Life Time Fitness Announces Second Quarter 2010 Financial Results

Company Reports Revenue Growth of 8.7%, Net Income Growth of 19.8% and Earnings Per Diluted Share of $0.53 for the Quarter

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

Revenue for the second quarter of 2010 grew 8.7% to $231.1 million from $212.5 million during the same period last year. Net income during the quarter was $21.9 million, or $0.53 per diluted share, compared with $18.3 million, or $0.46 per diluted share, for 2Q 2009.

For the six months ended June 30, 2010, revenue grew 7.6% to $450.9 million from $419.0 million during the same period last year. Net income for the same period was $39.7 million, or $0.98 per diluted share, as compared with $33.4 million, or $0.85 per diluted share, for the first six months of 2009.

"During the second quarter, we continued to see good progress in our operating results despite sustained consumer headwinds," said Bahram Akradi, chairman, president and chief executive officer. "Of particular note, we achieved our second quarter stretch goal of positive same-center revenue on our mature stores. This speaks to the unwavering focus we have placed on providing our members with high-quality, high-value services and products. Additionally, we reduced our attrition rate for the quarter to 8.4%, driven by the ongoing impact of our connectivity initiatives and relentless commitment to improve the member experience we provide. Furthermore, I am very pleased with the cohesiveness and alignment of our entire company around delivering the people, programs and places that help our members achieve their goals."

In August, the Company plans to open 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 Six Months Ended June 30, 2010, Financial Highlights:

Total revenue for the second quarter grew 8.7% to $231.1 million from $212.5 million in 2Q 2009. Total revenue for the first six months of 2010 grew 7.6% to $450.9 million from $419.0 million during the same period last year.


(Period-over-period growth)         2Q 2010 vs. 2Q 2009  YTD 2010 vs. YTD 2009

    --  Membership dues             7.0%                 6.4%

    --  Enrollment fees             (5.6%)               (3.9%)

    --  In-center revenue           13.6%                12.1%

    --  Same-center revenue (13th   4.8%                 3.7%
        month of operation)
    --  Same-center revenue (37th   1.8%                 0.4%
        month of operation)
    --  Average center revenue /    $371 - up 5.0%       $740 - up 4.8%
        membership
    --  Average in-center revenue / $112 - up 9.9%       $223 - up 9.1%
        membership


Memberships increased 3.9% to 631,862 at June 30, 2010, from 608,281 at June 30, 2009.

Total operating expenses during 2Q 2010 totaled $188.2 million compared with $174.3 million for 2Q 2009. Year-to-date operating expenses totaled $370.3 million compared with $348.2 million for the same period last year.

Operating margin was 18.6% for 2Q 2010 compared with 18.0% during the prior-year period. Year-to-date operating margin was 17.9%, compared with 16.9% in the prior-year period.


(Expense as a percent of total        2Q 2010 vs. 2Q 2009  YTD 2010 vs. YTD 2009
revenue)

    --  Center operations             61.5% vs. 60.6%      62.0% vs. 61.1%

    --  Advertising and marketing     2.6% vs. 2.9%        2.8% vs. 3.4%

    --  General and administrative    4.9% vs. 5.5%        4.9% vs. 5.6%

    --  Other operating               2.4% vs. 2.3%        2.2% vs. 2.3%

    --  Depreciation and amortization 10.0% vs. 10.7%      10.2% vs. 10.7%



Net income during 2Q 2010 was $21.9 million compared with $18.3 million for 2Q 2009. For the six months ended June 30, 2010, net income was $39.7 million compared with $33.4 million in the prior-year period.

EBITDA for 2Q 2010 grew 8.5% to $66.4 million from $61.2 in 2Q 2009. Year-to-date EBITDA grew 9.5% to $127.2 million from $116.1 million during the same period last year.

Cash flows from operating activities for the first half of 2010 totaled $100.7 million compared with $98.3 million in the prior-year period.

Weighted average fully diluted shares for 2Q 2010 totaled 41.2 million compared with 39.8 million in 2Q 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 $890-905 million (up from $880-895 million),
        driven primarily by membership dues and in-center revenue growth.
    --  Net income is expected to be $79.0-81.0 million (up from $76.5-79.5
        million), driven by revenue growth and cost efficiencies.
    --  Diluted earnings per common share is expected to be $1.92-1.98 (up from
        $1.88-1.96).

As announced on July 15, 2010, the Company will hold a conference call today at 10:00 a.m. ET to discuss its second quarter 2010 results. Bahram Akradi, Michael Robinson, executive vice president and chief financial officer, and Kenneth Cooper, vice president of finance, will host the conference call. The conference call will be webcast 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 via the Company's website beginning at approximately 1:00 p.m. ET today.

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 July 22, 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)

                                             June 30,       December 31,

                                             2010           2009

                                             (Unaudited)

ASSETS

CURRENT ASSETS:

 Cash and cash equivalents                   $ 24,010       $ 6,282

 Accounts receivable, net                      4,280          4,026

 Center operating supplies and inventories     15,559         14,621

 Prepaid expenses and other current assets     17,279         12,938

 Deferred membership origination costs         17,660         20,278

 Deferred income taxes                         12             660

  Total current assets                         78,800         58,805

PROPERTY AND EQUIPMENT, net                    1,529,539      1,512,993

RESTRICTED CASH                                1,980          2,941

DEFERRED MEMBERSHIP ORIGINATION COSTS          7,715          8,716

OTHER ASSETS                                   54,544         48,070

  TOTAL ASSETS                               $ 1,672,578    $ 1,631,525

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:

 Current maturities of long-term debt        $ 11,916       $ 16,716

 Accounts payable                              19,023         14,429

 Construction accounts payable                 20,170         9,882

 Accrued expenses                              54,530         48,235

 Deferred revenue                              39,697         36,939

  Total current liabilities                    145,336        126,201

LONG-TERM DEBT, net of current portion         616,694        643,630

DEFERRED RENT LIABILITY                        30,821         29,048

DEFERRED INCOME TAXES                          76,495         77,189

DEFERRED REVENUE                               7,770          8,819

OTHER LIABILITIES                              9,409          9,207

  Total liabilities                            886,525        894,094

SHAREHOLDERS' EQUITY:

 Common stock                                  838            829

 Additional paid-in capital                    402,563        395,121

 Retained earnings                             383,815        344,095

 Accumulated other comprehensive loss          (1,163    )    (2,614    )

  Total shareholders' equity                   786,053        737,431

  TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,672,578    $ 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        Six Months Ended

                            June 30,                  June 30,

                            2010         2009         2010         2009

REVENUE:

 Membership dues            $ 152,879    $ 142,841    $ 298,044    $ 280,238

 Enrollment fees              6,175        6,540        12,499       13,013

 In-center revenue            68,457       60,250       133,989      119,552

  Total center revenue        227,511      209,631      444,532      412,803

 Other revenue                3,577        2,918        6,327        6,180

  Total revenue               231,088      212,549      450,859      418,983

OPERATING EXPENSES:

 Center operations            142,151      128,871      279,734      255,845

 Advertising and marketing    5,903        6,091        12,675       14,389

 General and administrative   11,343       11,795       22,043       23,503

 Other operating              5,549        4,887        9,858        9,774

 Depreciation and             23,218       22,635       45,984       44,699
 amortization

  Total operating expenses    188,164      174,279      370,294      348,210

  Income from operations      42,924       38,270       80,565       70,773

OTHER INCOME (EXPENSE):

 Interest expense, net        (6,917  )    (7,880  )    (15,013 )    (15,354 )

 Equity in earnings of        303          332          603          669
 affiliate

  Total other income          (6,614  )    (7,548  )    (14,410 )    (14,685 )
  (expense)

INCOME BEFORE INCOME TAXES    36,310       30,722       66,155       56,088

PROVISION FOR INCOME TAXES    14,426       12,462       26,435       22,714

NET INCOME                  $ 21,884     $ 18,260     $ 39,720     $ 33,374

BASIC EARNINGS PER COMMON   $ 0.55       $ 0.46       $ 1.01       $ 0.85
SHARE

DILUTED EARNINGS PER COMMON $ 0.53       $ 0.46       $ 0.98       $ 0.85
SHARE

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES

 OUTSTANDING - BASIC          39,885       39,285       39,401       39,167

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES

 OUTSTANDING - DILUTED        41,154       39,763       40,533       39,475




LIFE TIME FITNESS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

                                                     For the

                                                     Six Months Ended

                                                     June 30,

                                                     2010         2009

CASH FLOWS FROM OPERATING ACTIVITIES:

 Net income                                          $ 39,720     $ 33,374

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

  Depreciation and amortization                        45,984       44,699

  Deferred income taxes                                (3,857  )    (421    )

  Loss on disposal of property and equipment, net      592          560

  Gain on land held for sale                           -            (873    )

  Amortization of deferred financing costs             1,437        1,301

  Share-based compensation                             3,561        4,027

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

  Equity in earnings of affiliate                      (603    )    (669    )

  Dividend received from equity investment             350          350

  Changes in operating assets and liabilities          15,150       13,895

  Other                                                71           2,041

   Net cash provided by operating activities           100,708      98,284

CASH FLOWS FROM INVESTING ACTIVITIES:

 Purchases of property and equipment                   (48,164 )    (91,725 )

 Acquisitions, net of cash acquired                    (9,414  )    -

 Proceeds from sale of property and equipment          720          8

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

 Increase in other assets                              (1,423  )    (921    )

 Decrease in restricted cash                           961          497

   Net cash used in investing activities               (57,320 )    (90,814 )

CASH FLOWS FROM FINANCING ACTIVITIES:

 Proceeds from long-term borrowings                    -            7,812

 Repayments of long-term borrowings                    (35,152 )    (7,978  )

 Proceeds from (repayments of) revolving credit        5,101        (6,800  )
 facility, net

 Increase in deferred financing costs                  (258    )    (721    )

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

 Proceeds from exercise of stock options               2,952        193

   Net cash used in financing activities               (25,660 )    (7,494  )

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS       17,728       (24     )

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

CASH AND CASH EQUIVALENTS - End of period            $ 24,010     $ 10,805



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 Six Months Ended

                           June 30,                    June 30,

                           2010      2009              2010       2009

Net income                 $ 21,884  $ 18,260          $ 39,720   $ 33,374

Interest expense, net        6,917     7,880             15,013     15,354

Provision for income taxes   14,426    12,462            26,435     22,714

Depreciation and             23,218    22,635            45,984     44,699
amortization

EBITDA                     $ 66,445  $ 61,237          $ 127,152  $ 116,141



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 Six Months Ended

                            June 30,                    June 30,

                            2010         2009           2010         2009

Net cash provided by        $ 46,833     $ 48,624       $ 100,708    $ 98,284
operating activities

Less: Purchases of property   (25,125 )    (42,825 )      (48,164 )    (91,725 )
and equipment

Free cash flow              $ 21,708     $ 5,799        $ 52,544     $ 6,559




    Source: Life Time Fitness, Inc.