Notes and Disclosures

All Notes are taken from the 2018 Anytime Fitness Franchise Disclosure Document.

TYPE OF EXPENDITURE (Note 1) ANYTIME FITNESS ANYTIME FITNESS EXPRESS METHOD OF PAYMENT WHEN DUE TO WHOM PAYMENT IS TO BE MADE
Initial Franchise/ Development Fee $17,000 to $42,500 (Note 2) $14,000 to $21,000 (Note 2) Lump Sum When You Sign Your Franchise Agreement Us
Travel and Living Expenses While Training (Note 3) $3,080 to $3,580 $3,080 to $3,580 As Incurred Before and During Training Airline, hotels, restaurants, etc.
Real Estate and Improvements $13,455 to $333,000 (Note 4) $7,375 to $244,500 (Note 4) As Incurred As Incurred Third Parties
Architect/Design Fees (Note 5) $5,000 to $9,500 $3,500 to $8,000 As specified in contract At the time of design Architect
Fitness Equipment $3,462 to $139,100 (Note 6) $2,414 to $100,900 (Note 6) Lump Sum Before Issuing Order for the Equipment Us or Vendors
Tanning Equipment $0 to $9,000 (Note 6) $0 to $5,600 (Note 6) Lump Sum Before Issuing Order for the Equipment Vendors
Hydromassage Equipment $0 to $16,995 (Note 6) $0
Global Access Equipment $485 to $32,000 (Note 6) $373 to $19,500 (Note 6) Lump Sum Before Issuing Order for the Equipment Vendors
First Aid Equipment $1,000 to $1,400 (Note 7) $1,000 to $1,400 (Note 7) As Incurred As Incurred Vendors
Interior Signs (Note 8) $133 – $5,326 $75 – $3,000 Lump Sum Before Opening Us or Vendors
Outside Signs (Note 8) $199 to $10,000 $199 to $10,000 As Incurred Before Opening Us or Vendors
Miscellaneous Opening Costs (Note 9) $2,013 to $2,504 $1,575 to $2,067 As Incurred As Incurred Vendors
Pre-Sale / Grand Opening Advertising (Note 10) $8,000 to $23,000 $8,000 to $13,000 As Incurred Between 60 Days Before Opening to 60 Days After Opening Vendors
Insurance (Note 11) $2,500 to $2,750 $2,200 to $2,400 Lump Sum Before Opening Vendors
Supplies and Furniture $4,900 to $5,900 $3,000 to $5,000 As Incurred Before Opening Vendors
Legal and Accounting Expenses $500 to $4,500 $500 to $4,500 As Incurred Before Opening Vendors
Training Suite (Note 12) $0 to $7,885 $0 to $3,000 Lump Sum Before Opening Us
Club Management Software (Note 13) $537 $537 As Incurred As Incurred Vendors
Additional Funds – 3 Months (Notes 14 and 15) $68,489 to $73,069 $59,445 to $64,210 As Incurred As Incurred Suppliers, Utilities, etc.
Total: $130,753 to $722,546 (Note 16)  $107,273 to $512,194 (Note 16)

This table relates to the estimated initial investment for a start-up fitness center.

Notes:

(1) None of these payments are refundable.

(2) The Initial Franchise Fee is generally $42,500 for an Anytime Fitness center franchise. The Initial Franchise Fee for an Anytime Fitness Express franchise is generally $21,000. However, we discount these fees in certain specific circumstances.

The low estimates assume that you qualify for a discount as a member of Club Platinum. All these discounts are described in Item 5.

(3) The person you designate as the “Principal Operator” of your business must attend mandatory training in Woodbury, Minnesota or such other place we designate. In addition, if your Principal Operator is not a Principal Owner, then a Principal Owner must also attend and complete this training to our satisfaction before you open your Anytime Fitness center. While we do not charge you for this training, you do have to pay your travel and living expenses while you attend the training. Your actual cost will vary, depending on the distance to be traveled, your method of travel, and your personal circumstances.

