Latham & Watkins Advises on Xponential Fitness, Inc.’s Secondary Offering of Class A Common Stock by Selling Stockholders

Xponential Fitness, Inc. (NYSE: XPOF), the largest global franchisor of boutique fitness brands, has announced the pricing of the previously announced underwritten public offering of 5,000,000 shares of the Company’s Class A common stock by certain of the Company’s existing stockholders, affiliates of Snapdragon Capital Partners and Anthony Geisler at a public offering price of US$24.50 per share. In connection with the Offering, certain of the Selling Stockholders have granted the underwriters a 30-day option to purchase up to an additional 750,000 shares of the Company’s Class A common stock at the public offering price, less the underwriting discount. The Offering is expected to close on February 10, 2023, subject to customary closing conditions. The Company will not receive any proceeds from the Offering.

Latham & Watkins LLP represents the underwriters in the offering with a capital markets team led by New York partners Ian Schuman and Stelios Saffos and Chicago partner Scott Westhoff, with associates Ben Winnett, Andrew Rutsky, and Omeed Valipour. Advice was also provided on benefits & compensation matters by Los Angeles/Orange County partner Michelle Carpenter; on tax matters by New York partners Jocelyn Noll and Eric Kamerman; and on intellectual property matters by Century City partner Jonathan West and Bay Area partner Joe Wetzel, with associate Sam Lehman.