31, 2021 | 92,666 |
Acquisition of franchisee-owned stores | 0 |
As of March 31, 2022 | $ 92,666 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Impairment charges | $ 0 | |
Amortization of intangible assets | $ 8,528,000 | $ 4,159,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Summary of Amortization expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2022 | $ 31,992 | |
2023 | 50,924 | |
2024 | 49,791 | |
2025 | 38,484 | |
2026 | 33,660 | |
Thereafter | 123,968 | |
Net carrying Amount | $ 328,819 | $ 54,337 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | $ 2,115,750 | $ 1,775,000 |
Deferred financing costs, net of accumulated amortization | (30,467) | (17,227) |
Total debt | 2,085,283 | 1,757,773 |
Current portion of long-term debt | 20,750 | 17,500 |
Current portion of borrowings under Variable Funding Notes | 75,000 | 0 |
Long-term debt and borrowings under Variable Funding Notes, net of current portion | 1,989,533 | 1,740,273 |
2018-1 Class A-2-I notes | Senior fixed-rate term notes | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | 0 | 556,312 |
2018-1 Class A-2-II notes | Senior fixed-rate term notes | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | 603,125 | 604,688 |
2019-1 Class A-2 notes | Senior fixed-rate term notes | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | 537,625 | 539,000 |
2022-1 Class A-2-I notes | Senior fixed-rate term notes | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | 425,000 | 0 |
2022-1 Class A-2-II notes | Senior fixed-rate term notes | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | 475,000 | 0 |
Borrowings under Variable Funding Notes | Revolving Financing Facility | ||
Debt Instrument [Line Items] | ||
Total debt, excluding deferred financing costs | $ 75,000 | $ 75,000 |
Long-Term Debt - Schedule of Fu
Long-Term Debt - Schedule of Future Annual Payments of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
Remainder of 2022 | $ 15,563 | |
2023 | 20,750 | |
2024 | 20,750 | |
2025 | 600,438 | |
2026 | 494,312 | |
Thereafter | 963,937 | |
Total | $ 2,115,750 | $ 1,775,000 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | Feb. 10, 2022USD ($) | Dec. 03, 2019USD ($) | Aug. 01, 2018USD ($)extension | Sep. 30, 2023 | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) |
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of Variable Funding Notes | $ 75,000,000 | $ 0 | ||||
Payment of deferred financing and other debt-related costs | $ 16,191,000 | $ 10,577,000 | $ 27,133,000 | 16,191,000 | 0 | |
Loss on extinguishment of debt | 1,583,000 | $ 0 | ||||
Restricted cash | 49,484,000 | |||||
2018-1 Class A-2-I notes | ||||||
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ 1,583,000 | |||||
2018-1 Class A-2-I notes | Senior fixed-rate term notes | ||||||
Debt Instrument [Line Items] | ||||||
Fixed interest rate | 4.262% | |||||
Principal amount | $ 575,000,000 | |||||
2018-1 Class A-2-II notes | Senior fixed-rate term notes | ||||||
Debt Instrument [Line Items] | ||||||
Fixed interest rate | 4.666% | |||||
Principal amount | $ 625,000,000 | |||||
Variable funding notes | Revolving Financing Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 75,000,000 | |||||
2019-1 Class A-2 notes | Senior fixed-rate term notes | ||||||
Debt Instrument [Line Items] | ||||||
Fixed interest rate | 3.858% | |||||
Principal amount | $ 550,000,000 | |||||
3.251% Fixed Rate Class A-2-I Senior Secured Notes | Senior fixed-rate term notes | ||||||
Debt Instrument [Line Items] | ||||||
Fixed interest rate | 3.251% | |||||
Principal amount | $ 425,000 | |||||
4.008% Fixed Rate Class A-2-II Senior Secured Notes | Senior fixed-rate term notes | ||||||
Debt Instrument [Line Items] | ||||||
Fixed interest rate | 4.008% | |||||
Principal amount | $ 475,000 | |||||
2022 Variable Funding Notes | Revolving Financing Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 75,000 | |||||
Proceeds from issuance of Variable Funding Notes | $ 75,000,000 | |||||
Variable rate percentage | 245.00% | |||||
Commitment fee percentage | 0.50% | |||||
