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April 2011

Penfund leads new $125 million subordinated debt financing for GoodLife Fitness Centres Inc.

TORONTO, Ontario (April 7, 2011) – Penfund, an independent provider of junior capital to middle market companies, announced today the completion of a $125 million subordinated secured credit facility for GoodLife Fitness Centres Inc., Canada’s largest operator of fitness clubs. The proceeds of the facility will be used by GoodLife to finance future growth and to refinance existing debt on more favourable terms.

Penfund acted as agent and lead investor in this transaction and provided $50 million of the $125 million facility. The remaining funds were provided by Macquarie Bank, Manulife Capital, GRI Investments Inc., The Canadian Medical Protective Association and the Teachers’ Retirement Allowances Fund Board.

According to John Bradlow, a partner of Penfund, “Penfund is delighted to continue its highly valued relationship with GoodLife and its founder, owner and CEO, David Patchell-Evans. In Penfund’s view, GoodLife is a remarkable demonstration of Canadian entrepreneurial success. GoodLife’s strong position in the Canadian fitness sector, its position as the fifth largest fitness club chain in the world, the highly accomplished management team and its distinctive culture combine to make it an ideal investment for Penfund.”

Mr. Bradlow continued, “We believe this financing is novel in the Canadian market. While comparable to a high yield bond financing, it is significantly more borrower-friendly as it requires no public disclosure of confidential information by this private company, is not rated and allows GoodLife to deal with a selected group of relationship-oriented lenders who will hold their loans until maturity.”

David Patchell-Evans said, “We are delighted to be continuing our long-term partnership with Penfund. This innovative financing is the latest in a series of financings provided and arranged by Penfund that have played an integral role in GoodLife’s development. This capital will help us to accelerate our growth and to improve the quality of the services we offer to our members. It will support our fundamental mission which is to provide opportunities for Canadians to improve their quality of life through access to fitness and wellness services.”


About GoodLife Fitness Centres Inc.

GoodLife was founded in 1979 by David Patchell-Evans. The company now operates 192 clubs under the GoodLife banner in Canada outside Quebec and an additional 70 clubs under the Energie Cardio banner in Quebec. Starting from a single, 2,000 square foot club in London, GoodLife has grown into the largest group of fitness clubs in Canada. GoodLife currently employs 9,500 associates and has more than 680,000 members. The Company has received many awards including being named a Platinum Club Member, Canada’s 50 Best Managed Companies and one of Canada’s 10 Most Admired Corporate Cultures. David Patchell-Evans personally was named the Canadian Venture Capital Association Entrepreneur of the year in 2010. GoodLife has been a generous supporter of charities across Canada and the founder with Dr. Derrick MacFabe, and lead supporter of The Kilee Patchell-Evans Autism Research Group at the University of Western Ontario. David Patchell-Evans founded the GoodLife Kids Foundation in 1998 to give children and youth the opportunity to lead active and healthy lives.


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About Penfund

Penfund is a leading provider of junior capital to middle market companies throughout North America. The firm is currently investing its most recently established fund, Penfund Capital Fund VII. Penfund manages funds sourced from pension funds, insurance companies, banks, family offices and high-net-worth individuals located in Canada, the United States, the Middle East, and Europe. Penfund has invested more than $3 billion in over 225 companies since its establishment. Assets under management are approximately $2.8 billion.

For further information, please contact:

Krista Maling

Director of Public Relations, GoodLife Fitness

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