[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section covers unaudited financial statements, management's analysis, market risk, and internal controls [Item 1. Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents Xponential Fitness's unaudited condensed consolidated financial statements and detailed notes for Q2 2022 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to $463.2 million as of June 30, 2022, driven by higher current assets and intangibles, while stockholders' deficit decreased Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash, cash equivalents and restricted cash | $29,267 | $21,320 | | Total current assets | $76,289 | $51,226 | | Goodwill | $169,073 | $169,073 | | Intangible assets, net | $142,670 | $136,863 | | **Total assets** | **$463,236** | **$415,544** | | **Liabilities & Equity** | | | | Total current liabilities | $85,934 | $65,893 | | Long-term debt, net | $126,823 | $127,983 | | Total liabilities | $368,583 | $349,123 | | Total stockholders' deficit | $(105,347) | $(210,469) | | **Total liabilities, redeemable convertible preferred stock and deficit** | **$463,236** | **$415,544** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company reported a net income of $31.5 million in Q2 2022, driven by 66.5% revenue growth and a non-cash gain from contingent consideration Statement of Operations Highlights (in thousands) | Metric | Q2 2022 | Q2 2021 | Six Months 2022 | Six Months 2021 | | :--- | :--- | :--- | :--- | :--- | | Total revenue, net | $59,560 | $35,775 | $109,922 | $64,840 | | Operating income (loss) | $36,142 | $(392) | $21,368 | $(613) | | Net income (loss) | $31,477 | $(8,001) | $16,298 | $(12,751) | | Net income (loss) attributable to Xponential Fitness, Inc. | $16,834 | $(8,001) | $9,315 | $(12,751) | | Diluted EPS | $0.50 | N/A | $0.26 | N/A | - A significant driver of operating income in Q2 2022 was a non-cash income of **$31.6 million** from 'Acquisition and transaction expenses (income)', which reflects a change in the fair value of contingent consideration[11](index=11&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities significantly improved to $26.2 million for the six months ended June 30, 2022, reflecting increased profitability Cash Flow Summary (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $26,194 | $510 | | Net cash used in investing activities | $(5,635) | $(2,113) | | Net cash provided by (used in) financing activities | $(12,612) | $10,507 | | **Net increase in cash, cash equivalents and restricted cash** | **$7,947** | **$8,904** | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes detail accounting policies, post-IPO structure, acquisitions, debt, lease accounting, and contingencies - The company operates a portfolio of **ten fitness brands** and completed its IPO on **July 23, 2021**, now operating as a holding company with a majority interest in XPO LLC[22](index=22&type=chunk)[24](index=24&type=chunk) - The company adopted the new lease accounting standard (Topic 842) on January 1, 2022, recognizing **$17.6 million** of right-of-use assets and a corresponding lease obligation of **$21.8 million**[51](index=51&type=chunk) - Acquisitions are a key part of the strategy, with **BFT** acquired in **October 2021** and **Rumble** in **March 2021**, involving cash, equity, and significant contingent consideration liabilities remeasured quarterly[63](index=63&type=chunk)[73](index=73&type=chunk)[79](index=79&type=chunk) - As of June 30, 2022, the company had **$131.7 million** in outstanding long-term debt under its Term Loan Facility, with quarterly principal payments required[99](index=99&type=chunk)[112](index=112&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q2 2022 financial performance, highlighting strong revenue growth, pandemic recovery, and key operational metrics [Overview and COVID-19 Impact](index=32&type=section&id=Overview%20and%20COVID-19%20Impact) The company, a leading global fitness franchisor, shows strong recovery from COVID-19, with members and visits surpassing pre-pandemic levels - As of June 30, 2022, the company had **2,123 studios** open in North America and **234 internationally**, with a total of **4,935 global franchise licenses** sold[183](index=183&type=chunk)[202](index=202&type=chunk) - The business has recovered significantly from the pandemic, with actively paying members and membership visits in Q2 2022 surpassing pre-pandemic levels (Q4 2019) by **39%** and **46%** respectively[189](index=189&type=chunk) [Key Performance Indicators and Non-GAAP Measures](index=35&type=section&id=Key%20Performance%20Indicators%20and%20Non-GAAP%20Measures) Key performance indicators show strong growth in Q2 2022, with system-wide sales reaching $249.8 million and Adjusted EBITDA increasing