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Brentwood Associates Announces Investment in Afterburn Holdings
[January 10, 2019]

Brentwood Associates Announces Investment in Afterburn Holdings


Brentwood Associates ("Brentwood"), a leading middle-market private equity investment firm, announced it has acquired a majority interest in Afterburn Holdings, LLC ("Afterburn Holdings" or the "Company"). Afterburn Holdings is a leading Orangetheory® Fitness franchisee that operates 12 studios and oversees an additional eight studios in Houston, Texas. Current operators, Jim Potesta and Marty Reichenthal, will retain a substantial ownership stake in the business and continue to lead the business going forward.

Each Orangetheory class is designed to produce results from the inside out - giving people a longer, more vibrant life. The full body workout utilizes treadmills, rowers, weights and more to help members elevate their heart rate to the "Orange (News - Alert) Zone" or 84-91 percent of their estimated maximum heart rate. Twelve minutes in the Orange Zone raises your heart rate and makes you burn more calories for up to 36 hours. When wearing the OTbeat heart-rate monitors, real-time results are displayed on large screens in the studio. Intensity of the workout is based on individual heart rate zones, making the session effective for all fitness levels.

Orangetheory franchisees have opened over 1,100 studios in 49 U.S. states and 22 countries and was ranked #60 in Inc. magazine's Fastest Growing Private Companies List. Visit www.otffranchise.com for global franchise opportunities.

Jim Potesta will continue to lead the Company as CEO. Commenting on the new partnership, he stated, "We are excited to partner with Brentwood for the Company's next stage of growth. Brentwood's knowledge in growing multi-unit businesses and experience with leading brands will be valuable as we continue to drive growth in our core market and look to expand to new geographies." Marty Reichenthal added, "We are committed to maintaining the high-quality member experience within our communities as we bring More Life to our members."

Rahul Aggarwal, partner at Brentwood, commented, "Orangetheory itness has proven to be a stand-out fitness concept with incredible growth prospects. Afterburn is an extraordinary platform that is well-positioned for future growth in both existing and new markets." Bill Barnum, partner at Brentwood, added, "We are delighted to partner with a best-in-class management team to help drive future growth."



David Long, Orangetheory Fitness co-founder and CEO, said: "We frequently point out that the key to the remarkable growth of Orangetheory Fitness is our unique trifecta of science, coaching and technology, which generates energy, drive and health for our members. But a key fourth element are our partners and franchisees, like Afterburn Holdings, who so brilliantly build, market and manage our studios to generate new loyal members who are fundamental to our meteoric growth."

Jim Potesta and Marty Reichenthal will both serve on the board of directors of the Company along with members from Brentwood. Afterburn Holdings was advised by Piper Jaffray & Co., and its legal counsel was Nelson Mullins Riley & Scarborough LLP. Brentwood's legal counsel was Burr & Forman LLP.


ABOUT AFTERBURN HOLDINGS

Afterburn Holdings is a leading franchisee and area representative of Orangetheory Fitness, founded in 2013 and headquartered in Houston, Texas. The Company operates 12 Orangetheory Fitness studios and oversees an additional eight studios in the greater Houston market.

ABOUT BRENTWOOD ASSOCIATES

Brentwood Associates is a leading middle-market private equity investment firm with a 30+ year history of investing in leading growth companies. Brentwood focuses on investments in growing businesses where it can leverage its extensive experience in areas such as: consumer products and services; multi-location growth strategies, including specialty retail and restaurants; direct marketing, including direct mail and e-commerce; health and wellness; education; and business services. Since 1984, Brentwood's dedicated private equity team has invested in over 50 portfolio companies with an aggregate transaction value of over $6 billion. With significant experience in both investing and brand building, Brentwood is a value-added partner with entrepreneurs and senior management teams building world-class companies. For more information about Brentwood, please visit www.brentwood.com.

ABOUT ORANGETHEORY

Orangetheory® (www.orangetheoryfitness.com) makes it simple to get more life from your workout. One of the world's fastest-growing franchise companies, Orangetheory has developed a unique approach to fitness that blends a unique trifecta of science, coaching, and technology that work together seamlessly to elevate participants' heart rates to help burn more calories. Backed by the science of excess post-exercise oxygen consumption (EPOC), Orangetheory workouts incorporate endurance, strength, and power to generate the 'Orange Effect' - whereby participants keep burning calories for up to 36 hours after a 60-minute workout. Orangetheory franchisees have opened over 1,100 studios in 49 U.S. states and 22 countries and was ranked #60 in Inc. magazine's Fastest Growing Private Companies List. Visit www.otffranchise.com for global franchise opportunities.


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