Life Time Fitness Announces Third Quarter 2010 Financial Results

Company Reports Revenue Growth of 11.2% and Earnings Per Diluted Share of $0.57 for the Quarter

CHANHASSEN, Minn.--(BUSINESS WIRE)-- Life Time Fitness, Inc. (NYSE:LTM) today reported its operating results for the third quarter ended September 30, 2010.

Third quarter 2010 revenue grew 11.2% to $238.3 million from $214.3 million during the same period last year. Net income for the quarter was $23.4 million, or $0.57 per diluted share, versus $20.6 million, or $0.51 per diluted share, for 3Q 2009. For the nine months ended September 30, 2010, revenue grew 8.8% to $689.2 million from $633.3 million during the same period last year. Net income for the same period was $63.1 million, or $1.55 per diluted share, compared to $54.0 million, or $1.36 per diluted share, for the first nine months of 2009.

"We are pleased with our third quarter financial results," said Bahram Akradi, Life Time Fitness chairman, president and chief executive officer. "In particular, our strong in-center revenue and same center sales performance, and improvement in member retention, were driven by the continued investments we are making in our member connectivity initiatives and expanded program offerings. Moving forward, further differentiating and expanding our member value proposition will remain a key area of focus. This will occur through enhanced program and service offerings intended to increase member acquisition and retention within the challenged consumer environment we expect to see for the foreseeable future."

In August, the Company opened a new yoga and Pilates boutique in Minneapolis. Additionally, in December, the Company plans to open a large-format center in Centennial, Colorado, representing the third Life Time Fitness center in the Denver market.

Three and Nine Months Ended September 30, 2010, Financial Highlights:

Total revenue for the third quarter grew 11.2% to $238.3 million. Total revenue for the first nine months of 2010 grew to $689.2 million from $633.3 million during the same period last year.


(Period-over-period growth)          3Q 2010 vs. 3Q 2009   YTD 2010 vs. YTD 2009

Membership dues                      7.2%                  6.6%

Enrollment fees                      (8.1%)                (5.4%)

In-center revenue                    17.5%                 13.9%

Same-center revenue (13th month of   6.6%                  4.7%
operation)

Same-center revenue (37th month of   4.0%                  1.6%
operation)

Average center revenue / membership  $374 - up 4.4%        $1,113 - up 4.7%

Average in-center revenue /          $112 - up 11.9%       $335 - up 10.0%
membership



Memberships increased 5.4% to 622,698 at September 30, 2010, from 590,716 at September 30, 2009.

Total operating expenses for 3Q 2010 were $192.7 million compared to $174.3 million for 3Q 2009. Year-to-date operating expenses totaled $563.0 million compared to $522.5 million for the same period last year.

Operating margin was 19.1% for 3Q 2010 compared to 18.7% in the prior-year period. Year-to-date operating margin was 18.3% compared to 17.5% in the prior-year period.


(Expense as a percent of total   3Q 2010  vs.  3Q 2009   YTD 2010  vs.  YTD 2009
revenue)

Center operations                60.9%    vs.  59.5%     61.7%     vs.  60.5%

Advertising and marketing        2.6%     vs.  2.7%      2.7%      vs.  3.2%

General and administrative       4.5%     vs.  4.5%      4.7%      vs.  5.2%

Other operating                  3.1%     vs.  3.7%      2.5%      vs.  2.8%

Depreciation and amortization    9.8%     vs.  10.9%     10.1%     vs.  10.8%



Net income for 3Q 2010 was $23.4 million compared to $20.6 million for 3Q 2009. For the nine months ended September 30, 2010, net income was $63.1 million compared to $54.0 million in the prior-year period.

EBITDA for 3Q 2010 grew 8.7% to $69.3 million from $63.7 million in 3Q 2009. Year-to-date EBITDA grew 9.2% to $196.4 million from $179.9 million during the same period last year.