to $17.6 million Key Performance Indicators (Q2 2022 vs Q2 2021) | Indicator | Q2 2022 | Q2 2021 | | :--- | :--- | :--- | | System-wide sales | $249.8M | $172.0M | | Number of new studios openings globally, net | 128 | 77 | | Number of studios operating globally (cumulative) | 2,357 | 1,952 | | AUV (LTM as of period end) | $457k | $313k | | Same store sales | 25% | 129% | | Adjusted EBITDA | $17.6M | $8.3M | Adjusted EBITDA Reconciliation (in thousands) | Line Item | Q2 2022 | Q2 2021 | | :--- | :--- | :--- | | Net income (loss) | $31,477 | $(8,001) | | EBITDA | $39,721 | $5,722 | | Adjustments | $(22,085) | $2,612 | | **Adjusted EBITDA** | **$17,636** | **$8,334** | [Results of Operations Comparison](index=39&type=section&id=Results%20of%20Operations%20Comparison) Q2 2022 total revenue grew 66.5% to $59.6 million, with operating income significantly improving due to a non-cash gain on contingent consideration Revenue by Source - Three Months Ended June 30 (in thousands) | Revenue Source | 2022 | 2021 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Franchise revenue | $27,622 | $17,764 | $9,858 | 55.5% | | Equipment revenue | $12,381 | $4,755 | $7,626 | 160.4% | | Merchandise revenue | $6,753 | $4,509 | $2,244 | 49.8% | | Franchise marketing fund revenue | $4,937 | $3,314 | $1,623 | 49.0% | | Other service revenue | $7,867 | $5,433 | $2,434 | 44.8% | | **Total revenue, net** | **$59,560** | **$35,775** | **$23,785** | **66.5%** | - The increase in franchise revenue was driven by a **25%** increase in same-store sales and **405 new global studio openings** since June 30, 2021[220](index=220&type=chunk) - Selling, general and administrative (SG&A) expenses increased by **38.3%** to **$29.3 million** in Q2 2022, mainly due to higher equity-based compensation (**$4.0 million**) and legal expenses (**$3.0 million**)[227](index=227&type=chunk) - Interest expense decreased by **75.3%** to **$2.9 million** in Q2 2022, primarily due to a lower average debt balance and the absence of significant debt extinguishment costs incurred in Q2 2021[232](index=232&type=chunk) [Liquidity and Capital Resources](index=45&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains sufficient liquidity with $27.1 million in cash and $131.7 million in outstanding debt, supported by strong operating cash flow - The company held **$27.1 million** of cash and cash equivalents as of June 30, 2022, excluding **$2.2 million** of restricted cash[254](index=254&type=chunk) - The outstanding balance on the Term Loan Facility was **$131.7 million** as of June 30, 2022, with which the company was in compliance with related covenants[260](index=260&type=chunk)[264](index=264&type=chunk) Summary Cash Flow (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $26,194 | $510 | | Net cash used in investing activities | $(5,635) | $(2,113) | | Net cash used in/provided by financing activities | $(12,612) | $10,507 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company has indicated that this item is not applicable for this reporting period - Not applicable[273](index=273&type=chunk) [Item 4. Controls and Procedures](index=47&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2022, with no material changes to internal controls - Management concluded that as of June 30, 2022, the company's disclosure controls and procedures were **effective** at a reasonable assurance level[274](index=274&type=chunk) - **No material changes** to internal control over financial reporting occurred during the quarter ended June 30, 2022[275](index=275&type=chunk) [PART II. OTHER INFORMATION](index=48&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers legal proceedings, risk factors, equity sales, other information, and exhibits [Item 1. Legal Proceedings](index=48&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings, including a settled case and ongoing patent infringement claims related to an acquisition - A complaint filed by Get Kaisered Inc. was **settled in February 2022**, with the settlement amount paid in full in March 2022[170](index=170&type=chunk) - In relation to the **BFT acquisition**, the company is indemnifying the seller for **patent infringement claims**, with related claims still **pending in the U.S.** District Court for Delaware despite a favorable Australian ruling[171](index=171&type=chunk) [Item 1A. Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2021 - **No material changes** to the previously disclosed Risk Factors have occurred[279](index=279&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - None[281](index=281&type=chunk) [Item 5. Other Information](index=49&type=section&id=Item%205.%20Other%20Information) The company reported no other information for this item - None[284](index=284&type=chunk) [Item 6. Exhibits](index=50&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including certifications and Inline XBRL data files - Exhibits filed include **CEO and CFO certifications** and **XBRL data files**[286](index=286&type=chunk)

