Shareholders of Life Time Fitness, Chanhassen, Minnesota, approved the company's merger agreement with LTF Merger Sub Inc. at a special meeting Thursday.
The merger, which makes Life Time Fitness a subsidiary under LTF Merger Sub Inc., passed by a majority margin according to Form 8-K filed with the Securities and Exchange Commission. There were 34.5 million shares in favor, 36,824 shares against, and 11,025 abstentions and no-broker votes.
The sale of Life Time Fitness, which has operated as a public company since 2004, remains conditional upon regulatory approval. It is expected to close June 10 subject to customary closing conditions, according to Thursday's SEC filing.
LTF is a company controlled by affiliates of Leonard Green & Partners and TPG Capital L.P., which in March announced they, along with LNK Partners, were acquiring Life Time Fitness for more than $4 billion.
The meeting also approved an adjournment to a later date if there were insufficient votes to approve the sale. That proposal was not needed because the vote on the merger agreement passed.
Shareholders approved the golden parachute compensation that will or may become payable to its named executive officers when the merger is completed.
Life Time founder and CEO Bahram Akradi is estimated to receive $28.08 million if the sale is approved, according to the April 30 definitive proxy statement filed with the SEC. COO Jeffrey G. Zwiefel is estimated to receive $7.14 million, CFO Eric J. Buss is estimated to receive $6.75 million, Chief Administrative Officer and Executive Vice President Tami A. Kozikowski is estimated to receive $3.2 million, Executive Vice President Jess R. Elmquist is expected to receive $1.26 million and Senior Vice President Erik Lindseth is expected to receive $609,245.
The golden parachute amounts reflected in the statement were based on a share price of $72.10. Each shareholder will be entitled to receive that amount without interest if the sale is approved.
Life Time shares have traded between $38.01 and $72.04 over the last 52 weeks.
On May 26, LTF announced its intentions to privately offer $600 million in aggregate principal amount of its senior notes due 2023. The net proceeds from the offering, subject to market and other conditions, will be used to fund a portion of the acquisition of Life Time and to pay certain related fees, commissions and expenses, according to the announcement.
In late February, Life Time reported a 7 percent revenue increase to $1.291 billion in 2014 compared with 2013. The company ranked third last year on Club Industry's annual Top 100 Health Clubs list with 2013 revenue of $1.206 billion.