Notes and Disclosures

All Notes are taken from the 2016 Anytime Fitness Franchise Disclosure Document.

Item 7

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TYPE OF EXPENDITURE (Note 1) ANYTIME FITNESS ANYTIME FITNESS EXPRESS METHOD OF PAYMENT WHEN DUE TO WHOM PAYMENT IS TO BE MADE
Initial Franchise/ Development Fee $20,000 to $37,500 (Note 2) $15,000 to $19,000 (Note 2) Lump Sum When You Sign Your Franchise Agreement Us
Travel and Living Expenses While Training (Note 3) $2,900 to $3,100 $2,900 to $3,100 As Incurred Before and During Training Vendors (e.g. travel, hotel, restaurants)
Real Estate and Improvements $12,000 to $299,000 (Note 4) $8,000 to $194,000 (Note 4) As Incurred As Incurred Third Parties
Fitness Equipment $4,200 to $23,000 (Note 5) $2,900 to $12,500 (Note 5) Lump Sum Before Issuing Order for the Equipment Us or Vendors
Tanning Equipment $0 to $1,300 (Note 5) $0 to $1,300 (Note 5) Lump Sum Before Issuing Order for the Equipment Vendors
Virtual Programming Kiosk $0 to $1,000 $0 Lump Sum Before Issuing Order for the Equipment Vendors
Global Access Equipment $3,825 to $14,200 (Note 5) $3,700 to $12,100 (Note 5) Lump Sum Before Issuing Order for the Equipment Vendors
First Aid Equipment $1,000 to $1,600 (Note 6) $1,000 to $1,600 (Note 6) As Incurred As Incurred Vendors
Interior Signs (Note 7) $110 - $5,000 $100 - $5,000 Lump Sum Before Opening Us or Vendors
Outside Signs (Note 7) $110 to $9,000 $110 to $9,000 As Incurred Before Opening Us or Vendors
Miscellaneous Opening Costs (Note 8) $1,900 to $2,700 $1,400 to $2,100 As Incurred As Incurred Vendors
Pre-Sale / Grand Opening Advertising $8,000 to $13,000 (Note 9) $8,000 to $13,000 (Note 9) As Incurred Within 30 Days of Opening Vendors
Insurance (Note 10) $2,500 to $2,800 $2,200 to $2,400 Lump Sum Before Opening Vendors
Supplies and Furniture $4,200 to $6,400 $4,200 to $6,400 As Incurred Before Opening Vendors
Legal and Accounting Expenses $500 to $4,500 $500 to $4,500 As Incurred Before Opening Vendors
Additional Funds - 3 Months (Notes 11 and 12) $40,000 to $66,000 $30,000 $50,000 As Incurred As Incurred Suppliers, Utilities, etc.
Total: $101,245 to 490,100 (Note 13)  $80,020 to $336,000 (Note 13)      

This table relates to the estimated initial investment for a start-up fitness center.

Notes:

(1) None of these payments are refundable.

(2) The Initial Franchise Fee is generally $37,500 for an Anytime Fitness center franchise. The Initial Franchise Fee for an Anytime Fitness Express franchise is generally $19,000. However, we discount these fees in certain specific circumstances. All these discounts are described in Item 5.

(3) The person you designate as the “Principal Operator” of your business must attend mandatory training in Woodbury, Minnesota or such other place we designate. In addition, if your Principal Operator is not a Principal Owner, then a Principal Owner must also attend and complete this training to our satisfaction before you open your Anytime Fitness center. While we do not charge you for this training, you do have to pay your travel and living expenses while you attend the training. Your actual cost will vary, depending on the distance to be traveled, your method of travel, and your personal circumstances. You must also take a fitness training and coaching webinar from one of our approved vendors prior to attending initial training. You must pay the cost of that webinar, currently $180.