ЖРОПЕЙТІАЦ INVESTOR PRESENTATION JUNE 2022 lli ® IN G ( AI、T 9 W BFT 6 LEGAL DISCLAIMER The information contained in this presentation is provided solely for the purpose of acquainting the readers with Xponential Fitness, Inc. (the "Company," "Xponential" or "we") and its business operations, strategies and financial performance. This presentation and any accompanying oral statements is not an offer to sell nor is it a solicitation of any offer to buy any securities and conveys no right, title or interest i ...

Financial Data and Key Metrics Changes - Xponential Fitness reported net revenue of $50.4 million for Q1 2022, a 73% increase year-over-year from $29.1 million [13][35] - Adjusted EBITDA for the quarter was $14.4 million, representing 29% of revenue, compared to $3.6 million or 12% of revenue in the prior-year period [13][46] - North American systemwide sales reached $224.5 million, up 70% from $131.9 million in Q1 2021, marking a record for the company [34] Business Line Data and Key Metrics Changes - Franchise revenue increased to $25.5 million, up 85% from $13.8 million in the prior-year period, driven by higher royalties and franchise license fees [35] - Equipment revenue rose to $7.8 million, a 91% increase from $4.1 million, due to a higher number of equipment installations [36] - Merchandise revenue was $6.1 million, up 44% from $4.2 million, attributed to increased foot traffic and studio openings [37] Market Data and Key Metrics Changes - Active paying members and visitation rates in North America increased by approximately 60% and 45% year-over-year, respectively [10] - The average unit volume (AUV) in North America reached $477,000 in March 2022, rebounding to pre-COVID levels [11] Company Strategy and Development Direction - The company aims to increase its franchise studio base across all brands in North America and expand internationally, with a target of opening over 500 new studios in 2022 [15][50] - A partnership with LA Fitness allows Xponential to open studios within LA Fitness locations, with a commitment of 350 franchise locations over five years [16] - The company is also focusing on enhancing its digital offerings through platforms like XPASS and XPLUS to drive customer engagement and retention [20][24] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's resilience against macroeconomic pressures, noting that fitness is often viewed as a non-discretionary expense by consumers [12] - The outlook for 2022 includes expectations for total revenue between $201 million to $211 million, a 33% increase from 2021, and adjusted EBITDA projected to range from $67 million to $71 million [51][52] Other Important Information - The company ended Q1 2022 with 2,229 global studios, the highest in its history, and sold 260 franchise licenses globally [15] - The integration of BFT is on track, supporting the company's global growth trajectory [18] Q&A Session Summary Question: Breakdown of new studios opened in Q1 and expected for the year - About 75% of the 99 new studios opened in Q1 were domestic, with 25% international, primarily driven by BFT [55][56] Question: Revenue cadence and AUV expectations - Revenue is expected to scale throughout the year, with AUVs anticipated to continue climbing [58][59] Question: AUV recovery across brands - Brands like Club Pilates and StretchLab are setting new records for AUVs, while some younger brands are still in recovery [67][68] Question: Franchisee economics and cost inflation - Expenses have remained stable, with no significant increases in rent or labor costs observed [71][72] Question: Lululemon partnership details - The partnership includes a one-time payment, and the company is already selling Lululemon apparel [77][78] Question: Trends in member signups and engagement - New member signups are outpacing cancellations, indicating positive trends in studio performance [93] Question: Impact of macro pressures on franchise sales - Franchise sales may slow during a recession, but openings are expected to continue due to pre-contracted territories [100][101] Question: Engagement trends with XPASS - XPASS has attracted 15% new customers and re-engaged 60% previously inactive members [105][106]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q For the transition period from to Commission File Number: 001-40638 Xponential Fitness, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 84-4395129 (State or other jurisdiction of incorporation or organization) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) ...

