factual

What is the relationship between SEB Funding LLC and Basecamp Fitness?

Basecamp_Fitness Franchise · 2025 FDD

Answer from 2025 FDD Document

SEB SPV Guarantor LLC ("SEB SPV") is a direct, wholly owned subsidiary of Anytime Fitness. SEB SPV and its subsidiaries were formed during 2021 in connection with the SEB securitization transaction. SEB SPV is the holding company of and guarantees the obligations of SEB Funding LLC ("SEB Funding or Issuer").

SEB Funding is a direct, wholly owned subsidiary of SEB SPV. SEB Funding is the sole member of SEB Franchising Guarantor LLC, Healthy Contributions SPV LLC, PV Distribution LLC, SEB Distribution SPV LLC, and SEB Systems LLC. SEB Funding is the Issuer of the Series 2021-1 and the Series 2024-1 Notes (Note 5).

SEB Systems LLC ("SEB Systems") comprises the operations of its direct, wholly owned subsidiaries (collectively, the "franchising entities"): Anytime Fitness Franchisor LLC, OTF Franchisor LLC, Waxing the City Franchisor LLC, Basecamp Fitness Franchisor LLC, and The Bar Method Franchisor LLC. The franchising entities are the franchisors of fitness centers, fitness studios, and waxing studios in the United States and in certain cases, internationally.

SEB Franchising Guarantor LLC Notes to Financial Statements December 31, 2024, 2023 and 2022

1. Nature of Business and Summary of Significant Accounting Policies

Nature of Business

SEB Franchising Guarantor LLC (the "Company") is a special purpose Delaware limited liability company and a direct, wholly-owned subsidiary of SEB Funding LLC, which is a direct, wholly-owned subsidiary of SEB SPV Guarantor LLC, which is a direct, wholly-owned subsidiary of Anytime Fitness, LLC, which is a direct, wholly-owned subsidiary of Self Esteem Brands, LLC, which is a direct, wholly-owned subsidiary of Purpose Brands Intermediate LLC, which is a direct, wholly-owned subsidiary of Purpose Brands Holdings LLC.

The Company guarantees the obligations of the franchising subsidiaries. The franchising subsidiaries include Anytime Fitness Franchisor LLC, OTF Franchisor LLC, Basecamp Fitness Franchisor LLC, The Bar Method Franchisor LLC and Waxing the City Franchisor LLC.

For value received, SEB Franchising Guarantor LLC, a Delaware limited liability company (the "Guarantor"), located at 111 Weir Drive, Woodbury, Minnesota 55125, absolutely and unconditionally guarantees to assume the duties and obligations of Basecamp Fitness Franchisor LLC, located at 111 Weir Drive, Woodbury, Minnesota 55125 (the "Franchisor"), under its franchise registration in each state where the franchise is registered, and under its Franchise Agreement and Area Development Agreement identified in its 2025 Franchise Disclosure Document, as it may be amended, and as that Franchise Agreement and Area Development Agreement may be entered into with franchisees and amended, modified or extended from time to time. This guarantee continues until all such obligations of the Franchisor under its franchise registrations and the Franchise Agreement and Area Development Agreement are satisfied or until the liability of Franchisor to its franchisees under the Franchise Agreement and Area Development Agreement has been completely discharged, whichever first occurs. The Guarantor is not discharged from liability if a claim by a franchisee against the Franchisor remains outstanding. Notice of acceptance is waived. The Guarantor does not waive receipt of notice of default on the part of the Franchisor. This guarantee is binding on the Guarantor and its successors and assigns.

The Guarantor signs this guarantee at Woodbury, Minnesota, on the 28th day of March 2025.

Source: Item 23 — RECEIPTS (FDD pages 62–248)

What This Means (2025 FDD)

According to Basecamp Fitness's 2025 Franchise Disclosure Document, SEB Funding LLC plays a role in the franchise's organizational structure. SEB Funding LLC is a direct, wholly-owned subsidiary of SEB SPV Guarantor LLC, which itself is a direct, wholly-owned subsidiary of Anytime Fitness, LLC.

SEB Funding LLC is the sole member of SEB Franchising Guarantor LLC, Healthy Contributions SPV LLC, PV Distribution LLC, SEB Distribution SPV LLC, and SEB Systems LLC. SEB Systems LLC then comprises the franchising entities, including Basecamp Fitness Franchisor LLC. This means that Basecamp Fitness Franchisor LLC, the entity that franchises Basecamp Fitness studios, is an indirect subsidiary of SEB Funding LLC.

Furthermore, SEB Franchising Guarantor LLC guarantees the obligations of Basecamp Fitness Franchisor LLC. This guarantee, signed on March 28, 2025, ensures that SEB Franchising Guarantor LLC will assume the duties and obligations of Basecamp Fitness Franchisor LLC under its franchise registration, Franchise Agreement, and Area Development Agreement. This guarantee remains in effect until all obligations of Basecamp Fitness Franchisor LLC are satisfied or completely discharged.

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.