Life Time Fitness Announces Third Quarter 2008 Financial Results

Company Reports Revenue Growth of 17.3%, Net Income Growth of 17.6%, and Earnings Per Diluted Share of $0.55 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, 2008.

Third quarter 2008 revenue grew 17.3% to $198.8 million from $169.5 million during the same period last year. Net income during the quarter grew 17.6% to $21.6 million, or $0.55 per diluted share. This compares to net income of $18.4 million, or $0.48 per diluted share, for 3Q 2007. For the nine months ended September 30, 2008, revenue grew 18.8% to $575.7 million from $484.7 million during the same period last year. Net income grew 20.1% for the same period to $58.8 million, or $1.49 per diluted share, from $49.0 million, or $1.30 per diluted share, for the first nine months of 2007.

"In the face of pressures impacting all segments of our economy, we are pleased with our third quarter results, which are indicative of continued execution on our key business strategies," said Bahram Akradi, Life Time Fitness chairman and chief executive officer. "Our unique member service and program offerings led to more than 18% in-center revenue growth. We also saw an increase in annual membership growth from the second quarter to third quarter, indicating consumer demand for our facilities and services in spite of challenging economic conditions."

During the third quarter, Life Time Fitness continued its expansion efforts with openings in Rockville, its second location in Maryland; CityCentre, its fourth location in Houston; and Vernon Hills, its ninth location in Illinois. In October, the Company held grand opening events at Mansfield, its eighth location in Dallas, and Loudoun County, its third location in Virginia. Life Time Fitness will hold its final two planned 2008 grand openings in November at Florham Park, its first location in New Jersey, and Westminster, its second location in Colorado.

Three and Nine Months Ended September 30, 2008, Financial Highlights:

Total revenue for the third quarter grew 17.3% to $198.8 million, driven primarily by growth in membership dues and in-center revenue. Total revenue for the first nine months of 2008 grew to $575.7 million from $484.7 million during the same period last year.

                                                        YTD 2008 vs.
                                       3Q 2008 vs. 3Q
(Period-over-period growth)                 2007          YTD 2007
                                       -------------- ----------------
-- Membership dues                              17.4%            18.2%
-- Enrollment fees                               4.9%             7.7%
-- In-center revenue                            18.2%            21.9%

-- Same-center revenue                           3.9%             3.8%
-- Average center revenue / membership $358 - up 3.9% $1,082 - up 6.5%
-- Average in-center revenue /
 membership                            $104 - up 4.8% $  321 - up 9.2%

Memberships increased 13.2% to 557,164 at September 30, 2008, from 492,410 at September 30, 2007.

Total operating expenses during 3Q 2008 were $156.7 million compared to $131.9 million for 3Q 2007, driven primarily by increased expenses to support new centers, membership growth, and presale activities. Year-to-date operating expenses totaled $457.7 million, compared to $384.9 million for the same period last year.

Operating margin was 21.2% for 3Q 2008 compared to 22.1% in the prior-year period. Year-to-date operating margin was 20.5%, compared to 20.6% in the prior-year period.

                                                         YTD 2008 vs.
                                        3Q 2008 vs. 3Q
(Expense as a percent of total revenue)       2007         YTD 2007
                                        ---------------- -------------

-- Center operations                    58.5% vs. 57.6%   58.6% vs.
                                                             58.0%
-- Advertising and marketing             3.7% vs. 3.2%   4.1% vs. 3.8%
-- General and administrative            4.8% vs. 5.8%   5.3% vs. 6.4%
-- Other operating                       2.5% vs. 2.5%   2.4% vs. 2.3%
-- Depreciation and amortization         9.4% vs. 8.8%   9.1% vs. 8.9%

Net income during 3Q 2008 grew 17.6% to $21.6 million from $18.4 million in 3Q 2007. For the nine months ended September 30, 2008, net income grew to $58.8 million compared with $49.0 million in the prior-year period.

EBITDA for 3Q 2008 grew 15.9% to $61.2 million from $52.8 million in 3Q 2007. Year-to-date EBITDA grew 19.1% to $171.5 million from $144.0 million for the same period last year.

Cash flows from operations for the first nine months of 2008 totaled $151.0 million, up 40.7% compared with $107.3 million in the prior-year period.

Weighted average fully diluted shares for 3Q 2008 totaled 39.4 million compared to 38.3 million shares in 3Q 2007.

Updated 2008 Business Outlook:

The following statements are based on the Company's current expectations for fiscal year 2008 and subject to the risks and uncertainties described below:

    --  Revenue is expected to be $775-$780 million, or approximately
        18-19% growth (down from 19-22%, or approximately $780-$800
        million), driven primarily by new center growth, membership
        ramp at new and existing centers, and in-center revenue
        growth.

    --  Net income is expected to be $79.0-$80.5 million, or
        approximately 16-18% growth (down from 21-23%, or
        approximately $82.0-$83.5 million), driven primarily by our
        growth strategies.

    --  Diluted earnings per common share is expected to be
        $2.01-$2.04, or approximately 13-15% growth (down from 16-18%,
        or approximately $2.06-$2.09 per share).