Number of additional extensions | extension | 2 | |||||
Term of extension (in years) | 1 year | |||||
2022 Variable Funding Notes | Revolving Financing Facility | Following the anticipated repayment date | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit interest rate | 5.00% | |||||
Securitized Senior Notes | Securitized Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Cap on non-securitized indebtedness | $ 50,000,000 | |||||
Leverage ratio cap | 7 |
Leases - Balance Sheet Classifi
Leases - Balance Sheet Classification of Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property and equipment, net of accumulated depreciation of $169,432 and $152,296 as of March 31, 2022 and December 31, 2021, respectively | Property and equipment, net of accumulated depreciation of $169,432 and $152,296 as of March 31, 2022 and December 31, 2021, respectively |
Operating lease ROU assets | $ 353,536 | $ 190,330 |
Finance lease assets | 411 | 222 |
Total lease assets | $ 353,947 | $ 190,552 |
Liabilities | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other current liabilities | Other current liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other liabilities | Other liabilities |
Current operating lease liabilities | $ 42,151 | $ 22,523 |
Noncurrent operating lease liabilities | 346,695 | 197,682 |
Noncurrent finance lease liabilities | 419 | 230 |
Total lease liabilities | $ 389,265 | $ 220,435 |
Weighted-average remaining lease term (years) - operating leases | 8 years 6 months | 8 years 8 months 12 days |
Weighted-average discount rate - operating leases | 4.50% | 5.00% |
Leases - Components of Lease Co
Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Operating lease cost | $ 11,595 | $ 6,693 |
Variable lease cost | 4,614 | 2,374 |
Total lease cost | $ 16,209 | $ 9,067 |
Leases - Supplemental Disclosur
Leases - Supplemental Disclosures of Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Cash paid for lease liabilities | $ 10,536 | $ 6,577 |
Operating lease ROU assets obtained in exchange for operating lease liabilities, excluding the Sunshine Acquisition | 5,997 | 4,627 |
Preliminary Sunshine Acquisition operating lease ROU assets obtained in exchange for operating lease liabilities | $ 165,847 | $ 0 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Remainder of 2022 | $ 43,353 | |
2023 | 59,507 | |
2024 | 60,002 | |
2025 | 58,872 | |
2026 | 54,358 | |
Thereafter | 195,899 | |
Total lease payments | 471,991 | |
Less: imputed interest | 82,726 | |
Present value of lease liabilities | $ 389,265 | $ 220,435 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Leases [Abstract] | |
Lease payments for leases signed but not yet commenced | $ 13,205 |
Revenue recognition - Schedule
Revenue recognition - Schedule of Contract Liabilities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Contract liabilities | |
Beginning Balance | $ 61,779 |
Revenue recognized that was included in the contract liability at the beginning of the year | (14,535) |
Other gain on settlement of preexisting contracts in connection with the Sunshine Acquisition | (2,059) |
Deferred revenue acquired in the Sunshine Acquisition | 19,638 |
Increase, excluding amounts recognized or acquired in the Sunshine Acquisition during the period | 31,962 |
Ending Balance | $ 96,785 |
Revenue recognition - Remaining
Revenue recognition - Remaining Performance Obligation (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 96,785 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 60,610 |
Remaining performance obligation, expected timing of satisfaction | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 8,010 |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3,789 |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3,395 |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 2,995 |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 17,986 |
Remaining performance obligation, expected timing of satisfaction |
Revenue recognition - Narrative
Revenue recognition - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Equipment deposits | $ 12,966 | $ 6,036 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Related Party Transaction [Line Items] | ||