(4) Our estimate for initial expenses for real estate and improvements assumes you will lease space for your Anytime Fitness center. If you open an Anytime Fitness center, you should have at least 3,500 square feet, and we recommend that you not have more than 6,000 square feet for your center. Rent for these locations will typically vary from $10.00 to $35.00 per square foot per year. An Anytime Fitness Express center would generally have 1,500 to 4,000 square feet. Rent for these locations will typically vary from $4.00 to $20.00 per square foot per year. All our estimates are based on these assumptions. Our franchise model is based on minimizing overhead expenses, including real estate costs. Costs will vary in relation to the physical size and location of the fitness center. A lower cost center is one that would require fewer leasehold improvements and fewer equipment expenditures. The lower estimates assume the landlord will cover many of the leasehold improvement costs, as well as free rent. You may also need to provide a security deposit and a personal guaranty of the lease. Moderate and higher cost fitness centers may require extensive interior renovations and additional equipment. The above figures do not include extensive renovations. However, we assumed the general contractor will include permitting fees in the construction costs.

If you are receiving a leasehold improvement allowance from your landlord, the landlord may require you show them that you paid for the leasehold improvements before giving you the money. We have a program that will provide a short term loan to qualified franchisees when that happens so that you can pay for those improvements, pending receipt of money from your landlord. The maximum amount we will finance for any franchisee is $150,000. We require you pay us a 6% origination fee, but we do not charge interest on the loan, unless it is in default. The loan must be repaid at the earlier of (i) when the landlord pays the tenant improvement money, (ii) 90 days after the last cash distribution is made to you under the loan documents, or (iii) 30 days after you open your Anytime Fitness Center. See Item 10 for additional details.

(5) Our estimate for equipment assumes you lease all the equipment. The estimate therefore covers only the security deposit and other up‑front costs. The total cost of equipment will vary depending on various factors, including whether you purchase or lease the equipment, and what equipment you obtain. Our affiliate, ProVision, offers to finance the operating system for your center through a lease having a term of between 12 and 36 months. See Item 10 for additional details.

If you choose not to lease your equipment or leasing is not available, your initial investment for fitness equipment, tanning equipment, and operating systems (not including monitoring costs), will increase to:

Anytime Fitness Anytime Fitness Express
Exercise Equipment $100,000 to $150,000 $70,000 to $90,000
Tanning Equipment Approximately $10,000 Approximately $5,000
Operating System $17,000 to $25,000 $16,000 to $20,000

If you purchase this equipment, the amount of Additional Funds for the 3 months operating expenses would also be adjusted to reflect that you will not make 3 monthly equipment lease payments, but your total initial investment will be substantially higher than we have estimated. Some costs will vary in relation to the physical size of the fitness center and whether you purchase from our recommended sources or from others. Exercise equipment includes fitness equipment, security devices, access equipment, televisions and/or stereo, durable floor pads, decorations and fixtures.

(6) We require you have an automated external defibrillator. This equipment will generally cost between $1,000 and $1,400. In some areas, you may be required to have additional first aid supplies, and our high estimate covers the cost of these supplies.

(7) Our low estimate for signage assumes you finance the signage, with a 10% down payment, and a minimum signage package. The total cost of the signage will vary depending on various factors, including the size of your location, and local zoning requirements.

(8) This amount includes utility costs and licensing fees.

(9) Some franchisees, particularly people who sign Area Development Agreements to control an entire market, may spend more than $13,000 per center for grand opening advertising because they believe they will receive a return on that investment.

(10) You will need to purchase and maintain in effect at all times during the term of the Franchise Agreement a policy or policies of insurance, naming us and our affiliates as additional insureds on the face of each policy. You must have and maintain general liability insurance with complete operations coverage, broad form contractual liability coverage, property damage all with current minimum limits of $1,000,000 per person and $1,000,000 per occurrence, $3,000,000 in the aggregate, and other insurance in the types and amounts as we may require or as required by law. The insurance policy must be written by a carrier who has a minimum rating acceptable to us. Our insurance estimate assumes that you will personally operate your Anytime Fitness center and have no employees. Therefore, the estimates do not include premiums for worker’s compensation insurance, employer’s liability insurance or automobile liability insurance. Your insurance costs may be substantially higher if you have to buy employer’s liability insurance, automobile liability insurance, or any other insurance required by your landlord. Before you make a decision to purchase the franchise, you should confirm that insurance is available for a fitness center of the type you intend to operate, given that you will not staff the premises all of the time.

