Planet Fitness Prices $750 Million Securitized Financing Facility

Rhea-AI Summary

Planet Fitness (NYSE: PLNT) priced a $750 million securitized financing facility on Dec 5, 2025, issuing Series 2025-1 Class A-2 Fixed Rate Senior Secured Notes in two tranches: $400M (5-year, 5.274% fixed) and $350M (7-year, 5.649% fixed), payable quarterly.

The notes are expected to be issued by a bankruptcy-remote subsidiary and close on or around Dec 15, 2025, subject to conditions. The company also expects a $75M variable funding note facility in addition to an existing $75M Class A-1 facility.

Proceeds will repay the Series 2022-1 Class A-2-I (≈$410M outstanding as of Sep 30, 2025), pay transaction costs and reserves, and fund general corporate purposes, which may include share repurchases.

Positive

• Priced $750M Class A-2 secured notes
• Two tranches: $400M (5.274%) and $350M (5.649%)
• Proceeds to repay ≈$410M Series 2022-1 A-2-I balance
• Proceeds may fund share repurchases

Negative

• Closing subject to conditions; no assurance of completion
• Adds fixed interest obligations at 5.274% and 5.649%

Key Figures

Securitized notes size $750 million Series 2025-1 Class A-2 Fixed Rate Senior Secured Notes

Class A-2-I principal $400 million Class A-2-I Senior Secured Notes, 5-year anticipated term

Class A-2-I rate 5.274% per annum Fixed interest rate on Class A-2-I, payable quarterly

Class A-2-II principal $350 million Class A-2-II Senior Secured Notes, 7-year anticipated term

Class A-2-II rate 5.649% per annum Fixed interest rate on Class A-2-II, payable quarterly

New VFN facility $75 million Expected variable funding note facility in addition to existing Class A-1

2022-1 A-2-I balance ≈$410 million Principal balance as of September 30, 2025 to be repaid

Members ≈20.7 million Total members as of September 30, 2025

Market Reality Check

$111.08 Last Close

Volume Volume 1,098,086 vs 20-day average 1,544,656, at 0.71x typical activity ahead of the deal. normal

Technical Price 111.08 is trading above the 200-day MA at 101.63, indicating a pre-news uptrend.

Peers on Argus

PLNT gained 0.89% while close peers were mixed: LTH +0.53%, OSW +0.50%, MAT -0.09%, GOLF -0.36%, PTON -2.13%, suggesting a company-specific reaction to the financing news.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 01	Refinancing plan	Positive	-2.6%	Announced proposed securitized refinancing and potential upsizing to repay existing notes.
Nov 13	Investor Day targets	Positive	+3.2%	Outlined 2026–2028 revenue, EBITDA and EPS growth algorithm and strategy.
Nov 06	Q3 2025 earnings	Positive	+12.6%	Reported revenue growth, strong same-club sales and raised 2025 outlook.
Oct 30	Investor Day announcement	Positive	-1.7%	Scheduled Investor Day with strategic vision and multi-year financial targets preview.
Oct 27	Recognition award	Positive	-2.1%	Named to Fortune’s 2025 100 Fastest-Growing Companies list highlighting multi-year growth.

Pattern Detected

Positive strategic or growth news often led to gains, but several upbeat corporate announcements saw negative next-day moves, indicating occasional divergence between fundamentals and short-term price action.

Recent Company History

This announcement follows a series of growth-oriented updates for Planet Fitness. On Nov 6, Q3 2025 results showed higher revenue, EBITDA, and raised guidance, with a strong positive share reaction. The Nov 13 Investor Day set long-term growth targets and was also well received. A Dec 1 release outlined a planned refinancing of securitized notes; today’s pricing of the $750M issuance implements that plan, mainly to repay the Series 2022-1 Class A-2-I notes and support general corporate uses.