Total revenue from related parties | $ 275 | $ 761 |
Franchise revenue | ||
Related Party Transaction [Line Items] | ||
Total revenue from related parties | 264 | 761 |
Equipment revenue | ||
Related Party Transaction [Line Items] | ||
Total revenue from related parties | $ 11 | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | |||
Liability payable under tax benefit obligations | $ 83,989 | $ 84,595 | |
Administrative fees charged | 275 | $ 761 | |
Planet Fitness NAF, LLC | Administrative Service | |||
Related Party Transaction [Line Items] | |||
Administrative fees charged | 684 | 499 | |
Reacquired area development rights | |||
Related Party Transaction [Line Items] | |||
Deferred area development revenue from related parties | 153 | $ 164 | |
Corporate Travel | Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Expense incurred for corporate travel to a third-party company | $ 106 | $ 0 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - shares | Feb. 10, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |
Preferred stock, shares issued (in shares) | 0 | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Pla-Fit Holdings, LLC | |||
Class of Stock [Line Items] | |||
Number of shares exchanged (in shares) | 548,175 | ||
Holdings Units | |||
Class of Stock [Line Items] | |||
Number of shares exchanged (in shares) | 548,175 | ||
Investor | Secondary Offering and Exchange | |||
Class of Stock [Line Items] | |||
Number of units held by owners (in shares) | 84,906,980 | ||
Investor | Pla-Fit Holdings, LLC | Secondary Offering and Exchange | |||
Class of Stock [Line Items] | |||
Percentage of economic interest | 93.30% | ||
Continuing LLC Owners | Secondary Offering and Exchange | |||
Class of Stock [Line Items] | |||
Number of units held by owners (in shares) | 6,145,722 | ||
Continuing LLC Owners | Pla-Fit Holdings, LLC | Secondary Offering and Exchange | |||
Class of Stock [Line Items] | |||
Percentage of economic interest | 6.70% | ||
Holdings Units | |||
Class of Stock [Line Items] | |||
Shares exchanged for Class A common stock (in shares) | 1 | ||
Holdings Units | Sunshine Fitness | |||
Class of Stock [Line Items] | |||
Equity consideration (in shares) | 3,637,678 | ||
Class A Common Stock | |||
Class of Stock [Line Items] | |||
Number of shares exchanged (in shares) | 548,175 | ||
Class A Common Stock | Investor | Secondary Offering and Exchange | |||
Class of Stock [Line Items] | |||
Number of units held by owners (in shares) | 84,906,980 | ||
Class A Common Stock | Investor | Pla-Fit Holdings, LLC | Secondary Offering and Exchange | Common Stockholders | |||
Class of Stock [Line Items] | |||
Percentage of voting power | 93.30% | ||
Class A Common Stock | Sunshine Fitness | |||
Class of Stock [Line Items] | |||
Equity consideration (in shares) | 517,348 | ||
Class B Common Stock | |||
Class of Stock [Line Items] | |||
Shares exchanged for Class A common stock (in shares) | 1 | ||
Number of shares exchanged (in shares) | 548,175 | ||
Class B Common Stock | Continuing LLC Owners | Secondary Offering and Exchange | |||
Class of Stock [Line Items] | |||
Number of units held by owners (in shares) | 6,145,722 | ||
Class B Common Stock | Continuing LLC Owners | Pla-Fit Holdings, LLC | Secondary Offering and Exchange | Continuing LLC Owners | |||
Class of Stock [Line Items] | |||
Percentage of voting power | 6.70% |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Holdings Units | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Shares exchanged for Class A common stock (in shares) | 1 | |
Class B Common Stock | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Shares exchanged for Class A common stock (in shares) | 1 | |
Class B Common Stock | Stock Options | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 198,203 | 44,258 |
Class B Common Stock | Restricted Stock Units | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 43,969 | 0 |