(4) Our estimate for initial expenses for real estate and improvements assumes you will lease space for your Anytime Fitness center. If you open an Anytime Fitness center, you should have at least 4,000 square feet, and we recommend that you not have more than 5,500 square feet for your center. Rent for these locations will typically vary from $10.00 to $35.00 per square foot per year. An Anytime Fitness Express center would generally have 3,000 to 4,000 square feet. Rent for these locations will typically vary from $4.00 to $20.00 per square foot per year. Our estimate assumes you must pay only the first month’s rent and a security deposit equal to another month’s rent. All our estimates are based on these assumptions. Our franchise model is based on minimizing overhead expenses, including real estate costs. Costs will vary in relation to the physical size and location of the fitness center. A lower cost center is one that would require fewer leasehold improvements and fewer equipment expenditures. The lower estimates assume the landlord will cover many of the leasehold improvement costs. You may also need to provide a larger security deposit and a personal guaranty of the lease. Moderate and higher cost fitness centers may require extensive interior renovations and additional equipment. The above figures do not include extensive renovations. However, we assumed the general contractor will include permitting fees in the construction costs.

If you are receiving a leasehold improvement allowance from your landlord, the landlord may require you show them that you paid for the leasehold improvements before giving you the money. We have a program that will provide a short-term loan to qualified franchisees when that happens so that you can pay for those improvements, pending receipt of money from your landlord. The maximum amount we will finance for any franchisee is $150,000. We require you pay us a 6% origination fee, but we do not charge interest on the loan, unless it is in default. The loan must be repaid at the earlier of (i) when the landlord pays the tenant improvement money, (ii) 90 days after the last cash distribution is made to you under the loan documents, or (iii) 30 days after you open your Anytime Fitness center. See Item 10 for additional details.

As described in Item 8, you may be required to participate in our “Construction Management Services” program offered through our approved vendor to oversee the construction of your Anytime Fitness center. As of the issuance date of this Disclosure Document, we anticipate that the cost of the Construction Management Services will be $6,500 to $8,500. At this time, participation in the Construction Management Services program is optional, and the $8,500 cost is included in the high range estimates.

(5) As described in Item 5, we will create a Compliance Drawing of your center. You must obtain a Compliance Drawing from us. If you are developing a new Anytime Fitness center, we will provide you with one Compliance Drawing at no additional cost. We anticipate this design will be sufficient to provide to an architectural vendor to create your Construction Documents. If you are signing the Franchise Agreement as part of a franchise renewal or transfer and we determine that your Anytime Fitness center requires renovation or re-equipment, then you must pay us $250 for your Compliance Drawing, but we will credit $250 against your Monthly Fee if you complete all renovation and reequipment requirements by the required due date. In either case, if you require additional Compliance Drawings, you must pay us $250 for each additional Compliance Drawing.

You will be required to retain a designated architectural vendor to create a complete set of detailed Construction Documents, and to obtain any required permits, and conform the premises to local ordinances or building codes. If you do not use our designated architectural vendor to create the Construction Documents and this is your first Anytime Fitness center, we will charge you a fee of $2,700 to review the Construction Documents created by another vendor. We do not construct, remodel or decorate your premises. The low estimate assumes standard tenant improvements within a structure, designed for commercial use, and excludes items such as structural modifications, site work, energy studies, surveys and/or exterior improvements. The high estimate takes into account additional code studies, energy calculations and minor exterior building improvements.

(6) Our low estimate for equipment assumes you lease all the equipment. The low end estimate therefore covers only the security deposit and other up-front costs. The total cost of equipment will vary depending on various factors, including the size of your fitness center and the type of equipment you obtain.

If you choose not to lease your equipment or leasing is not available, your initial investment for fitness equipment, tanning equipment, and operating systems (not including monitoring costs), will increase to:

Anytime Fitness Anytime Fitness Express
Exercise Equipment Approximately $139,000 Approximately $100,000
Tanning Equipment Approximately $9,000 Approximately $6,000
Technology System (including estimated taxes, shipping, and installation) $19,500 to $32,000 $15,000 to $19,500

If you purchase this equipment, the amount of Additional Funds for the 3 months operating expenses would also be adjusted to reflect that you will not make 3 monthly equipment lease payments, but your total initial investment will be substantially higher than we have estimated. Some costs will vary in relation to the physical size of the fitness center and whether you purchase from our recommended sources or from others. Exercise equipment includes fitness equipment, security devices, access equipment, televisions and/or stereo, durable floor pads, decorations and fixtures. See Item 10 for additional details.

