factual

Does the Annex Brands franchise agreement allow for transfers of LLC interests?

Annex_Brands Franchise · 2025 FDD

Answer from 2025 FDD Document

Assignments, sales or other transfers subject to the foregoing restriction include, without limitation, the following:

    1. sale, gift or other transfer of capital stock, or of a partnership, LLC or other ownership interest, in Franchisee;
    1. merger or consolidation of Franchisee with another corporation, or issuance of capital stock, partnership, LLC or other ownership interests in Franchisee;

Source: Item 22 — Contracts (FDD pages 109–110)

What This Means (2025 FDD)

According to Annex Brands' 2025 Franchise Disclosure Document, the franchise agreement addresses the transfer of LLC interests. Specifically, the agreement states that a "sale, gift or other transfer of capital stock, or of a partnership, LLC or other ownership interest, in Franchisee" is considered a transfer subject to certain restrictions.

Annex Brands requires prior written approval from the franchisor for any direct or indirect transfer of the franchise, agreement, center, or center assets. This includes transfers of capital stock, partnership interests, LLC interests, or other ownership interests in the franchisee. Any transfer without approval constitutes a default of the agreement and conveys no rights to the transferee.

To gain approval for a transfer of a controlling interest, the proposed transferee must meet Annex Brands' standards for franchisees and execute the then-current franchise agreement. Additionally, the franchisee must pay all outstanding fees and indebtedness to Annex Brands, and the lessor of the center must consent to the assignment or sublease. A transfer fee of 15% of the current non-discounted initial franchise fee is required, although a 25% discount applies for those who qualify for the International Franchise Association's VetFran Program. Franchisee and its owners must also execute general releases of claims against Annex Brands.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.