The Company will hold a conference call today at 10:00 a.m. ET to discuss its third quarter 2008 results. Bahram Akradi, chairman and chief executive officer, Michael Robinson, executive vice president and chief financial officer, and Kenneth Cooper, vice president of finance, will host the call. The conference call will be Web cast live and may be accessed via the Company's Investor Relations section of its Web site at lifetimefitness.com. A replay of the call will be available today at approximately 1:00 p.m. ET.

About Life Time Fitness, Inc.

Life Time Fitness, Inc. (NYSE:LTM) operates distinctive and large, multi-use sports and athletic, professional fitness, family recreation and resort and spa centers. The company also provides consumers with personal training consultation, full-service spas and cafes, corporate wellness programs, health and nutrition education, the healthy lifestyle magazine, Experience Life, athletic events and nutritional products. As of October 23, 2008, Life Time Fitness operated 79 centers in 17 states, including Arizona, Colorado, Florida, Georgia, Illinois, Indiana, Kansas, Maryland, Michigan, Minnesota, Missouri, Nebraska, North Carolina, Ohio, Texas, Utah and Virginia. Life Time Fitness is headquartered in Chanhassen, Minnesota, and can be located on the Web at lifetimefitness.com. LIFE TIME FITNESS, EXPERIENCE LIFE, and the LIFE TIME FITNESS TRIATHLON SERIES are registered trademarks of Life Time Fitness, Inc. All other trademarks or registered trademarks are the property of their respective owners.