(7) We require you have an automated external defibrillator. This equipment will generally cost between $1,000 and $1,400. In some areas, you may be required to have additional first aid supplies, and our high estimate covers the cost of these supplies.

(8) Our low estimate for signage assumes you finance the signage, with a 10% down payment, and a minimum signage package. The total cost of the signage will vary depending on various factors, including the size of your location, and local zoning requirements.

(9) This amount includes utility costs and licensing fees.

(10) If you are a new franchisee in the Anytime Fitness system and you open a new Anytime Fitness center, you will need to spend a minimum of between $8,000 and $18,000 (depending on your market Tier) for a Grand Opening and Ramp Up program as described in Item 11. We also recommend you spend an additional $3,000 to $5,000 in local direct advertising. The low end of the range assumes you are in a Tier 3 market and have no additional marketing cost for local direct marketing, the high end of the range assumes you are in a Tier 1 market and spend an additional $5,000 for local direct marketing. Some franchisees, particularly people who sign Area Development Agreements to control an entire market, may spend more than $20,000 per center for grand opening advertising because they believe they will receive a return on that investment. If you operate an Anytime Fitness Express center, there is no minimum amount that you must spend on grand opening advertising.

(11) You will need to purchase and maintain in effect at all times during the term of the Franchise Agreement a bond for your business, which you are required to purchase from our designated surety bond vendor to secure your obligations to pre-paid members for membership fees and for pre-paid personal training revenue. Some state laws also require the purchase of a bond. Because the requirements vary by state, and may depend on your net worth, we cannot estimate the amount you will need to obtain a bond, or the assets you may need to collateralize that bond. We have negotiated a base rate of $250 per year for bonds through our designated vendor, however your actual cost may vary based on your individual circumstances. Further, you will need to purchase and maintain in effect at all times during the term of the Franchise Agreement a policy or policies of insurance, naming us and our affiliates as additional insureds on the face of each policy. You must have and maintain general liability insurance with complete operations coverage, broad form contractual liability coverage, property damage all with current minimum limits of $1,000,000 per person and $1,000,000 per occurrence, $3,000,000 in the aggregate, and other insurance in the types and amounts as we may require or as required by law. The insurance policy must be written by a carrier who has a minimum rating acceptable to us. Our insurance estimate assumes that you will personally operate your Anytime Fitness center and have no employees. Therefore, the estimates do not include premiums for worker’s compensation insurance, employer’s liability insurance or automobile liability insurance. Your insurance costs may be substantially higher if you have to buy employer’s liability insurance, automobile liability insurance, or any other insurance required by your landlord. Before you make a decision to purchase the franchise, you should confirm that insurance is available for a fitness center of the type you intend to operate, given that you will not staff the premises all of the time.

(12) As of the issuance date of this Disclosure Document, the Training Suite is optional. However, we may require you to implement the Training Suite in your Anytime Fitness center upon 90 days’ prior written notice. The low range assumes you do not add the Training Suite to your Anytime Fitness center. The high range estimate assumes that you use the Training Suite, and includes the $500 Training Suite Training Fee and the cost of required equipment. See Item 11 for more information on the Training Suite.

(13) You will be required to purchase Club Management Software, as described in Item 11, from one of our two designated vendors. The monthly cost for the Club Management Software is $179 per month, per Anytime Fitness center for up to three centers. If you have four or more Anytime Fitness centers, the monthly Club Management Software is reduced to $149 per month, per center, for all centers. Our estimate includes Club Management Fees for one Anytime Fitness center, for a period of three months, at the $179 per month rate.