(11) This estimates your initial startup expenses during the initial 3 months. This amount includes the cost of obtaining a bond for your business, which you are required to purchase from our designated surety bond vendor to secure your obligations to pre-paid members. Some state laws also require the purchase of a bond. Because the requirements vary by state, and may depend on your net worth, we cannot estimate the amount you will need to obtain a bond, or the assets you may need to collateralize that bond.

(12) These figures are estimates and we cannot guarantee that you will not have additional expenses starting the business. We recommend that you have additional funds available to you to fund your business. Your costs will depend on factors such as: how the business is staffed, your sales and management skills, experience and business acumen; local economic conditions; the local market for your services; competition; the ability to obtain favorable real estate and equipment rates. These costs do not include any payroll or owners draw amounts and assumes you will work full-time at your Anytime Fitness center.

(13)  These figures are estimates based on our experience in establishing and operating Anytime Fitness centers in the last 3 years.  Your actual expenses of establishing and operating this business could vary significantly from these estimates.  It is possible to significantly exceed costs in any of the areas above.  Some states have laws that require staffing or operational requirements that will significantly increase the amounts you will have to spend to open and operate your Anytime Fitness center.  If your state requires you to have someone on the premises full-time or additional equipment on the premises, these costs may increase by $5,000 or more a month.  You should review these figures carefully with a business and a legal advisor before making any decision to purchase the franchise.  Except as specifically stated, we do not offer financing for any part of the initial investment.  The availability and terms of financing will depend on factors like the availability of financing generally, your credit worthiness, your relationship with local banks, your experience in the fitness industry, and any additional collateral you may offer to a lender to secure the loan.  Our estimates do not include any finance charges, interest or debt service obligations.

Item 19

The FTC’s Franchise Rule permits a franchisor to provide information about the actual or potential financial performance of its franchised and/or franchisor-owned outlets, if there is a reasonable basis for the information, and if the information is included in the Disclosure Document. Financial performance information that differs from that included in Item 19 may be given only if: (1) a franchisor provides the actual records of an existing outlet you are considering buying; or (2) a franchisor supplements the information provided in this Item 19, for example, by providing information about possible performance at a particular location or under particular circumstances.

STATEMENT OF ANNUAL PROJECTED REVENUES AND EARNINGS
FOR AN ANYTIME FITNESS CENTER

The following are statements of projected annual revenues and earnings for a franchised Anytime Fitness center. These projections are for an Anytime Fitness center that has been in operation for at least 12 months. They assume that at the end of the first year you have a fixed number of memberships, and, even though most of our clubs continue to increase their memberships after the first year, that you remain at that level for the entire year, adding as many new members as the number of members that leave. (During the first year, it will take you time to build your member base.) We have listed below 3 projections, one based on a center having 500 members, one based on 853 members, and one based on 1,150 members. They are based on revenue information provided to us by our proprietary software and designated billing processor for our franchisees in the United States in 2015, and on the 29 Anytime Fitness centers that we or our affiliates operated in the United States during all of 2015.

The first example, for a 500-member club, is intended to give you an idea of the revenues, expenses and projected income of a club that performs well below our average, but is still profitable. Of the 1,934 Anytime Fitness clubs open for at least 12 months as of February 29, 2016, 1,656 (86%) had an average of over 500 members in the 12 months ended on February 29, 2016. The 853-member example will give you an idea of the revenues, expenses and income of a club that is able to maintain throughout the year the same number of members as the average number of members we had in our clubs that were open for at least 12 months as of February 29, 2016. Of the 1,934 Anytime Fitness clubs open for at least 12 months as of February 29, 2016, 775 (40%) had an average of over 853 members in the 12 months ended on February 29, 2016. The 1,150-member example gives you an idea of the revenues, expenses and profitability of a high achieving club. Of the 1,934 Anytime Fitness clubs open for at least 12 months as of February 29, 2016, 294 (15%) had an average of over 1,150 members in the 12 months ended on February 29, 2016.

The assumptions we made in compiling these projections are detailed following the projections. Any change in these assumptions would require material alterations to the projections.