Class B Common Stock | Equity Unit Purchase Agreements | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 5,016,837 | 3,471,842 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Numerators and Denominators Used to Compute Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator | ||
Net income | $ 18,376 | $ 6,190 |
Less: net income attributable to non-controlling interests | 1,912 | 609 |
Net income attributable to Planet Fitness, Inc. | $ 16,464 | $ 5,581 |
Stock Options | ||
Effect of dilutive securities: | ||
Weighted-average shares outstanding adjustment (in shares) | 386,486 | 563,928 |
Restricted Stock Units | ||
Effect of dilutive securities: | ||
Weighted-average shares outstanding adjustment (in shares) | 82,670 | 59,190 |
Class A Common Stock | ||
Denominator | ||
Weighted-average shares of Class A common stock outstanding - basic (in shares) | 84,166,027 | 83,084,096 |
Effect of dilutive securities: | ||
Weighted-average shares of Class A common stock outstanding - diluted (in shares) | 84,635,183 | 83,707,214 |
Earnings per share of Class A common stock - basic (in usd per share) | $ 0.20 | $ 0.07 |
Earnings per share of Class A common stock - diluted (in usd per share) | $ 0.19 | $ 0.07 |
Income Taxes - Additional infor
Income Taxes - Additional information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022USD ($)agreementshares | Mar. 31, 2021 | Dec. 31, 2021USD ($) | |
Tax Credit Carryforward [Line Items] | |||
Effective income tax rate | 38.60% | 35.10% | |
Net deferred tax assets | $ 492,924 | $ 539,264 | |
Total liability related to uncertain tax positions | $ 420 | 420 | |
Number of tax receivable agreements | agreement | 2 | ||
Percentage of remaining tax savings | 15.00% | ||
Tax benefit obligation | $ 524,318 | $ 528,107 | |
Gain recognized on tax benefit obligation | $ 3,788 | ||
Class A Common Stock | |||
Tax Credit Carryforward [Line Items] | |||
Number of shares exchanged (in shares) | shares | 548,175 | ||
TRA Holders | |||
Tax Credit Carryforward [Line Items] | |||
Applicable tax savings (in percentage) | 85.00% | ||
Decrease in deferred tax assets | $ 1,365 | ||
Deferred tax asset | $ 16,170 | ||
TRA Holders | Class A Common Stock | |||
Tax Credit Carryforward [Line Items] | |||
Number of shares exchanged (in shares) | shares | 548,175 |
Income Taxes - Schedule of Futu
Income Taxes - Schedule of Future Payments Under Tax Benefit Arrangements (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Remainder of 2022 | $ 20,302 | |
2023 | 34,406 | |
2024 | 45,028 | |
2025 | 54,967 | |
2026 | 55,299 | |
Thereafter | 314,316 | |
Total | $ 524,318 | $ 528,107 |
Commitments and contingencies -
Commitments and contingencies - Additional Information (Details) - Pending Litigation - Civil Action Brought By Former Employee $ in Thousands | Mar. 31, 2022USD ($) |
Loss Contingencies [Line Items] | |
Estimate of possible loss | $ 2,225 |
Loss contingency, receivable | $ 2,225 |
Segments - Additional Informati
Segments - Additional Information (Details) | 3 Months Ended | ||
Mar. 31, 2022USD ($)segment | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 3 | ||
Number of operating segments | segment | 0 | ||
Revenue | $ 186,676,000 | $ 111,877,000 | |
Franchise revenue | |||
Segment Reporting Information [Line Items] | |||
Revenue | 80,084,000 | 64,061,000 | |
Franchise revenue | Placement Services | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,339,000 | 779,000 | |
Corporate-owned stores | |||
Segment Reporting Information [Line Items] | |||
Revenue | 76,157,000 | $ 37,877,000 | |
Corporate-owned stores | International corporate-owned stores | |||
Segment Reporting Information [Line Items] | |||
Long-lived assets | 1,170,000 | $ 1,203,000 | |
Intersegment Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 0 |
Segments - Summary of Financial
Segments - Summary of Financial Information for the Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 186,676 | $ 111,877 |
Total Segment EBITDA | 78,192 | 45,045 |
Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | (13,931) | (8,656) |
Franchise revenue | ||
Segment Reporting Information [Line Items] | ||
