Who is the current direct parent of XPOF Assetco, LLC, the direct parent of the Bft franchise?
Bft Franchise · 2025 FDDAnswer from 2025 FDD Document
As part of the Reorganization, our direct parent, XPOF Assetco, LLC ("Assetco"), was created. As described in Item 21 of this Disclosure Document, Assetco guarantees our obligations as franchisor. Assetco's current direct parent is Xponential Fitness, LLC ("Xponential"). Xponential, via an intermediate holding company, is controlled by Xponential Fitness, Inc. ("XFI"), which is a publicly traded company listed on the New York Stock Exchange under the symbol "XPOF." We anticipate that, if a Financing Opportunity occurs, it would be conducted by newly created indirect parents (immediately upstream of Assetco) and that our and Assetco's only involvement in the Financing Opportunity would be to guarantee the obligations of our newly created indirect parents who are involved in the transaction. We expect that guarantee would cause the leverage ratio of debt to "Adjusted EBITDA" of Xponential and its subsidiaries (including us) to increase in an amount not determinable unless and until the details of the Financing Opportunity are determined. "Adjusted EBITDA" means EBITDA (net income/loss before
interest, taxes, depreciation and amortization), adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing operating performance.
Source: Item 1 — THE FRANCHISOR, ANY PARENTS, PREDECESSORS AND AFFILIATES (FDD pages 7–12)
What This Means (2025 FDD)
According to the 2025 Bft Franchise Disclosure Document, the direct parent of XPOF Assetco, LLC ("Assetco") is Xponential Fitness, LLC ("Xponential"). Assetco guarantees Bft's obligations as the franchisor. Xponential is controlled by Xponential Fitness, Inc. ("XFI"), via an intermediate holding company. XFI is a publicly traded company listed on the New York Stock Exchange under the symbol "XPOF."
This corporate structure is relevant to prospective Bft franchisees because it illustrates the financial backing and potential future financing opportunities for the franchise system. The FDD indicates that any future financing opportunities would likely be conducted by newly created indirect parents immediately upstream of Assetco. Bft and Assetco's involvement would be limited to guaranteeing the obligations of these newly created indirect parents.
However, the FDD also notes that such a guarantee could increase the leverage ratio of debt to "Adjusted EBITDA" of Xponential and its subsidiaries, including Bft. The exact amount of this increase is not determinable until the details of any future financing opportunity are finalized. This implies that the financial health of the parent company, Xponential Fitness, Inc., could potentially impact the Bft franchise system.
Prospective franchisees should be aware of this complex corporate structure and the potential impact of future financing activities on the financial stability of Bft. It would be prudent to discuss these potential financial implications with the franchisor and to seek professional financial advice before investing in a Bft franchise.