Xponential Fitness Overview - Xponential Fitness operates in the boutique fitness industry, estimated to be over $20 billion[8] - The company has over 2,100 global studios open and over 4,400 global licenses sold[18] - System-wide sales reached $710 million in 2021, a 60% increase compared to 2020[18] - The total membership base is approximately 449,000, a 49% increase compared to 2020[18] Financial Performance and Growth - Xponential Fitness reported $155 million in revenue for 2021, with over 75% being recurring[56] - The company's Q4 2021 run-rate AUV (Average Unit Volume) was $446,000, a 56% increase compared to Q4 2020[18] - Same store sales increased by 41% in 2021[58] - Adjusted EBITDA for 2021 was $27 million[68] Expansion and Future Outlook - Xponential Fitness anticipates opening between 500 and 520 new franchised studios globally in 2022[89] - The company projects North American system-wide sales between $995 million and $1005 million in 2022[89] - Revenue for 2022 is projected to be between $201 million and $211 million[89] - Adjusted EBITDA is projected to be between $67 million and $71 million in 2022[89]

Impact of COVID-19 - The ongoing COVID-19 pandemic has significantly impacted the company's revenue generation, with franchisees temporarily closing almost all studios system-wide in mid-March 2020[148]. - Franchisees have experienced a decrease in net membership base due to the pandemic, adversely affecting royalty payments and overall financial performance[149]. - The company relies heavily on franchisees for timely royalty payments, and disruptions in their operations may materially affect cash flows and financial condition[149]. - New studio openings have been delayed due to social distancing and construction restrictions, impacting the company's growth strategy[150]. - The company may face increased operational costs due to regulatory restrictions related to the pandemic, such as mask and vaccine mandates[148]. - The uncertainty surrounding the pandemic's future impact on operations and financial performance remains high, with potential adverse effects on franchisees and overall business[154]. - The company may require additional capital to support business growth and objectives, which could be affected by the pandemic's impact on credit markets[152]. Financial Performance and Condition - The company incurred a net loss of $51.4 million, $13.6 million, and $37.1 million for the years ended December 31, 2021, 2020, and 2019, respectively, resulting in a total accumulated deficit of $643.8 million as of December 31, 2021[171]. - The company has total indebtedness of $134.2 million as of December 31, 2021[275]. - The company's substantial indebtedness could limit its ability to pursue growth strategies and may adversely affect financial condition[155]. - The company’s substantial level of indebtedness could limit its ability to pursue growth strategies and increase vulnerability to adverse economic conditions[276]. - The financial condition of XPO Holdings and its subsidiaries could limit their ability to make distributions, adversely affecting the company's liquidity and financial condition[292]. - The company may face adverse outcomes from audits of its income, sales, and other transaction taxes, which could negatively impact its financial condition and results of operations[286]. Franchise Operations and Challenges - As of December 31, 2021, the company had 1,556 franchisees operating 1,954 open studios in North America and nine master franchisees with 176 studios operating internationally[159]. - The company has 1,806 studios in North America contractually obligated to be opened under existing franchise agreements and 956 licenses to be sold internationally via master franchise agreements as of December 31, 2021[166]. - Franchisees face challenges in opening new studios, including availability and cost of financing, suitable studio locations, and competition for studio sites[161]. - Franchise agreements typically have a ten-year term, with no single franchisee accounting for more than 5% of total revenue, highlighting a diversified revenue stream[197]. - Franchisees may incur rising costs related to construction and maintenance, which could adversely affect the attractiveness of the franchise model[174]. - Franchisees may struggle to attract and retain customers, which could adversely affect the company's revenue from royalties and franchise fees[208]. Growth Strategy and Market Conditions - The company’s growth strategy relies on the ability to identify, recruit, and enter into agreements with a sufficient number of qualified