UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On January 13, 2023, Xponential Fitness Inc.’s (the “Company’s”) domestic subsidiary borrowed $130.0 million in aggregate principal amount of LIBOR rate incremental term loans (the “2023 Incremental Term Loan”) pursuant to that certain fourth amendment to its existing credit facility entered into on January 9, 2023, as disclosed in the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on January 9, 2023 (the “Prior Form 8-K”).
The Company used the net proceeds of the 2023 Incremental Term Loan, together with available cash, to complete, on January 13, 2023, the privately negotiated repurchases of an aggregate of 85,340 shares of its issued and outstanding 6.50% Series A Convertible Preferred Stock (the “Series A Preferred Stock”) and 6.50% Series A-1 Convertible Preferred Stock (the “Series A-1 Preferred Stock” and, together with the Series A Preferred Stock, the “Preferred Stock”) for an aggregate of approximately $131.0 million, including $0.2 million in accrued and unpaid dividends (the “Repurchase Transactions”). Based on the final allocations of the repurchases among the holders of the Preferred Stock, an aggregate of 114,660 shares of Preferred Stock remain issued and outstanding following the Repurchase Transactions, consisting of 56,572 shares of Series A Preferred Stock and 58,088 shares of Series A-1 Preferred Stock.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
| Exhibit No. |
Description | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) | |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| XPONENTIAL FITNESS, INC. | ||||||
| Date: January 13, 2023 | By: | /s/ John Meloun | ||||
| Name: | John Meloun | |||||
| Title: | Chief Financial Officer | |||||
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