Market Pulse Summary

This announcement details the pricing of $750 million in fixed-rate senior secured notes across two tranches, largely to repay the ≈$410 million Series 2022-1 Class A-2-I notes, fund reserves, and support general corporate uses. It also adds a new $75 million variable funding facility. Investors may track closing of the transaction, future leverage metrics, cash generation, and how much capital ultimately goes toward share repurchases versus other priorities.

Key Terms

securitized financing facility financial

"in a privately placed securitization transaction. In addition to the Class A-2 Notes, the Company expects that it will enter into a $75 million variable funding note facility, in addition to the existing $75 million 2022-1 Variable Funding Senior Secured Notes"

A securitized financing facility is a loan or line of credit that is backed by a pool of financial assets—such as loans, leases, or receivables—packaged together and used as collateral. Think of it like borrowing money against a bundled set of IOUs: the lender looks to the payments from that bundle, not the borrower’s general cash, for repayment. Investors watch these facilities because they affect a company’s access to cash, the risk that asset payments will fall short, and how much debt appears on the balance sheet.

senior secured notes financial

"Class A-2 Fixed Rate Senior Secured Notes (the "Class A-2 Notes"), which consist of two tranches"

Senior secured notes are a type of loan that a company borrows by issuing bonds, which are like IOUs. They are called "secured" because the company promises to give lenders specific assets, like property or equipment, if it can't pay back the loan. This makes them safer for investors and often means the company pays lower interest rates.

private placement financial

"in a privately placed securitization transaction. In addition to the Class A-2 Notes"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

AI-generated analysis. Not financial advice.

HAMPTON, N.H., Dec. 5, 2025 /PRNewswire/ -- Planet Fitness, Inc. (NYSE: PLNT) (together with its subsidiaries, the "Company") today announced that it has priced $750 million of Series 2025-1 Class A-2 Fixed Rate Senior Secured Notes (the "Class A-2 Notes"), which consist of two tranches: the Class A-2-I Senior Secured Notes with an anticipated repayment term of five years, with an aggregate principal amount of $400 million and a fixed interest rate of 5.274% per annum, payable quarterly, and the Class A-2-II Senior Secured Notes with an anticipated repayment term of seven years, with an aggregate principal amount of $350 million and a fixed interest rate of 5.649% per annum, payable quarterly. The Class A-2 Notes are expected to be issued by Planet Fitness Master Issuer LLC (the "Master Issuer"), a limited-purpose, bankruptcy remote, indirect subsidiary of Planet Fitness, Inc. in a privately placed securitization transaction. In addition to the Class A-2 Notes, the Company expects that it will enter into a $75 million variable funding note facility, in addition to the existing $75 million 2022-1 Variable Funding Senior Secured Notes, Class A-1 (the "Class A-1 Notes"). As of September 30, 2025, there were no borrowings outstanding under the existing variable funding notes facility.

The proceeds from the expected sale of the Class A-2 Notes will be used as follows:

• to repay in full the Series 2022-1 Class A-2-I Notes, which as of September 30, 2025, had a principal balance of approximately $410 million;
  
  
• to pay the transaction costs and fund the reserve accounts associated with the securitized financing facility; and
  
  
• for general corporate purposes, which may include funding share repurchases by the Company.

The Company expects the Class A-1 Notes and the Class A-2 Notes transaction to close on or around December 15, 2025, subject to satisfaction of various closing conditions. There can be no assurance regarding the timing of closing or that the sale of the Class A-2 Notes and the Class A-1 Notes will be completed.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Class A-1 Notes, the Class A-2 Notes or any other security. The Class A-2 Notes to be offered have not been, and will not be, registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933.