franchisees[162]. - The company’s expansion into international markets is in early stages and may be affected by local economic and market conditions[170]. - The number of new studios that actually open may differ materially from the number of studio licenses sold, with historical termination rates of 302 licenses in North America[166]. - Opening new studios in close proximity to existing studios may negatively impact existing studios' revenue and profitability[179]. - The company operates in a highly competitive market with significant competition from other fitness studios, personal trainers, and online fitness services, which may intensify in the future[205][206]. Legal and Regulatory Risks - The company may face litigation risks related to franchisee operations, which could increase costs and negatively impact brand reputation[191]. - Compliance with various laws and regulations is critical, as failure to do so could result in fines, penalties, and a reduction in anticipated royalty or franchise revenue[213]. - The company may face significant risks related to compliance with anti-corruption and anti-money laundering laws, which could result in substantial civil and/or criminal fines[266]. - The company must comply with various health and fitness regulations, and failure to do so could delay studio openings and harm business operations[284]. Management and Governance - The company’s management team has limited experience managing a public company, which may affect its ability to meet regulatory obligations[267]. - The company is a "controlled company," with the Continuing Pre-IPO LLC Members holding a majority of the voting power, which may affect corporate governance[312]. - The company has opted out of certain corporate governance requirements, which may not provide the same protections to stockholders as other companies[312]. - Compliance with public company reporting requirements may strain resources and distract management, potentially impacting business operations[319]. Capital and Financing - The company may require additional capital for growth, which could lead to stockholder dilution if raised through equity or convertible debt securities[257]. - The Convertible Preferred stock requires the company to pay a quarterly cash dividend of 6.5% or increase the liquidation preference at a rate of 7.5% in lieu of cash dividends, impacting the ability to pay dividends on Class A common stock[289]. - The company relies on distributions from XPO Holdings, in which it holds a 62% ownership interest, to cover taxes, expenses, and potential dividends[291]. - Payments under the TRA may exceed actual cash tax savings, potentially impacting liquidity[303]. Operational Risks - The company is highly dependent on key personnel, particularly the CEO, and the loss of such individuals could impair operational management and competitive ability[199]. - The company relies heavily on information systems provided by a single supplier, and any failure in these systems could disrupt operations and damage reputation[222]. - A cybersecurity breach could result in significant liability, costly litigation, and damage to the company's reputation[227]. - The company and its franchisees depend on third-party service providers to protect their systems against security breaches, which could lead to operational delays and reduced efficiency[225]. Consumer Behavior and Market Trends - Shifts in consumer behavior towards in-home fitness solutions may reduce demand for in-person fitness classes, adversely impacting the company's business[156]. - The company's success depends on its ability to anticipate and satisfy changing consumer preferences in health, fitness, and wellness, with potential impacts on revenue if new offerings are not accepted[210]. - Macroeconomic conditions, including inflation and unemployment, could adversely affect discretionary spending and demand for the company's services and products[198]. Miscellaneous Risks - The company faces potential health and safety claims related to customer injuries at studios, which could adversely affect its reputation and financial condition[221]. - The company has identified material weaknesses in internal controls over financial reporting for the years ended December 31, 2020, and 2019, which have since been remediated as of December 31, 2021[327]. - The company has experienced fluctuations in quarterly results and operating metrics, making future performance difficult to predict[249]. - The use of social media poses risks to the company's reputation, as negative commentary can spread quickly and impact consumer perception[255].

