Executive Summary / Key Takeaways

• Strategic Transformation Underway: Xponential Fitness is undergoing a profound strategic shift under new CEO Mike Nuzzo, moving from a rapid sales-first approach to a "franchisee-first," operations- and marketing-driven model focused on sustainable, profitable growth. This involves significant portfolio optimization, operational streamlining, and enhanced technological integration.
• Portfolio Optimization for Higher ROI: Recent divestitures of CycleBar and Rumble, following Stride, Row House, and AKT wind-downs, aim to concentrate resources on core, higher-ROI brands like Club Pilates, Pure Barre, YogaSix, and StretchLab, expecting improved portfolio health and unit economics.
• Foundation Building Year with Conservative Outlook: 2025 is positioned as a "foundation building year," with updated guidance reflecting a more conservative outlook due to brand divestitures, FDD renewal headwinds, increased marketing investments, and organizational realignment. Total revenue is projected at $300M-$310M (5% YoY decrease at midpoint), and Adjusted EBITDA at $106M-$111M (7% YoY decrease at midpoint).
• Technological & Operational Enhancements: Significant investments in a data warehouse, new CTO, and expanded field operations are designed to drive analytics-based decision-making, improve franchisee support, optimize studio performance, and enhance member experience, forming a critical competitive moat.
• Navigating Headwinds to Unlock Value: While facing material weaknesses in internal controls, ongoing regulatory inquiries, and a substantial backlog of delayed license openings, management's transparent approach and strategic actions are aimed at addressing these legacy issues to unlock long-term value and reaccelerate growth in subsequent years.

A New Chapter: Xponential Fitness' Strategic Reinvention

Xponential Fitness, Inc. (NYSE:XPOF) stands at a pivotal juncture, embarking on a comprehensive strategic reinvention designed to solidify its position as a leading global franchisor in the boutique health and wellness sector. Founded in 2017, Xponential rapidly expanded its portfolio, licensing proprietary systems across diverse modalities from Pilates and yoga to boxing and metabolic health. This journey, however, brought operational complexities and regulatory scrutiny, necessitating a fundamental shift in strategy. The recent appointment of Mike Nuzzo as Chief Executive Officer on August 7, 2025, signals a decisive move towards a leaner, more focused, and operationally mature enterprise.

The company's core business model revolves around empowering franchisees to operate studios that deliver energetic, accessible, and personalized workout experiences. This model, while enabling rapid growth, also highlighted the need for robust infrastructure and processes. The strategic pivot, initiated under former CEO Mark King, emphasizes a "franchisee-first" culture, prioritizing operational excellence, marketing effectiveness, and maximizing franchisee profitability. This transformation is not merely an adjustment but a foundational rebuild, positioning 2025 as a critical year for laying the groundwork for sustainable, reaccelerated growth in the years to come.

The Technological Edge: Powering Franchisee Success and Member Experience

Xponential Fitness's competitive advantage is increasingly rooted in its differentiated technological approach, which underpins both its franchise model and member experience. The company's core technology involves licensing proprietary systems that standardize and optimize studio operations across its diverse brands. This includes centralized systems for real estate site selection, studio build-out, and design assistance, which tangibly reduce the complexity and cost for franchisees.

A significant investment is underway to transform Xponential into a data-driven company. A new Chief Technology Officer is spearheading a major data warehouse project, designed to integrate business intelligence (BI) and consumer insights. This initiative aims to provide real-time data dashboards to teams, enabling analytics-based decision-making for optimizing franchisee operations, improving member experience, and driving internal efficiency. Early user acceptance testing is concluding, with live dashboards expected to roll out by the next earnings call, promising a "game changer" in operational visibility and responsiveness.

Innovation extends to specific brands. For StretchLab, new technological integrations are being tested, including state-of-the-art mobility and recovery equipment for unassisted stretching, personalized at-home routines, and centralized technology for progress tracking. These innovations, expected to roll out in Q1 2026 after Q3 testing, aim to drive higher engagement and utilization without significant additional operational costs. YogaSix is also innovating with new teacher training programs and a "mobility" signature class blending yoga and functional movement. These technological advancements are critical to Xponential's competitive moat, enhancing franchisee profitability through optimized operations and improving member retention by delivering tailored, frictionless experiences.

