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KKR to Acquire The Bay Club Company

July 26, 2018

Landmark California company bridges gap between fitness and hospitality

NEW YORK & SAN FRANCISCO–(BUSINESS WIRE)– KKR, a leading global investment firm, and The Bay Club Company (“Bay Club”), a premier active lifestyle and hospitality company, today announced the signing of a definitive agreement under which KKR will acquire Bay Club from York Capital Management and minority investors, including JMA Ventures and Roxborough Group. Financial details of the transaction were not disclosed.

Founded in 1977, Bay Club operates a collection of active lifestyle campuses, welcoming more than 50,000 members throughout California. The clubs are designed with innovative amenities to support the company’s focus on Fitness, Sports, Family and Hospitality.

Bay Club is recognized as the pioneer of the urban sports resort. Over the past several years, Bay Club has assembled an experienced management team—a blend of fitness, hospitality, technology, and finance veterans. Under the direction of this team, Bay Club was given the opportunity to evolve beyond the fitness industry. As a result, the Company entered the realm of hospitality by grouping complementary properties into campuses and offering its members a range of high-end lifestyle amenities typically only found at country clubs and luxury resorts.

“At Bay Club, we are proud to have created California’s leading active lifestyle community. In partnering with KKR, we are excited to build even further on what we’ve accomplished thus far and bring our unique offering to even more communities across the country,” said Matthew Stevens, President and CEO of Bay Club.

“Bay Club’s pioneering and differentiated model is one of the few scaled platforms in a large and highly fragmented health and wellness industry, where members can find options that meet all of their – and their families’ – needs,” said Nate Taylor, KKR Member and Head of KKR’s Americas Consumer Retail team. “We’re thrilled to be partnering with Matthew and the rest of Bay Club’s management team.”

KKR is making the investment through separately managed accounts and its balance sheet.

Bay Club is being advised by Morgan Stanley & Co. LLC as lead financial advisor, North Point Advisors LLC as co-financial advisor, and Skadden, Arps, Slate, Meagher & Flom and Brownstein Hyatt Farber Schreck, LLP as legal advisors. Simpson Thacher & Bartlett is serving as legal advisor to KKR.

About Bay Club
Headquartered in San Francisco, California, The Bay Club Company is an active lifestyle and hospitality company with a network of experiential campuses that welcome more than 50,000 members. The company operates across seven California campuses in the San Francisco, San Jose, Los Angeles and San Diego markets, employing more than 4,000 people. For more information on The Bay Club Company, please visit BayClubs.com or its blog, OneLombard.com. The Bay Club Company is also on Facebook and Instagram.

About KKR
KKR is a leading global investment firm that manages multiple alternative asset classes, including private equity, energy, infrastructure, real estate and credit, with strategic manager partnerships that manage hedge funds. KKR aims to generate attractive investment returns for its fund investors by following a patient and disciplined investment approach, employing world-class people, and driving growth and value creation with KKR portfolio companies. KKR invests its own capital alongside the capital it manages for fund investors and provides financing solutions and investment opportunities through its capital markets business. References to KKR’s investments may include the activities of its sponsored funds. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com and on Twitter @KKR_Co.

About York Capital Management
York Capital Management is a global private investment firm that was established in 1991. The firm manages approximately $18 billion in assets across public and private investment strategies, including its private equity platform, the York Special Opportunities Fund, which owns Bay Club. York Capital employs approximately 60 investment professionals and 200 total employees globally, located primarily in New York, London, and Hong Kong.

Media:
Bay Club:
Annie Appel, 415-901-9351
annie.appel@bayclubs.com
or
KKR:
Kristi Huller or Cara Major, 212-750-8300
media@kkr.com
or
York Capital Management:
Gasthalter & Co. for York Capital Management
Nathaniel Garnick/Kevin Fitzgerald, 212-257-4170
York@gasthalter.com

Source: KKR


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Kristi Huller
Julia Kosygina
Liidia Liuksila
Telephone: +1 (212) 750-8300

Email: media@kkr.com

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Email: media@kkr.com

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Outside US: +1 (212) 230-9410
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This presentation contains certain forward-looking statements pertaining to KKR & Co. Inc. and its consolidated subsidiaries (collectively “KKR”), including certain investment funds, vehicles and accounts that are managed by KKR (each, a “fund”). Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. The forward-looking statements are based on KKR’s beliefs, assumptions and expectations of its future performance, taking into account all information currently available to it. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to KKR or are within its control. If a change occurs, KKR’s business, financial condition, liquidity and results of operations, including but not limited to, assets under management, fee paying assets under management, after-tax distributable earnings, capital invested, syndicated capital, uncalled commitments, cash and short-term investments, fee related earnings, fee and yield segment EBITDA, core interest expense and book value, may vary materially from those expressed in the forward-looking statements. The following factors, among others, could cause actual results to vary from the forward-looking statements: whether KKR realizes all or any of the anticipated benefits from converting to a corporation and the timing of realizing such benefits; whether there are increased or unforeseen costs associated with the conversion, including any adverse change in tax law; the volatility of the capital markets; the general volatility of the capital markets; failure to realize the benefits of or changes in KKR’s business strategies including the ability to realize the anticipated synergies from acquisitions or strategic partnerships or other transactions; availability, terms and deployment of capital; availability of qualified personnel and expense of recruiting and retaining such personnel; changes in the asset management industry, interest rates or the general economy; underperformance of KKR's investments and decreased ability to raise funds; and the degree and nature of KKR’s competition. All forward-looking statements speak only as of the date they are made. KKR does not undertake any obligation to update any forward-looking statements to reflect circumstances or events that occur after the date on which such statements were made except as required by law. In addition, KKR’s business strategy is focused on the long-term and financial results are subject to significant volatility.

Additional information about factors affecting KKR, including a description of risks that may be important to a decision to purchase or sell any common or preferred stock of KKR & Co. Inc., can be found in KKR & Co. Inc.’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and its other filings with the SEC, which are available at www.sec.gov.

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