Cash flows from operations for the first nine months of 2010 totaled $146.1 million compared to $138.6 million in the prior-year period.

Weighted average fully diluted shares for 3Q 2010 totaled 41.3 million compared to 40.3 million in 3Q 2009.

Updated 2010 Business Outlook:

The following statements are based on the Company's current expectations for fiscal year 2010 subject to the risks and uncertainties described below:

    --  Revenue is expected to be $900-910 million (up from $890-905 million),
        driven primarily by in-center revenue growth.
    --  Net income is expected to be $81.0-83.5 million (up from $79.0-81.0
        million), driven by revenue growth.
    --  Diluted earnings per common share is expected to be $1.98-2.04 (up from
        $1.92-1.98).

As announced on October 14, 2010, the Company will hold a conference call today at 10:00 a.m. ET to discuss its third quarter 2010 results. Bahram Akradi, chairman, president and chief executive officer, Michael Robinson, executive vice president and chief financial officer, and John Heller, senior director, investor relations and treasurer, will host the call. The conference call will be webcast live and may be accessed via the Company's Investor Relations section of its website at lifetimefitness.com. A replay of the call will be available beginning at approximately 1:00 p.m. ET on October 21, 2010.

About Life Time Fitness, Inc.

Life Time Fitness, Inc. (NYSE:LTM) is a healthy way of life company based in Chanhassen, Minnesota. The Company is dedicated to providing programs and services that help its members connect and engage with their areas of interest, and achieve success with their health and fitness goals. Life Time Fitness designs and operates distinctive, multi-use sports, professional fitness, family recreation and spa/resort centers that help members lead healthy and active lives. As of October 21, 2010, the Company operated 89 centers in 19 states and 24 markets. Additional information about Life Time Fitness centers, programs and services is available at www.lifetimefitness.com.

Risks and Uncertainties

Certain information contained in this press release may be deemed to constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties that could cause the Company's actual results in the future to differ materially from its historical results and those presently anticipated or projected. Among these factors are attracting and retaining members, risks related to our debt levels and debt covenants, our ability to access existing credit facilities and obtain additional financing, strains on our business from continued growth, risks related to maintenance of our data, competition from other health and fitness centers, delays in opening new centers, identifying and acquiring suitable sites for new centers and other factors set forth in the Company's filings with the Securities and Exchange Commission. Diluted earnings per share could also be affected by the number of shares outstanding, which depends on factors such as the number of shares issued upon exercise of stock options and future grants of awards pursuant to equity-based incentive plans as well as stock offerings. The Company's expectations for fiscal year 2010 exclude any unusual items that might occur during the fiscal year, such as legal matters or the potential recognition of compensation expense in association with the June 2009 grant of long-term performance-based restricted stock to the Company's senior management team. The Company cautions investors not to place undue reliance on any forward-looking statement. Any forward-looking statement speaks only as of the date on which the statement is made, and the Company undertakes no obligation to update such statement to reflect events or circumstances arising after such date. All remarks made during the Company's financial results conference call will be current at the time of the call and the Company undertakes no obligation to update the replay.


LIFE TIME FITNESS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands)

                                            September 30,  December 31,

                                            2010           2009

                                            (Unaudited)

ASSETS

CURRENT ASSETS:

Cash and cash equivalents                   $ 33,502       $ 6,282

Accounts receivable, net                      5,453          4,026

Center operating supplies and inventories     15,766         14,621

Prepaid expenses and other current assets     14,423         12,938

Deferred membership origination costs         16,245         20,278

Deferred income taxes                         942            660

Total current assets                          86,331         58,805

PROPERTY AND EQUIPMENT, net                   1,546,749      1,512,993

RESTRICTED CASH                               2,052          2,941

DEFERRED MEMBERSHIP ORIGINATION COSTS         7,281          8,716

OTHER ASSETS                                  60,111         48,070

TOTAL ASSETS                                $ 1,702,524    $ 1,631,525

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:

Current maturities of long-term debt        $ 77,518       $ 16,716

Accounts payable                              14,014         14,429

Construction accounts payable                 22,375         9,882

Accrued expenses                              58,085         48,235

Deferred revenue                              33,426         36,939

Total current liabilities                     205,418        126,201

LONG-TERM DEBT, net of current portion        554,228        643,630

DEFERRED RENT LIABILITY                       31,455         29,048

DEFERRED INCOME TAXES                         81,656         77,189

DEFERRED REVENUE                              7,314          8,819

OTHER LIABILITIES                             9,523          9,207

Total liabilities                             889,594        894,094

SHAREHOLDERS' EQUITY:

Common stock                                  840            829

Additional paid-in capital                    405,203        395,121

Retained earnings                             407,193        344,095

Accumulated other comprehensive loss          (306      )    (2,614    )

Total shareholders' equity                    812,930        737,431

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY  $ 1,702,524    $ 1,631,525




LIFE TIME FITNESS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands except per share data)

(Unaudited)

                             For the                    For the

                             Three Months Ended         Nine Months Ended

                             September 30,              September 30,

                             2010         2009          2010         2009

REVENUE:

Membership dues              $ 155,288    $ 144,832     $ 453,332    $ 425,070

Enrollment fees                6,078        6,617         18,577       19,630

In-center revenue              69,453       59,129        203,442      178,681

Total center revenue           230,819      210,578       675,351      623,381

Other revenue                  7,493        3,742         13,820       9,922

Total revenue                  238,312      214,320       689,171      633,303

OPERATING EXPENSES:

Center operations              145,205      127,468       424,940      383,313

Advertising and marketing      6,265        5,756         18,940       20,145

General and administrative     10,563       9,669         32,606       33,172

Other operating                7,289        8,017         17,146       17,791

Depreciation and               23,402       23,428        69,385       68,127
amortization

Total operating expenses       192,724      174,338       563,017      522,548

Income from operations         45,588       39,982        126,154      110,755

OTHER INCOME (EXPENSE):

Interest expense, net          (6,792  )    (7,651  )     (21,806 )    (23,005 )

Equity in earnings of          302          316           906          985
affiliate

Total other income             (6,490  )    (7,335  )     (20,900 )    (22,020 )
(expense)

INCOME BEFORE INCOME TAXES     39,098       32,647        105,254      88,735

PROVISION FOR INCOME TAXES     15,720       12,014        42,156       34,728

NET INCOME                   $ 23,378     $ 20,633      $ 63,098     $ 54,007

BASIC EARNINGS PER COMMON    $ 0.59       $ 0.52        $ 1.59       $ 1.38
SHARE

DILUTED EARNINGS PER COMMON  $ 0.57       $ 0.51        $ 1.55       $ 1.36
SHARE

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES

OUTSTANDING - BASIC            39,932       39,410        39,597       39,221

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES

OUTSTANDING - DILUTED          41,260       40,255        40,783       39,687




LIFE TIME FITNESS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

                                                   For the

                                                   Nine Months Ended

                                                   September 30,

                                                   2010         2009

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income                                         $ 63,098     $ 54,007

Adjustments to reconcile net income to net cash
provided by operating activities:

Depreciation and amortization                        69,385       68,127

Deferred income taxes                                (1,100  )    6,957

Loss on disposal of property and equipment, net      979          818

Gain on sale of land held for sale                   (527    )    (873     )

Amortization of deferred financing costs             2,024        1,925

Share-based compensation                             5,412        5,907

Excess tax benefit related to share-based payment    (1,697  )    (433     )
arrangements

Equity in earnings of affiliate                      (906    )    (985     )

Dividend received from equity investment             350          350

Changes in operating assets and liabilities          8,930        1,650

Other                                                199          1,101

Net cash provided by operating activities            146,147      138,551

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of property and equipment                  (86,132 )    (116,853 )