Strategic Portfolio Reshaping and Operational Focus

The company's strategic reinvention is most evident in its aggressive portfolio optimization. Following the divestiture of the Stride brand in February 2024, Row House in May 2024, and the wind-down of AKT franchise operations in Q3 2024, Xponential completed the divestiture of CycleBar and Rumble brands on July 24, 2025, for a total consideration of $7 million. This move is designed to focus resources on core, higher-ROI brands: Club Pilates, Pure Barre, YogaSix, and StretchLab. Management anticipates this leaner portfolio will lead to improved overall health, reduced closure rates, and increased average unit volumes (AUVs).

Operational enhancements are equally critical. Xponential is building out dedicated field operations teams, with 12 managers expected by the end of Q2 2025 and a total of 40 by January 2026. These teams will provide on-the-ground support, coaching, and auditing for franchisees, ensuring consistent execution of operating playbooks. A new Chief Development Officer is streamlining franchise sales, real estate, and construction under a unified leadership, moving away from a broker network to maximize control over strategic development. Studio layouts are also being rethought, with "double Club Pilates" studios being explored for high-utilization markets and smaller 8-bench StretchLab footprints to reduce construction and rent costs.

International expansion remains a core strategic pillar. Xponential aims to significantly build out its global footprint, establishing on-the-ground leadership in Europe (starting with London) and planning for Asia later this year. The focus is on countries with large potential, such as Japan and Mexico, and partnering with well-capitalized master franchisees. Club Pilates has already achieved a milestone of 150 international studios, and BFT is gaining traction, crossing 50 studios in New Zealand.

Financial Performance and Outlook: A Year of Stabilization

Xponential Fitness's recent financial performance reflects the ongoing strategic shifts and operational challenges. For Q2 2025, total revenue was $76.2 million, a slight decrease of 0.9% year-over-year. This was primarily driven by a 26% decline in equipment revenue to $9.5 million and an 8% drop in merchandise revenue to $5.6 million, largely due to fewer equipment installations and lower demand. These declines were partially offset by a 5% increase in franchise revenue to $45.4 million and a 13% rise in franchise marketing fund revenue to $9.5 million, both benefiting from a growing base of operating studios.

North America system-wide sales grew 12% year-over-year to $474 million in Q2 2025, with North America quarterly run rate AUVs increasing 3% to $659,000. However, same-store sales growth moderated to 1% in Q2 2025, down from 4% in Q1 2025, with Club Pilates maintaining mid-single-digit growth but StretchLab experiencing a negative comp.

Adjusted EBITDA for Q2 2025 was $28.1 million, up 14% year-over-year, with an Adjusted EBITDA margin of 36.9%. This improvement was largely due to a significant 35% reduction in selling, general and administrative (SG&A) expenses to $24.1 million, driven by nonrecurring insurance credits related to legal matters and lower equity-based compensation.

The company recognized substantial impairments in Q2 2025, including $5.105 million in goodwill for BFT and $2.346 million for Lindora, and a $3.449 million trademark impairment for CycleBar, reflecting a re-evaluation of these brands' cash flow potential. As of June 30, 2025, cash, cash equivalents, and restricted cash stood at $38.7 million. The company has made progress on lease settlements, resolving approximately $31.1 million in liabilities, with $14 million remaining, mostly expected to be settled in H2 2025. Long-term debt was $377.8 million, with the maturity extended to August 1, 2027, via the Eighth Amendment.

For the full year 2025, Xponential's updated guidance reflects a conservative approach. North America system-wide sales are projected to be $1.78 billion to $1.8 billion (13% increase at midpoint, excluding divested brands). Global net new studio openings are guided at 170 to 190 (37% decrease at midpoint, excluding divested brands), with closures expected to be approximately 5% of the global system. Total revenue is forecast between $300 million and $310 million (5% YoY decrease at midpoint), and Adjusted EBITDA is expected to range from $106 million to $111 million (7% YoY decrease at midpoint), translating to an Adjusted EBITDA margin of approximately 35.6%. This outlook incorporates the impact of divestitures, FDD renewal headwinds, increased marketing spend (25% higher in H2 2025), and organizational realignment under the new CEO. The company anticipates levered adjusted EBITDA cash flow conversion of 28%, with $49 million in interest expense and $8 million in cash dividends for convertible preferred stock.