500 Members

853 Members

1,150 Members

Revenues1

Enrollment Fee2

$13,000

$22,200

$29,900

Membership Fees3,4

$188,300

$321,300

$433,100

Vending Revenues5

$1,500

$2,600

$3,500

Personal Training6

$52,900

$90,300

$121,800

Total Revenues7

$255,700

$436,400

$588,300

Operating Expenses1

Rent8

$91,600

$91,600

$91,600

Equipment Lease9

$46,100

$46,100

$46,100

Personal Training Expenses6

$31,700

$54,200

$85,300

Royalties

$6,600

$6,600

$6,600

Processing/Credit Card Fees10

$10,400

$17,800

$23,900

Bad Debt11

$6,200

$10,600

$14,300

Utilities12

$19,500

$19,500

$19,500

Insurance

$2,600

$2,600

$2,600

Proximity Cards2, 3

$1,500

$2,600

$3,500

Advertising Funds13

$3,600

$3,600

$3,600

Local Advertising14

$6,000

$8,700

$11,000

Anytime Health Fees15

$2,700

$2,700

$2,700

Vending Products5

$500

$800

$1,100

Maintenance

$7,000

$11,900

$16,100

Global Access Fee16

$3,000

$3,000

$3,000

Healthy Contribution Fees17

$300

$600

$800

Member Management and PT Software Fees18

$2,100

$2,100

$2,100

Virtual Fitness Program

$1,800

$1,800

$1,800

Miscellaneous19,21

$8,600

$13,900

$18,400

Total Operating Expenses

$252,200

$301,100

$354,400

Income Before Salaries, Depreciation, Interest, Taxes and Debt Expense20

$3,500

$135,300

$233,900

Manager Salary and Payroll Costs20

$35,000

$45,000

Income Before Depreciation, Interest, Taxes and Debt Expense20,21,22

$3,500

$100,300

$188,900

These figures are only estimates of what we think you can earn based on the assumptions described below. Your results may differ. There is no assurance that you will sell as many memberships or earn as much.

These figures were prepared without an audit. Prospective franchisees or sellers of franchises should be advised that no certified public accountant has audited these figures or expressed his/her opinion with regard to the content or form.