(14) This estimates your initial startup expenses during the initial 3 months. These figures are estimates and we cannot guarantee that you will not have additional expenses starting the business. We recommend that you have additional funds available to you to fund your business. Your costs will depend on factors such as: whether you include the Training Suite in the operation of your Anytime Fitness center, how the business is staffed, your sales and management skills, experience and business acumen; local economic conditions; the local market for your services; competition; the ability to obtain favorable real estate and equipment rates. These costs include payroll expenses for a full-time personal trainer and two full-time employees. These costs do not include any owners’ draw amounts.

(16) These figures are estimates based on our experience in establishing and operating Anytime Fitness centers in the last 3 years. Your actual expenses of establishing and operating this business could vary significantly from these estimates. It is possible to significantly exceed costs in any of the areas above. Some states have laws that require staffing or operational requirements that will significantly increase the amounts you will have to spend to open and operate your Anytime Fitness center. If your state requires you to have someone on the premises full-time or additional equipment on the premises, these costs may increase by $5,000 or more a month. You should review these figures carefully with a business and a legal advisor before making any decision to purchase the franchise. Except as specifically stated, we do not offer financing for any part of the initial investment. The availability and terms of financing will depend on factors like the availability of financing generally, your credit worthiness, your relationship with local banks, your experience in the fitness industry, and any additional collateral you may offer to a lender to secure the loan. Our estimates do not include any finance charges, interest or debt service obligations.

The FTC’s Franchise Rule permits a franchisor to provide information about the actual or potential financial performance of its franchised and/or franchisor-owned outlets, if there is a reasonable basis for the information, and if the information is included in the Disclosure Document. Financial performance information that differs from that included in Item 19 may be given only if: (1) a franchisor provides the actual records of an existing outlet you are considering buying; or (2) a franchisor supplements the information provided in this Item 19, for example, by providing information about possible performance at a particular location or under particular circumstances.

STATEMENT OF ANNUAL PROJECTED REVENUES AND EARNINGS FOR AN ANYTIME FITNESS CENTER

The following are statements of projected annual revenues and earnings for a franchised Anytime Fitness center. These projections are for an Anytime Fitness center that has been in operation for at least 12 months. They assume that at the end of the first year you have a fixed number of memberships, and, even though most of our clubs continue to increase their memberships after the first year, that you remain at that level for the entire year, adding as many new members as the number of members that leave. (During the first year, it will take you time to build your member base.) We have listed below 3 projections, one based on a center having 500 members, one based on 865 members, and one based on 1,150 members. They are based on revenue information provided to us by our proprietary software and designated billing processor for our franchisees in the United States in 2017.

Of the 2,158 Anytime Fitness clubs open for at least 12 months as of February 28, 2018, the number of members for these clubs ranged from 177 to 3,316. As measured on February 28, 2018 the 2,158 clubs open at least 12 months had an average member count of 865; the member count on this date ranged from 3 to 3,352 and the median was 774. The first example, for a 500-member club, is intended to give you an idea of the revenues, expenses and projected income of a club that performs well below our average, but is still profitable. Of these 2,158 clubs, 1851 (86%) had an average of over 500 members as measured on February 28, 2018. The 865- member example will give you an idea of the revenues, expenses and income of a club that is able to maintain, throughout the year, the average number of members of the 2,158 Anytime Fitness clubs that were open for at least 12 months, as measured on February 28, 2018. Of the 2,158 Anytime Fitness clubs open for at least 12 months as of February 28, 2018, 850 (39%) had an average of over 865 members, as measured on February 28, 2018. The 1,150-member example gives you an idea of the revenues, expenses and profitability of a high achieving club. Of the 2,158 Anytime Fitness clubs open for at least 12 months as of February 28, 2018, 371 (17%) had an average of over 1,150 members as measured on February 28, 2018.

The assumptions we made in compiling these projections are detailed following the projections. Any change in these assumptions would require material alterations to the projections.

