TowerBrook Completes Acquisition of ECP-PF Holdings Group, Inc.

ECP-PF is a Planet Fitness franchisee operating 108 clubs in the U.S. and Canada

Acquisition positions the Company for continued leadership within the North American fitness industry

TowerBrook Capital Partners L.P. (“TowerBrook”), an international investment management firm, announced today the completion of the acquisition of ECP-PF Holdings Group, Inc. (“ECP-PF” or “the Company”) from Exaltare Capital Management, a Boston-based private equity firm. ECP-PF, headquartered in Orange, CT, is one of the largest developers and operators of fitness clubs under the Planet Fitness brand (NYSE: PLNT), serving approximately 600,000 members in six U.S. states and three Canadian provinces.

Planet Fitness is one of the largest and fastest-growing franchisors and operators of fitness clubs in North America. As of June 30, 2021, Planet Fitness had more than 14.8 million members and 2,170 clubs in the United States, Puerto Rico, Canada, Panama, Mexico, and Australia. The company's mission is to enhance people's lives by providing a high-quality fitness experience in a welcoming, non-intimidating environment, called the Judgement Free Zone.

Jonathan Bilzin, Co-President and Managing Director of TowerBrook, stated, “We are excited to partner with a leading franchisee of Planet Fitness. ECP-PF has a strong track record of growth, and the platform’s mission to provide inclusive, affordable fitness aligns well with TowerBrook’s purpose driven value creation focus and Responsible Ownership. The business is well-positioned to continue to expand that mandate to meet the growing demand for new high value, low price fitness clubs across North America.”

David Humphrey, Chief Executive Officer of ECP-PF, added, “This transaction and partnership with TowerBrook will allow ECP-PF to accelerate our development and acquisition of new club locations, further expand our geographic footprint, and continue to refine our operations. TowerBrook is an ideal partner to help drive ECP-PF through its next phase of growth.”

As part of the transaction, Omar Simmons, Founder and former Executive Chairman of ECP-PF and Managing Director of Exaltare Capital Management, will retain a stake in the business and stay on the Board of Directors.

Mr. Simmons stated, “I am extremely proud of the business we have built over the last nine years and am excited to stay involved, as both an investor and Board member. I believe adding TowerBrook as a partner is a pivotal next step in our evolution as ECP-PF continues to grow its platform and fulfill and extend its mission: to serve people of all fitness levels in an affordable, inclusive, and welcoming environment.”

“We are looking forward to working with David and Omar to continue growing the platform.” stated Michael Recht, Managing Director at TowerBrook. “ECP-PF has established an effective model for growth through organic club development and M&A that will facilitate continued expansion with the additional resources and operational expertise that TowerBrook will provide.”

Brightwood Capital Advisors provided the financing for the transaction. Financial terms of the transaction were not disclosed.

Exaltare Capital Management was advised by Sperry Mitchell and DLA Piper. TowerBrook was advised by Goodwin Procter LLP, Lathrop GPM and Fifth Third Securities.

About ECP-PF Holdings Group, Inc.

ECP-PF Holdings Group is based in Orange, CT. It is one of the largest Planet Fitness franchisees, currently operating 108 locations across Alberta, British Columbia, Saskatchewan, Arizona, Connecticut, Georgia, New Mexico, New York and Tennessee. The business was formed by Exaltare Capital Management, a Boston, MA based private equity firm that invests in lower mid-market, differentiated businesses in the franchise and consumer sector.

About TowerBrook

TowerBrook Capital Partners is a purpose-driven investment management firm headquartered in New York and London. The firm has raised in excess of $17.4 billion to date and invests in private equity and structured opportunities through its family of funds. As a disciplined investor with a commitment to fundamental value, the firm seeks to deliver superior, risk-adjusted returns to investors on a consistent and responsible basis. TowerBrook’s value creation strategy aims to transform the capabilities and prospects of the businesses in which it invests. TowerBrook is the first mainstream private equity firm to be certified as a B Corporation. B Corporation certification is administered by the non-profit B Lab organization and is awarded to companies that demonstrate leadership in their commitment to environmental, social and governance (ESG) standards and responsible business practices. For more information, please visit www.towerbrook.com

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