Life Time Announces Commencement of Secondary Offering of 20,000,000 Shares of Common Stock

Rhea-AI Summary

Life Time Group Holdings (NYSE: LTH) announced that certain affiliates of Leonard Green & Partners and TPG Inc. plan to sell 20,000,000 shares of the company's common stock in an underwritten public offering. The selling stockholders will receive all proceeds from the offering, with Life Time receiving none. After the offering, the company's voting group, including the selling stockholders, will retain approximately 43.1% ownership. J.P. Morgan and BofA Securities are serving as underwriters. Life Time operates more than 180 athletic country clubs across the US and Canada, serving members from 90 days to 90+ years old, with over 43,000 team members.

Positive

• None.

Negative

• Selling stockholders will receive all proceeds from the 20M share offering, with no proceeds going to Life Time
• Significant share sale could create downward pressure on stock price
• Reduction in ownership stake of major stockholders could signal decreased confidence

News Market Reaction – LTH

-3.88%

1 alert

-3.88% News Effect

On the day this news was published, LTH declined 3.88%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

CHANHASSEN, Minn., June 5, 2025 /PRNewswire/ -- Life Time Group Holdings, Inc. (NYSE: LTH) ("Life Time" or the "Company") announced today that certain affiliates of Leonard Green & Partners, L.P. and TPG Inc. (the "Selling Stockholders") intend to offer and sell 20,000,000 shares of the Company's common stock in an underwritten public offering pursuant to Life Time's shelf registration statement filed with the Securities and Exchange Commission (the "SEC"). The Selling Stockholders will receive all of the proceeds from the proposed offering. The Company will not receive any of the proceeds from the sale of shares of the Company's common stock by the Selling Stockholders. Following the consummation of the offering, the Company's voting group, which includes the Selling Stockholders, will hold approximately 43.1% of the Company's common stock.

The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

J.P. Morgan and BofA Securities are serving as the underwriters for the proposed offering.

Important Information

An automatic shelf registration statement on Form S-3, including a base prospectus, was filed with the SEC on August 12, 2024 and became effective upon filing. The offering will be made only by means of a written prospectus supplement and the accompanying prospectus. Before you invest, you should read the prospectus included in that registration statement and the documents incorporated by reference that form part of the registration statement, as well as the prospectus supplement and accompanying prospectus related to the proposed offering. You may obtain these documents for free by visiting the SEC's website located at http://www.sec.gov. When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to these securities may also be obtained from either J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com or from BofA Securities, NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department or by emailing dg.prospectus_requests@bofa.com. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Life Time

Life Time (NYSE: LTH) empowers people to live healthy, happy lives through its portfolio of more than 180 athletic country clubs across the United States and Canada, the complimentary, comprehensive Life Time app and nearly 30 of the most iconic athletic events in the country. The health and wellness pioneer uniquely serves people 90 days to 90+ years old through its healthy living, healthy aging, healthy entertainment communities and ecosystem, along with a range of healthy way of life programs and information, and highly trusted LTH nutritional supplements and products. Life Time was recently certified as a Great Place to Work®, reinforcing its commitment to fostering an exceptional workplace culture on behalf of its more than 43,000 dedicated team members.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking statements, including with respect to the proposed public offering. Management has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While they believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond management's control. These statements involve risks and uncertainties that may cause Life Time's actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, Life Time assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

 

View original content to download multimedia:https://www.prnewswire.com/news-releases/life-time-announces-commencement-of-secondary-offering-of-20-000-000-shares-of-common-stock-302474204.html

SOURCE Life Time Group Holdings, Inc.

FAQ

How many shares are being offered in Life Time Group Holdings (LTH) secondary offering?

Life Time Group Holdings is offering 20,000,000 shares of common stock through its selling stockholders Leonard Green & Partners and TPG Inc.

Will Life Time (LTH) receive any proceeds from the secondary offering?

No, Life Time will not receive any proceeds from the offering. All proceeds will go to the selling stockholders.

What percentage will Life Time's voting group hold after the secondary offering?

Following the offering, Life Time's voting group, which includes the selling stockholders, will hold approximately 43.1% of the company's common stock.

Who are the underwriters for Life Time's (LTH) secondary offering?

J.P. Morgan and BofA Securities are serving as the underwriters for the proposed offering.

How many athletic clubs does Life Time (LTH) currently operate?

Life Time operates more than 180 athletic country clubs across the United States and Canada.