500 Members

865 Members

1,150 Members

Revenues1

Enrollment Fee2

$12,900

$22,200

$29,600

Membership Fees3,4

$186,000

$321,700

$427,700

Vending Revenues5

$1,500

$2,600

$3,500

Personal Training6

$55,600

$96,200

$127,900

Total Revenues7

$256,000

$442,700

$588,700

Operating Expenses1

Rent8

$89,700

$89,700

$89,700

Equipment Lease9

$36,300

$36,300

$36,300

Personal Training Expenses6

$33,400

$57,700

$89,500

Royalties

$6,600

$6,600

$6,600

Processing/Credit Card Fees10

$10,300

$17,900

$23,700

Bad Debt11

$6,200

$10,600

$14,200

Utilities12

$20,000

$20,000

$20,000

Insurance

$2,600

$2,600

$2,600

Proximity Cards2, 3

$1,500

$2,600

$3,400

Advertising Funds13

$3,600

$3,600

$3,600

Local Advertising14

$10,000

$12,800

$15,000

Anytime Health Fees15

$2,700

$2,700

$2,700

Vending Products5

$500

$800

$1,100

Maintenance

$7,800

$13,500

$18,000

Global Access Fee16

$3,000

$3,000

$3,000

Healthy Contribution Fees17

$300

$500

$700

Club Management Software Fees18

$2,100

$2,100

$2,100

Live Programming Fee

$1,800

$1,800

$1,800

Annual Conference Fee

$400

$400

$400

Miscellaneous19,21

$8,600

$14,100

$18,400

Total Operating Expenses

$247,400

$299,300

$352,800

Income Before Salaries, Depreciation, Interest, Taxes and Debt Expense20

$8,600

$143,400

$235,900

Manager Salary and Payroll Costs20

$45,900

$45,900

Income Before Depreciation, Interest, Taxes and Debt Expense20,21,22

$8,600

$97,500

$190,000

These figures are only estimates of what we think you can earn based on the assumptions described below. Your results may differ. There is no assurance that you will sell as many memberships or earn as much.

These figures were prepared without an audit. Prospective franchisees or sellers of franchises should be advised that no certified public accountant has audited these figures or expressed his/her opinion with regard to the content or form.

NOTES AND ASSUMPTIONS

1. We rounded revenues and expenses to the nearest $100.

2. In projecting enrollment fee revenues and the cost of proximity cards, we assumed, based on data reported to us by our designated processor, that 48% of your members would be replaced through attrition, and that the average enrollment fee you charge is $49. The attrition rate is based on the average rolling 12-month attrition of membership contracts of 12 months or longer at Anytime Fitness clubs that have been open 12 months or longer and measures net transfers out of the Anytime Fitness® system.

3. In projecting membership revenues, we had to make certain assumptions regarding the types of memberships you will sell in your center and the prices you will charge for each type of membership. The membership numbers above consist of members paying monthly fees under a membership agreement with you, as well as “pay per visit” members, for which you are paid a dollar amount per visit to your center. We have projected membership revenues equal to approximately $371.90 per member per year. Based on reports from our designated processor under each membership agreement to our Anytime Fitness franchisees, the average monthly membership fees paid was $36.58 per member and the median monthly membership fees paid was $35.78 in the 12 months ended on February 1, 2018, for clubs that were open for 12 months or more as of February 28, 2018. These clubs had an average of 697 members who joined as monthly members and a median of 646 members who joined as monthly members. Based on the data reported to us by our designated processor, the average “pay per visit” member fees paid to our Anytime Fitness franchisees was $7.83 per member per month and the median “pay per visit” member fees paid to our Anytime Fitness franchisees was $6.08 per member per month in the 12 months ended on February 1, 2018, for clubs that were open for 12 months or more as of February 28, 2018. These clubs had an average “pay per visit” member count of 168 members and a median “pay per visit” member count of 101 in the 12 months ending on February 28, 2018. However, membership rates will vary significantly between clubs, depending upon what you elect to charge, how your rates are affected by competition, and the number of memberships you sell that receive corporate discounts, and we do not represent that any franchisee can expect to attain any particular level of sales.

4. Under the 2010 Affordable (Health) Care Act, you are required to collect sales taxes on tanning services, and remit those taxes to the Internal Revenue Service. We assumed that you will collect the tax and pay it to the taxing authorities, which has no effect on your bottom line, and that tanning sales will not be impacted by this tax.