About Planet Fitness

Founded in 1992 in Dover, NH, Planet Fitness is one of the largest and fastest-growing franchisors and operators of fitness centers in the world by number of members and locations. As of September 30, 2025, Planet Fitness had approximately 20.7 million members and 2,795 clubs in all 50 states, the District of Columbia, Puerto Rico, Canada, Panama, Mexico, Australia and Spain. The Company's mission is to enhance people's lives by providing a high-quality fitness experience in a welcoming, non-intimidating environment, which we call the Judgement Free Zone®. More than 90% of Planet Fitness clubs are owned and operated by independent business men and women.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the federal securities laws, which involve risks and uncertainties. Forward-looking statements include the Company's statements with respect to expected use of proceeds from the sale of the Class A-2 Notes, potential share repurchases and other statements, estimates and projections that do not relate solely to historical facts. Forward-looking statements can be identified by words such as "anticipate," "expect," "intend," "may," "potential," "will," and similar references to future periods, although not all forward-looking statements include these identifying words. Forward-looking statements are not assurances of future performance. Instead, they are based only on the Company's current beliefs, expectations and assumptions regarding the future of the business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company's control. Actual results and financial condition may differ materially from those indicated in the forward-looking statements. Important factors that could cause our actual results to differ materially include risks and uncertainties associated with the Company's ability to consummate the refinancing transaction on terms acceptable to the Company or at all, capital markets conditions, the Company's substantial increased indebtedness as a result of the transaction and its ability to incur additional indebtedness or refinance that indebtedness in the future, the Company's future financial performance and the Company's ability to pay principal and interest on its indebtedness, competition in the fitness industry, competition in the fitness industry, the Company's and franchisees' ability to attract and retain members, the Company's and franchisees' ability to identify and secure suitable sites for new franchise clubs, changes in consumer demand, changes in equipment costs, the Company's ability to expand into new markets domestically and internationally, operating costs for the Company and franchisees generally, availability and cost of capital for franchisees, acquisition activity, developments and changes in laws and regulations, our substantial increased indebtedness as a result of our refinancing and securitization transactions and our ability to incur additional indebtedness or refinance that indebtedness in the future, our future financial performance and our ability to pay principal and interest on our indebtedness, our corporate structure and tax receivable agreements, failures, interruptions or security breaches of the Company's information systems or technology, general economic conditions and the other factors described in the Company's annual report on Form 10-K for the year ended December 31, 2024, the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2025, as well as the Company's other filings with the Securities and Exchange Commission. In light of the significant risks and uncertainties inherent in forward-looking statements, investors should not place undue reliance on forward-looking statements, which reflect the Company's views only as of the date of this press release. Except as required by law, neither the Company nor any of its affiliates or representatives undertake any obligation to provide additional information or to correct or update any information set forth in this release, whether as a result of new information, future developments or otherwise.

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SOURCE Planet Fitness, Inc.

FAQ

What did Planet Fitness (PLNT) announce about the $750M securitized facility on Dec 5, 2025?

Planet Fitness priced $750M of Series 2025-1 Class A-2 fixed-rate senior secured notes in two tranches, expected to close around Dec 15, 2025.

What are the tranche sizes and interest rates for PLNT's Class A-2 notes?

The Class A-2 notes consist of $400M (5-year at 5.274%) and $350M (7-year at 5.649%), payable quarterly.

How will Planet Fitness (PLNT) use proceeds from the $750M Class A-2 notes?

Proceeds will repay the Series 2022-1 Class A-2-I (≈$410M outstanding as of Sep 30, 2025), cover transaction costs and reserves, and fund general corporate purposes, including possible share repurchases.

When will PLNT's Class A-1 and Class A-2 notes transactions close and is the timing certain?

The company expects the transactions to close on or around Dec 15, 2025, but stated there is no assurance regarding timing or completion.

Will Planet Fitness (PLNT) add a variable funding note facility with the new financing?

Yes; the company expects to enter a $75M variable funding note facility in addition to the existing $75M Class A-1 facility.

Did Planet Fitness (PLNT) have outstanding borrowings under its prior variable funding facility as of Sep 30, 2025?

No; as of Sep 30, 2025 there were no borrowings outstanding under the existing variable funding notes facility.