Revenue | 80,084 | 64,061 |
Franchise revenue | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | 60,106 | 41,180 |
Franchise revenue | US | ||
Segment Reporting Information [Line Items] | ||
Revenue | 78,434 | 63,344 |
Franchise revenue | International | ||
Segment Reporting Information [Line Items] | ||
Revenue | 1,650 | 717 |
Corporate-owned stores | ||
Segment Reporting Information [Line Items] | ||
Revenue | 76,157 | 37,877 |
Corporate-owned stores | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | 23,364 | 10,691 |
Corporate-owned stores | US | ||
Segment Reporting Information [Line Items] | ||
Revenue | 75,401 | 37,800 |
Corporate-owned stores | International | ||
Segment Reporting Information [Line Items] | ||
Revenue | 756 | 77 |
Equipment revenue | ||
Segment Reporting Information [Line Items] | ||
Revenue | 30,435 | 9,939 |
Equipment revenue | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Segment EBITDA | 8,653 | 1,830 |
Equipment revenue | US | ||
Segment Reporting Information [Line Items] | ||
Revenue | 29,790 | 9,939 |
Equipment revenue | International | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 645 | $ 0 |
Segments - Reconciliation of To
Segments - Reconciliation of Total Segment EBITDA to (Loss) Income Before Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting [Abstract] | ||
Total Segment EBITDA | $ 78,192 | $ 45,045 |
Depreciation and amortization | 25,683 | 15,474 |
Other income | 4,090 | 165 |
Equity earnings (losses) of unconsolidated entities, net of tax | (238) | 0 |
Income from operations | 48,657 | 29,406 |
Interest income | 209 | 217 |
Interest expense | (22,631) | (20,244) |
Income before income taxes | $ 30,325 | $ 9,544 |
Segments - Summary of Company's
Segments - Summary of Company's Assets by Reportable Segment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | $ 2,992,402 | $ 2,015,983 |
Operating Segments | Franchise revenue | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 199,525 | 172,822 |
Operating Segments | Corporate-owned stores | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 1,617,591 | 516,714 |
Operating Segments | Equipment revenue | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | 182,701 | 193,983 |
Unallocated | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total consolidated assets | $ 992,585 | $ 1,132,464 |
Segments - Summary of Company_2
Segments - Summary of Company's Goodwill by Reportable Segment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Consolidated goodwill | $ 696,299 | $ 228,569 |
Franchise revenue | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Consolidated goodwill | 16,938 | 16,938 |
Corporate-owned stores | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Consolidated goodwill | 586,695 | 118,965 |
Equipment revenue | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Consolidated goodwill | $ 92,666 | $ 92,666 |
Corporate-Owned and Franchise_3
Corporate-Owned and Franchisee-Owned Stores - Schedule of Changes in Corporate-owned and Franchisee-owned Stores (Details) - store | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Number Of Stores [Roll Forward] | ||
Stores operated at beginning of period | 2,254 | 2,124 |
New stores opened | 37 | 22 |
Stores acquired, debranded, sold or consolidated | 0 | 0 |
Stores operated at end of period | 2,291 | 2,146 |
Franchisee-Owned Stores | ||
Number Of Stores [Roll Forward] | ||
Stores operated at beginning of period | 2,142 | 2,021 |
New stores opened | 34 | 22 |
Stores acquired, debranded, sold or consolidated | (114) | 0 |
Stores operated at end of period | 2,062 | 2,043 |
Corporate-Owned Stores | ||
Number Of Stores [Roll Forward] | ||
Stores operated at beginning of period | 112 | 103 |
New stores opened | 3 | 0 |
Stores acquired from franchisees | 114 | 0 |
Stores operated at end of period | 229 | 103 |
Subsequent events (Details)
Subsequent events (Details) $ in Thousands | May 09, 2022USD ($) |
Subsequent Event | Revolving Financing Facility | 2022 Variable Funding Notes | |
Subsequent Event [Line Items] | |
Repayments of borrowings | $ 75,000 |