Risks & 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 identifying and acquiring suitable sites for new sports, fitness and family recreation centers, opening new sports, fitness and family recreation centers, attracting and retaining members, obtaining additional financing 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 cautions investors not to place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which such 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    December
                                                 30, 2008    31, 2007
                                               ----------- -----------
                                               (Unaudited)
ASSETS
CURRENT ASSETS:
 Cash and cash equivalents                     $    7,119  $    5,354
 Accounts receivable, net                           5,318       4,475
 Inventories                                       14,739      14,324
 Prepaid expenses and other current assets         15,510      15,963
 Deferred membership origination costs             19,280      16,205
 Deferred income taxes                              2,126       1,188
 Income tax receivable                                  -       5,814
                                               ----------- -----------
  Total current assets                             64,092      63,323
PROPERTY AND EQUIPMENT, net                     1,451,641   1,259,271
RESTRICTED CASH                                     9,285       6,767
DEFERRED MEMBERSHIP ORIGINATION COSTS              14,895      14,367
OTHER ASSETS                                       56,012      42,805
                                               ----------- -----------
  TOTAL ASSETS                                 $1,595,925  $1,386,533
                                               =========== ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
 Current maturities of long-term debt          $   10,222  $    9,568
 Accounts payable                                  15,921      12,872
 Construction accounts payable                     86,744      59,261
 Accrued expenses                                  55,430      47,052
 Deferred revenue                                  37,146      34,851
                                               ----------- -----------
  Total current liabilities                       205,463     163,604
LONG-TERM DEBT, net of current portion            636,898     555,037
DEFERRED RENT LIABILITY                            26,906      25,526
DEFERRED INCOME TAXES                              48,931      38,607
DEFERRED REVENUE                                   15,415      17,529
OTHER LIABILITIES                                  21,888      13,673
                                               ----------- -----------
  Total liabilities                               955,501     813,976
                                               ----------- -----------
SHAREHOLDERS' EQUITY:
 Common stock                                         794         783
 Additional paid-in capital                       383,470     373,910
 Retained earnings                                258,696     199,890
 Accumulated other comprehensive loss              (2,536)     (2,026)
                                               ----------- -----------
  Total shareholders' equity                      640,424     572,557
                                               ----------- -----------
  TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $1,595,925  $1,386,533
                                               =========== ===========
               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,
                                 ------------------ ------------------
                                     2008     2007      2008     2007
                                 -------- --------- -------- ---------
REVENUE:
 Membership dues                 $131,232 $111,744  $377,001 $318,939
 Enrollment fees                    6,818    6,501    19,991   18,565
 In-center revenue                 56,151   47,517   167,385  137,305
                                 -------- --------- -------- ---------
  Total center revenue            194,201  165,762   564,377  474,809
 Other revenue                      4,608    3,688    11,290    9,879
                                 -------- --------- -------- ---------
  Total revenue                   198,809  169,450   575,667  484,688
                                 -------- --------- -------- ---------
OPERATING EXPENSES:
 Center operations                116,300   97,626   337,139  281,153
 Advertising and marketing          7,287    5,359    23,608   18,167
 General and administrative         9,453    9,750    30,707   30,931
 Other operating                    4,926    4,255    13,696   11,371
 Depreciation and amortization     18,720   14,917    52,500   43,282
                                 -------- --------- -------- ---------
  Total operating expenses        156,686  131,907   457,650  384,904
                                 -------- --------- -------- ---------
  Income from operations           42,123   37,543   118,017   99,784
                                 -------- --------- -------- ---------
OTHER INCOME (EXPENSE):
 Interest expense, net             (7,185)  (7,135)  (21,301) (19,032)
 Equity in earnings of affiliate      336      316       985      917
                                 -------- --------- -------- ---------
  Total other income (expense)     (6,849)  (6,819)  (20,316) (18,115)
                                 -------- --------- -------- ---------
INCOME BEFORE INCOME TAXES         35,274   30,724    97,701   81,669
PROVISION FOR INCOME TAXES         13,700   12,374    38,895   32,700
                                 -------- --------- -------- ---------
NET INCOME                       $ 21,574 $ 18,350  $ 58,806 $ 48,969
                                 ======== ========= ======== =========
BASIC EARNINGS PER COMMON SHARE  $   0.55 $   0.49  $   1.51 $   1.32
                                 ======== ========= ======== =========
DILUTED EARNINGS PER COMMON SHARE$   0.55 $   0.48  $   1.49 $   1.30
                                 ======== ========= ======== =========
WEIGHTED AVERAGE NUMBER OF COMMON
 SHARES
 OUTSTANDING - BASIC               39,025   37,630    38,946   37,061
                                 ======== ========= ======== =========
WEIGHTED AVERAGE NUMBER OF COMMON
 SHARES
 OUTSTANDING - DILUTED             39,370   38,309    39,350   37,651
                                 ======== ========= ======== =========
               LIFE TIME FITNESS, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (In thousands)
                             (Unaudited)
                                                  For the Nine Months
                                                          Ended
                                                     September 30,
                                                  --------------------
                                                       2008      2007
                                                  --------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net income                                       $  58,806 $  48,969
 Adjustments to reconcile net income to net cash
  provided by
   operating activities:
  Depreciation and amortization                      52,500    43,282
  Deferred income taxes                               8,094     4,856
  Provision for doubtful accounts                        15       105
  Loss on disposal of property and equipment, net     1,159       281
  Amortization of deferred financing costs            1,078       628
  Share-based compensation                            5,989     5,671
  Excess tax benefit from stock option exercises        (38)   (4,501)
  Equity in earnings of affiliate                      (985)     (917)
  Changes in operating assets and liabilities        24,328     8,953
  Other                                                  54        17
                                                  --------- ----------
   Net cash provided by operating activities        151,000   107,344
                                                  --------- ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchases of property and equipment (excluding non-cash
  purchases
  supplementally noted below)                      (360,551) (310,478)
 Proceeds from sale of property and equipment       161,885     4,664
 Gain on sale leaseback transactions                 (7,488)        -
 Proceeds from property insurance settlements           317        48
 Increase in other assets                            (6,443)   (6,568)
 Increase in restricted cash                         (2,518)   (2,253)
                                                  --------- ----------
   Net cash used in investing activities           (214,798) (314,587)
                                                  --------- ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from long-term borrowings                  39,188   105,000
 Repayments of long-term borrowings                 (13,043)   (9,279)
 Proceeds from revolving credit facility, net        42,500     2,800
 Increase in deferred financing costs                (6,113)   (2,008)
 Proceeds from common stock offering, net of underwriting
  discount
  and offering costs                                      -    92,510
 Excess tax benefit from stock option exercises          38     4,501
 Proceeds from stock option exercises                 2,993     7,612
                                                  --------- ----------
   Net cash provided by financing activities         65,563   201,136
                                                  --------- ----------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS      1,765    (6,107)
CASH AND CASH EQUIVALENTS - Beginning of period       5,354     6,880
                                                  --------- ----------
CASH AND CASH EQUIVALENTS - End of period         $   7,119 $     773
                                                  ========= ==========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
 Cash payments for interest, net of capitalized
  interest                                        $  19,555 $  17,845
                                                  ========= ==========
 Cash payments for income taxes                   $  18,839 $  24,982
                                                  ========= ==========

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
 FINANCING ACTIVITIES:
 Purchases of property and equipment financed
  through capital
  lease obligations                               $  12,294 $       -
                                                  ========= ==========
 Purchases of property and equipment in accounts
  payable                                         $  28,909 $   2,548
                                                  ========= ==========
 Non-cash share-based compensation capitalized to
  projects
  under development                               $     552 $     522
                                                  ========= ==========

Non-GAAP Financial Measures

This release contains a non-GAAP disclosure, EBITDA, which consists 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, cash flows 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 EARNINGS BEFORE INTEREST,
            INCOME TAXES AND DEPRECIATION AND AMORTIZATION
                            (In thousands)
                              (Unaudited)

                                         For the          For the
                                      Three Months   Nine Months Ended
                                          Ended
                                      September 30,    September 30,
                                     --------------- -----------------
                                        2008    2007     2008     2007
                                     ------- ------- -------- --------

Net income                           $21,574 $18,350 $ 58,806 $ 48,969
Interest expense, net                  7,185   7,135   21,301   19,032
Provision for income taxes            13,700  12,374   38,895   32,700
Depreciation and amortization         18,720  14,917   52,500   43,282
                                     ------- ------- -------- --------
EBITDA                               $61,179 $52,776 $171,502 $143,983
                                     ======= ======= ======== ========

Source: Life Time Fitness, Inc.