5. It is up to you to determine whether you offer vending machines in your center, the products you place in those machines and the vending prices. The amounts we have projected for vending revenue reflect the per membership revenues we receive from vending. We also do not tell you the sources from which you can purchase vending products. We assumed you would purchase your vending products from a warehouse seller such as Sam’s Club, and that you pick up these items. If you go to other sources, or have these products delivered, your expenses will likely be higher.

6. Most of our clubs hire personal trainers to provide personal training services to their members. Our franchisees typically collect a percentage of what the members pay for these services. We have projected training revenues equal to $111.18 per member per year. These numbers are based on the average monthly personal training revenue reports above $1,500 of clubs who were open for at least 12 months and reported 1 or more months of personal training revenues using the Club Management Software or other personal training management software. We assumed that if a club reported less than $1,500 in revenue from personal training services for any month, that the club was either in the beginning stages of offering personal training services or did not have a fully operational personal training program. In total, 822 clubs reported one or more months of personal training revenues for this data set and 594 of those clubs reported an average of $1,500 a month in personal training revenues for the entire reporting period. We believe that this projection is consistent with the average for all our franchisees, but many franchisees do not report their training revenues to us. Compensation models for trainers vary widely. In the 500 and 865 member models, we projected that personal training expenses, including compensation to your personal trainers, equal 60% of your personal training revenues. We did not include Training Suite Fees as an expense because we do not currently require you to use the Training Suite. Once personal training revenues reach a certain level, some of our clubs have added a Member Experience Manager to oversee the personal training program. Therefore, in the 1,150 member model, we assumed you have this additional expense and therefore projected personal training expenses at 70% of personal training revenue. If you perform all or a portion of the training services yourself, this would increase your income from operating your center.

7. There are other revenue sources we have not included. For example, we have recommended that our clubs charge members $1 a month for membership in Anytime Health. While we included in expenses the fees you pay us for each member (which we cap at $225 a month), since the majority of our clubs have elected not to separately charge their members for these memberships, we did not include them in revenues. Likewise, we recommend that our franchisees charge members a club enhancement fee of $29-$39 per year that we recommend be used to purchase new equipment and upgrade their club. While a significant number of our clubs are charging these fees, we have not included these fees in revenues because we also did not include in your expenses the cost of purchasing new equipment or upgrading your facilities.

8. Your rent can vary significantly depending on the size and location of your center. However, in our experience, the number of members you have does not necessarily correlate to the size of your center. Our projections therefore assumed that the center had 5,000 square feet, and that the gross rent paid was $17.94 per square foot per year. These assumptions are based on information reported to us by franchisees in 2017. If you have a larger center, or you pay more for rent, your rent expense could increase significantly.

9. This amount assumes that you have a center with 5,000 square feet and 1,000 square feet within the center is reserved for functional training containing no large exercise machines (such as treadmills or elliptical machines). We assume you will purchase $140,000 in equipment and enter into a 4year lease purchase agreement for your equipment, paying approximately 15% down, and financing the balance. (Larger centers or centers with less functional training space will typically have more equipment. See Item 7 for additional information about the range of initial investment for equipment and improvements.) Our projection assumes an interest rate of 9% per annum. These assumptions are based on information reported to us by franchisees in 2017. These numbers will likely be different for each franchisee, as you may decide to make more of a down payment (which would lower your payments), you may decide to finance your equipment over a longer period of time (which will also lower your payments), and you may have to pay a higher interest rate (which would increase your payments).

10. Processing and credit card fees will vary depending on how many members prepay their membership fees, how many pay by bank draft, credit card, and the credit card they use. In our experience, costs for these services generally average about 5% of your membership fees and 1.5% on enrollment fees and personal training fees.

11. We assumed you would have 3.3% bad debt on your membership fees. This is consistent with the bad debt experience for our franchisees in 2017 as reported to us by our designated billing processor.

12. This amount includes gas, electric, water, cable, Internet and telephone. It does not include expenses for an answering service because we assume you will forward your calls to you or a manager to answer during unstaffed hours. It assumes utilities average $4.00 per square foot. Our franchisees do not report this data to us, therefore, this projected expense is based on actual expenses reported by our 33 company owned and operated Anytime Fitness centers in 2017.