NOTES AND ASSUMPTIONS

  1. We rounded revenues and expenses to the nearest $100.
  2. In projecting enrollment fee revenues and the cost of proximity cards, we assumed that 47% of your members would be replaced through attrition, and that the average enrollment fee you charge is $49. The attrition rate is based on the average rolling 12-month attrition of membership contracts of 12 months or longer at Anytime Fitness clubs that have been open 12 months or longer and measures net transfers out of the Anytime Fitness® system.
  3. In projecting membership revenues, we had to make certain assumptions regarding the types of memberships you will sell in your center and the prices you will charge for each type of membership. The membership numbers above consist of members paying monthly fees under a membership agreement with you, as well as “pay per visit” members, for which you are paid a dollar amount per visit to your center. Based on reports from our designated processor and data reported to us by our clubs, the average monthly membership fees paid under each membership agreement to our Anytime Fitness franchisees was $35.00 per member in the 12 months ended on February 1, 2016, for clubs that were open for 12 months or more as of February 29, 2016. These clubs had an average of 739 members who joined as monthly members. Based on the data reported to us by our designated processor and data reported to us by our clubs, the average “pay per visit” member fees paid to our Anytime Fitness franchisees was $7.95 per member per month in the 12 months ended on February 1, 2016, for clubs that were open for 12 months or more as of February 29, 2016, and these clubs had an average “pay per visit” member count of 114 members in the 12 months ending on February 29, 2016. However, membership rates will vary significantly between clubs, depending upon what you elect to charge, how your rates are affected by competition, the number of members you have who add tanning memberships, the number of couples memberships you sell, and the number of memberships you sell that receive corporate discounts, and we do not represent that any franchisee can expect to attain any particular level of sales.
  4. Under the 2010 Affordable (Health) Care Act, you are required to collect sales taxes on tanning services, and remit those taxes to the Internal Revenue Service. We assumed that you will collect the tax and pay it to the taxing authorities, which has no effect on your bottom line, and that tanning sales will not be impacted by this new tax.
  5. It is up to you to determine whether you offer vending machines in your center, the products you place in those machines and the vending prices. The amounts we have projected for vending revenue reflect the per membership revenues we receive from vending. We also do not tell you the sources from which you can purchase vending products. We assumed you would purchase your vending products from a warehouse seller such as Sam’s Club, and that you pick up these items. If you go to other sources, or have these products delivered, your expenses will likely be higher.
  6. Most of our clubs hire personal trainers to provide personal training services to their members. Members pay the trainers, and our franchisees typically collect a percentage of what the trainers receive. (In some cases, franchisees charge trainers a monthly rental, and allow them to keep all or a greater share of the training revenues they receive.) We have projected training revenues equal to $105.89 per member per year. These numbers are based on personal training revenues received by our corporate clubs offering personal training services that were open for all of 2015. We believe that this is consistent with the average for all our franchisees, but many franchisees do not report their training revenues to us. Compensation models for trainers vary widely. In the 500 and 853 member models, we projected that personal training expenses, including compensation to your personal trainers, equal 60% of your personal training revenues. We did not include Personal Training Suite Fees as an expense because we do not currently require you to use the Personal Training Suite. Our clubs that utilize the personal training programs that make up the base of our current Personal Training Suite generally experience higher personal training revenues than presented above. Once personal training revenues reach a certain level, some of our clubs have added a Member Experience Manager to oversee the personal training program. Therefore, in the 1,150 member model, we assumed you have this additional expense and therefore projected personal training expenses at 70% of personal training revenue. If you perform all or a portion of the training services yourself, this would increase your income from operating your center.
  7. There are other revenue sources we have not included. For example, we have recommended that our clubs charge members $1 a month for membership in Anytime Health. While we included in expenses the fees you pay us for each member (which we cap at $225 a month), since the majority of our clubs have elected not to separately charge their members for these memberships, we did not include them in revenues. Likewise, we recommend that our franchisees charge members a club enhancement fee of $29-$39 per year that must be used to purchase new equipment and upgrade their club. While a significant number of our clubs are charging these fees, we have not included these fees in revenues because we also did not include in your expenses the cost of purchasing new equipment or upgrading your facilities.
  8. Your rent can vary significantly depending on the size and location of your center. However, in our experience, the number of members you have does not necessarily correlate to the size of your center. Our projections therefore assumed that the center had 4,950 square feet, and that the gross rent paid was $18.50 per square foot per year. If you have a larger center, or you pay more for rent, your rent expense could increase significantly.
  9. This amount assumes that you have a center with 4,950 square feet and 1,000 square feet within the center is reserved for functional training containing no large exercise machines (such as treadmills or elliptical machines). We assume you will purchase $130,000 in equipment and enter into a 3 year lease purchase agreement for your equipment, paying approximately 15% down, and financing the balance. (Larger centers or centers with less functional training space will typically have more equipment. See Item 7 for additional information about the range of initial investment for equipment and improvements.) Our projection assumes an interest rate of 10% per annum. We also assumed you are required to pay sales tax of 6 5/8% on these lease payments. These numbers will likely be different for each franchisee, as you may decide to make more of a down payment (which would lower your payments), you may decide to finance your equipment over a longer period of time (which will also lower your payments), you may have to pay a higher interest rate (which would increase your payments), and your sales tax may be higher or lower than 6 5/8%. In our company-owned centers, we typically purchase these assets without leasing.