Xponential Fitness, Inc. (NYSE:XPOF) Q4 2021 Earnings Conference Call March 3, 2022 4:30 PM ET Company Participants Anthony Geisler – Chief Executive Officer Sarah Luna – President John Meloun – Chief Financial Officer Kimberly Esterkin – Investor Relations Conference Call Participants Randy Konik – Jefferies Brian Harbour – Morgan Stanley Alex Perry – Bank of America Joe Altobello – Raymond James Peter Keith – Piper Sandler Jonathan Komp – Baird George Kelly – Roth Capital Operator Greetings, welcome to th ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40638 Xponential Fitness, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 84-4395129 (State or other jur ...

Financial Data and Key Metrics Changes - For Q3 2021, Xponential Fitness reported net revenues of $40.9 million, a 60% increase year-over-year [11] - Adjusted EBITDA was $6.8 million, representing 17% of revenue, compared to $1.5 million or 6% in the prior year [11][67] - North American system-wide sales reached $192.4 million, up 93% from $99.6 million in Q3 2020, marking the highest system-wide sales quarter ever [46] Business Line Data and Key Metrics Changes - Franchise revenue was $20 million, up 68% from $11.9 million in Q3 2020, driven by higher royalties as system-wide sales grew [49] - Equipment revenue increased to $6.8 million, a 39% rise from $4.8 million in the prior year, attributed to a higher concentration of installs within equipment-intensive brands [50] - Merchandise revenue reached $4.9 million, up 35% from $3.6 million, primarily due to increased foot traffic in studios [51] Market Data and Key Metrics Changes - Actively paying members and visitation increased by approximately 60% and 70% year-over-year, respectively [12][45] - North American same-store sales rose 65% from the prior year, reflecting improved membership as pandemic restrictions eased [48] Company Strategy and Development Direction - The company aims to expand its franchise system, with over 1,600 licenses contractually obligated to open in North America, potentially doubling the studio count [24] - A disciplined M&A strategy is in place, with the recent acquisition of BFT, adding over 130 franchise studios across multiple countries [26][29] - A partnership with LA Fitness allows for the exclusive right to expand Xponential Fitness brand studios, with a commitment to develop a minimum of 350 franchise locations over five years [34][35] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the recovery of the fitness industry, noting that the past quarter was akin to a grand reopening [12] - The company expects to see continued growth in the fourth quarter, driven by the acquisition of BFT and the partnership with LA Fitness [13][39] - Management anticipates that adjusted EBITDA will range from $25 million to $26 million for the full year, representing a 160% year-over-year increase at the midpoint of guidance [73] Other Important Information - The company is committed to refranchising or shutting down non-strategic corporate-owned studios by year-end, aiming to hold only a small number of strategic transition studios [54] - Cash and equivalents as of September 30, 2021, were $25.5 million, up from $11.3 million at the end of 2020 [69] Q&A Session Summary Question: Perspective on the future of in-person boutique fitness versus at-home fitness - Management believes that in-person fitness will remain strong as people enjoy communal workouts, and the company is prepared for an omni-channel approach [80][82] Question: Expansion strategy with LA Fitness and potential for other gym partnerships - The exclusive partnership with LA Fitness is seen as a significant opportunity, and while other brands may follow suit, LA Fitness's scale makes it a unique collaboration [85][86] Question: Impact of BFT acquisition on domestic growth and competition - The acquisition of BFT is expected to enhance growth, with management noting that BFT has performed well in a competitive market [96][97] Question: Guidance for studio openings and revenue expectations - The company raised its guidance for studio openings and revenue, with expectations for continued growth driven by existing brands and new partnerships [110][112] Question: Competitive landscape and potential for closures in the industry - Management remains optimistic about their competitive advantages and does not foresee significant closures among competitors, emphasizing their unique offerings [131][132]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 WASHINGTON, DC 20549 For the transition period from to Commission File Number: 001-40638 Xponential Fitness, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 84-4395129 (State or other jurisdic ...