13. This amount is based on our current requirement that you contribute $300 per month to our General Advertising Fund.

14. We expect you to spend a minimum of at least $10,000 per year for local advertising. Our projection assumes your spending on local advertising increases by 1.5% of your revenue as you have more members.

15. As noted in footnote 7, you will be selling Anytime Health memberships for us, and you keep everything you charge for those memberships above $0.50 for individual members. However, the maximum amount you must pay us each month for these memberships is $225 (and $675 if you own 3 or more centers).

16. In some states, you will also be required to pay sales tax on these fees. We have not included those sales taxes because they are payable in only a handful of states.

17. These fees represent an estimate of the initial and ongoing Healthy Contributions program fees you will incur for your monthly members if you participate in the Healthy Contributions Reimbursement Programs. They are based on the actual reports of the Anytime Fitness centers participating in the Healthy Contributions programs for the last 6 months of 2017. The average total fees per club for that period was $0.60 for each member participating in a Healthy Contributions program.

18. You are required to license the Club Management Software from 1 of 2 designated vendors. Thus, we have also assumed expenses of $179 per month for the Club Management Software. (If you have 4 or more centers, these fees will be reduced to $149 per month for all centers.)

19. Miscellaneous includes janitorial services, legal and accounting fees, cell phone, supplies, licenses, 1 registration to our Annual Conference and minimum travel expenses to attend that conference, and other similar items. Many of these costs can vary significantly depending on the location of your center and the time you spend looking for the best possible cost on these items. Our franchisees are not required to report these expenses to us, however, these expense projections are consistent with the experience of our company owned and operated Anytime Fitness centers.

20. The low projection assumes you act as manager of your center and do not receive a separate salary. As your business grows, you may wish to hire a manager to oversee some or all of the club operations. Some states or municipalities may require you have an employee on premises whenever your center is open and we have a minimum staffed hours policy that requires you, or a staff person, to be in the center for at least 30 hours per week. We are assuming you would pay that manager $2,000 per month, plus commissions and limited benefits, so that with payroll costs, the total cost for a manager will be $35,000 a year. This is consistent with what we understand to be the average compensation our franchisees pay their managers. In the 865 and 1,150 member projections, we assumed that you would pay for staffing equivalent to 1.5 times a single manager. Except as noted in footnote 6, the projections assume you do not hire any other employees to help you and assume you oversee some of your club operations. If you are an absentee-owner, or you operate in a location that requires the center to be staffed at all times, your expenses will increase significantly because you will have to pay salaries and benefits to employees. These assumptions are based on information reported to us by franchisees in 2017.

21. Because each location is different, actual revenues, expenses and income will vary at each location. We do not represent that any franchisee can expect to attain the revenues or income shown in these statements. Also, because these statements are for a second year of operation, results for a new franchisee are likely to differ from the results shown in the projections.

22. We also recommend that you set aside at least $500 per month to defray the cost of remodeling and acquiring new equipment for your Anytime Fitness center as a condition to renewing your franchise. We have not deducted these amounts from the projected income because (i) these are still your monies and therefore it would not affect your profitability to set the amounts aside, and (ii) we recommend that you charge your members a club enhancement fee that will generate these amounts and we did not include the club enhancement fees in the projected revenues.

We gave you information above about the number of all our franchised centers that were open for at least 12 months as of February 28, 2018. We, or our affiliates, also operated 33 centers for the entire 12 month period ending February 28, 2018. Revenue and membership data for those company-owned and managed locations has not been included in the above calculations. Because our franchisees are not required to report their revenues and expenses to us, we used the data from the expenses incurred by our 33 corporate owned and managed centers in calculating the following three expense projections: utility costs, maintenance costs and miscellaneous. Our corporate owned and managed centers operate in substantially the same manner as our franchised centers and we believe these expenses are consistent with those incurred by our franchisees. Because our franchisees are not required to give us this level of detail as to their revenues and expenses, we cannot tell you how many of our franchisees exceeded the projected revenues or projected EBITDA.