  10. Processing and credit card fees will vary depending on how many members prepay their membership fees, how many pay by credit card, and the credit card they use. In our experience, costs for these services generally average about 5% of your membership fees and 1.5% on enrollment fees and personal training fees.
  11. We assumed you would have 3.3% bad debt on your membership fees. This is consistent with the bad debt experience for our franchisees in 2015 as reported to us by our designated billing processor.
  12. This amount includes gas, electric, water, cable, Internet and telephone. It does not include expenses for an answering service because we assume you will forward your calls to you or a manager to answer during unstaffed hours. It assumes utilities average $3.93 per square foot. This is based on expenses reported by our corporate clubs in 2015.
  13. This amount is based on our current requirement that you contribute $300 per month to our General Advertising Fund.
  14. We expect you to spend at least $6,000 per year for advertising. Our projection assumes your spending on local advertising increases more as you have more members.
  15. As noted in footnote 7, you will be selling Anytime Health memberships for us, and you keep everything you charge for those memberships above $0.50 for individual members. However, the maximum amount you must pay us each month for these memberships is $225 (and $675 if you own 3 or more centers).
  16. In some states, you will also be required to pay sales tax on these fees. We have not included those sales taxes because they are payable in only a handful of states.
  17. These fees represent an estimate of the initial and ongoing Healthy Contributions program fees you will incur for your monthly members if you participate in the Healthy Contributions Reimbursement Programs. They are based on the actual reports of the Anytime Fitness centers participating in the Healthy Contributions programs for the last 6 months of 2015. The average total fees per club for that period was $0.58 for each member participating in a Healthy Contributions program.
  18. Our revenue projection assumes that you use the Club OS member management and Personal Training Suite. Thus, we have also assumed expenses of $179 per month for the member management software. (If you have 3 or more centers, these fees will actually be reduced to $149 per month for all centers.)
  19. Miscellaneous includes janitorial services, legal and accounting fees, cell phone, supplies, licenses, 1 registration to our Annual Conference and minimum travel expenses to attend that conference, and other similar items. Many of these costs can vary significantly depending on the location of your center and the time you spend looking for the best possible cost on these items. The projections are consistent with the experience of our company owned centers.
  20. The low projection assumes you act as manager of your center and do not receive a separate salary. As your business grows, you may wish to hire a manager to oversee some or all of the club operations. Some states or municipalities may require you have an employee on premises whenever your center is open. We are assuming you would pay that manager $2,000 per month, plus commissions and limited benefits, so that with payroll costs, the total cost for a manager will be $35,000 a year. This is consistent with what we understand to be the average compensation our franchisees pay their managers. In the 1,150 member projection, we assumed the manager would receive a salary of $2,500 per month, plus commissions and benefits. Except as noted in footnote 6, the projections assume you do not hire any other employees to help you and assume you oversee some of your club operations. If you are an absentee-owner, or you operate in a location that requires the center to be staffed at all times, your expenses will increase significantly because you will have to pay salaries and benefits to employees. In our company-owned centers, we do pay a manager, or a management fee, to somebody to oversee the centers for us. Thus, we had additional expenses for wages or management fees.
  21. Because each location is different, actual revenues, expenses and income will vary at each location. We do not represent that any franchisee can expect to attain the revenues or income shown in these statements. Also, because these statements are for a second year of operation, results for a new franchisee are likely to differ from the results shown in the projections.
  22. We also recommend that you set aside at least $500 per month to defray the cost of remodeling and acquiring new equipment for your Anytime Fitness center as a condition to renewing your franchise. We have not deducted these amounts from the projected income because (i) these are still your monies and therefore it would not affect your profitability to set the amounts aside, and (ii) we recommend that you charge your members a club enhancement fee that will generate these amounts and we did not include the club enhancement fees in the projected revenues.

We gave you information above about the number of all our centers that were open for at least 12 months as of February 29, 2016. We or our affiliates operated 29 of those centers for the entire 12 months ended February 29, 2016. 27 of those 29 centers (93%) exceeded the membership number in the first (500 members) column, 25 (86%) exceeded the revenue projection in this column, and 24 (83%) exceeded the EBITDA projection in this column. 17 of those 29 centers (59%) exceeded the membership number in the second (853 members) column, 13 (45%) exceeded the revenue projection in this column, and 13 (45%) exceeded the EBITDA projection in this column. 5 of those 29 centers (17%) exceeded the membership number in the third (1,150 members) column, 5 (17%) exceeded the revenue projection in this column, and 8 (28%) exceeded the EBITDA numbers in this column. Because our franchisees are not required to give us this level of detail as to their revenues and expenses, we cannot tell you how many of our franchisees exceeded the projected revenues or projected EBITDA.