Competitive Landscape and Strategic Positioning

Xponential Fitness operates in a dynamic boutique fitness market, competing directly with established players like Planet Fitness (PLNT), Life Time Group Holdings (LTH), and Peloton Interactive (PTON), as well as numerous smaller, specialized studios and digital platforms.

Planet Fitness, with its low-cost, high-volume model, boasts strong revenue growth, robust profitability (Gross Profit Margin of 83% for PLNT vs. 74.79% for XPOF TTM), and efficient cash flow. Xponential differentiates itself by offering specialized, premium, and diverse fitness experiences through its multi-brand portfolio, aiming to capture market share in niche segments where PLNT's broad appeal is less effective. While XPOF may lag PLNT in overall accessibility and cost structure, its diversified offerings allow for greater innovation and tailored customer experiences.

Life Time Group Holdings positions itself at the high-end of the wellness market, offering luxury clubs with comprehensive amenities. LTH demonstrates strong revenue growth and healthy gross margins (88% TTM), attracting affluent customers. Xponential's franchised boutique model, in contrast, offers more flexible and scalable specialized classes. XPOF's strength lies in its ability to rapidly penetrate markets through its franchise rollout, potentially achieving faster growth in unit count than LTH's capital-intensive, full-service club model.

Peloton Interactive, a leader in connected fitness, emphasizes digital and at-home solutions, leveraging technology for convenience and a strong online community. While Peloton's Gross Profit Margin (51% TTM) is lower than XPOF's, its digital focus drives innovation speed. Xponential's in-person studio model fosters community-based experiences and customer loyalty through direct interaction. XPOF's investment in a data-driven approach and in-studio technology aims to bridge any digital integration gaps, enhancing its competitive stance against at-home alternatives.

Indirect competitors, including free online resources and digital fitness apps, pose a threat by offering accessible and low-cost alternatives. Xponential counters this by focusing on the unique value of in-person, instructor-led experiences and community, while also exploring digital enhancements for its StretchLab brand to offer at-home routines. The company's strong brand portfolio and network effects create significant barriers to entry for new players, protecting its market share. However, XPOF's reliance on franchisees and higher operational costs compared to some rivals present vulnerabilities to price competition and economic shifts.

Risks and Challenges

Xponential Fitness faces several pertinent risks as it executes its transformation. Material weaknesses in internal control over financial reporting, including insufficient accounting personnel and deficiencies in impairment assessments and contract completeness, have led to a restatement of 2023 financials and corrections for 2022 and 2024. Remediation efforts are ongoing, but successful implementation and sustained effectiveness are crucial.

Ongoing legal and regulatory investigations from the U.S. Attorneys Office, FTC, and NYAG (following the SEC's concluded investigation) continue to incur significant legal expenses and introduce uncertainty regarding potential material losses. Furthermore, regulatory inquiries from various states have led to pauses in franchise sales, impacting the development pipeline. A substantial backlog of approximately 40% of global license obligations is over 12 months behind schedule, potentially leading to increased terminations and slower studio openings. The recent goodwill and trademark impairments highlight the "heightened risk of future impairment" for brands like Pure Barre and CycleBar if market conditions or operational execution falter.

Conclusion

Xponential Fitness is in the midst of a critical strategic reinvention, shedding non-core assets and refocusing on operational excellence and franchisee profitability. The appointment of Mike Nuzzo as CEO, coupled with a clear vision for a "franchisee-first" and data-driven organization, marks a decisive turn towards building a more resilient and scalable business. While 2025 is projected as a "foundation building year" with conservative financial guidance reflecting ongoing challenges and strategic investments, the underlying initiatives—from enhanced technological integration and optimized studio formats to a revitalized international expansion strategy—are designed to strengthen its competitive moat.

Investors should closely monitor the execution of these strategic pillars, particularly the progress in remediating internal control weaknesses, the resolution of regulatory inquiries, and the successful activation or termination of the license backlog. The company's ability to leverage its technological differentiators to drive franchisee profitability and member engagement will be paramount in reaccelerating growth in 2026 and beyond. Despite the near-term headwinds and the inherent complexities of such a transformation, Xponential Fitness is strategically positioning itself for a leaner, more focused, and ultimately more profitable future in the dynamic boutique fitness landscape.