Acquisitions, net of cash acquired                   (14,378 )    -

Proceeds from sale of property and equipment         721          8

Proceeds from sale of land held for sale             1,019        1,327

Increase in other assets                             (578    )    (213     )

Decrease in restricted cash                          889          151

Net cash used in investing activities                (98,459 )    (115,580 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from long-term borrowings                   -            7,813

Repayments of long-term borrowings                   (38,067 )    (7,755   )

Proceeds from (repayments of) revolving credit       12,500       (27,600  )
facility, net

Increase in deferred financing costs                 (258    )    (745     )

Excess tax benefit related to share-based payment    1,697        433
arrangements

Proceeds from exercise of stock options              3,660        2,191

Net cash used in financing activities                (20,468 )    (25,663  )

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS     27,220       (2,692   )

CASH AND CASH EQUIVALENTS - Beginning of period      6,282        10,829

CASH AND CASH EQUIVALENTS - End of period          $ 33,502     $ 8,137



Non-GAAP Financial Measures

This release and the related conference call disclose certain non-GAAP financial measures.

EBITDA. Earnings Before Interest, Income Taxes and Depreciation and Amortization (EBITDA) is a non-GAAP disclosure consisting of net income plus interest expense, net, provision for income taxes and depreciation and amortization. This term, as the Company defines it, may not be comparable to a similarly titled measure used by other companies and is not a measure of performance presented in accordance with GAAP. The Company uses EBITDA as a measure of operating performance. The funds depicted by EBITDA are not necessarily available for discretionary use if they are reserved for particular capital purposes, to maintain compliance with debt covenants, to service debt or to pay taxes. EBITDA should not be considered as a substitute for net income, net cash provided by operating activities or other income or cash flow data prepared in accordance with GAAP. Additional details related to EBITDA are provided in the Form 8-K that the Company filed with the Securities and Exchange Commission on the date of this press release. The following table provides a reconciliation of net income, the most directly comparable GAAP measure, to EBITDA:


RECONCILIATION OF NET INCOME TO EBITDA

(In thousands)

(Unaudited)

                       For the Three Months Ended   For the Nine Months Ended

                       September 30,                September 30,

                       2010      2009               2010       2009

Net income             $ 23,378  $ 20,633           $ 63,098   $ 54,007

Interest expense, net    6,792     7,651              21,806     23,005

Provision for income     15,720    12,014             42,156     34,728
taxes

Depreciation and         23,402    23,428             69,385     68,127
amortization

EBITDA                 $ 69,292  $ 63,726           $ 196,445  $ 179,867



Free Cash Flow. Free cash flow is a non-GAAP measure consisting of net cash provided by operating activities, less purchases of property and equipment. This term, as the Company defines it, may not be comparable to a similarly titled measure used by other companies and does not represent the total increase or decrease in the cash balance presented in accordance with GAAP. The Company uses free cash flow as a measure of cash generated after spending on property and equipment. Free cash flow should not be considered as a substitute for net cash provided by operating activities prepared in accordance with GAAP. Additional details related to free cash flow are provided in the Form 8-K that the Company filed with the Securities and Exchange Commission on the date of this press release. The following table provides a reconciliation of net cash provided by operating activities, the most directly comparable GAAP measure, to free cash flow:


RECONCILIATION OF NET CASH PROVIDED BY

OPERATING ACTIVITIES TO FREE CASH FLOW

(In thousands)

(Unaudited)

                        For the Three Months Ended   For the Nine Months Ended

                        September 30,                September 30,

                        2010         2009            2010         2009

Net cash provided by    $ 45,439     $ 40,267        $ 146,147    $ 138,551
operating activities

Less: Purchases of        (37,968 )    (25,128 )       (86,132 )    (116,853 )
property and equipment

Free cash flow          $ 7,471      $ 15,139        $ 60,015     $ 21,698




    Source: Life Time Fitness, Inc.