Forest Road’s Business Combination with The Beachbody Company and Myx Fitness

Latham & Watkins LLP and Cozen O’Connor C.P. advised Beachbody, and Paul, Weiss, Rifkind, Wharton & Garrison LLP advised Credit Suisse on the private placement. Kirkland & Ellis LLP and Ellenoff Grossman & Schole LLP advised Forest Road, and Greenberg Traurig, LLP advised Myx Fitness on the deal.

Forest Road Acquisition Corp. (NYSE: FRX) (Forest Road), a publicly traded special purpose acquisition company, finalized its definitive three-way merger agreement with The Beachbody Company Group, LLC (Beachbody), a worldwide leader in health and fitness, and Myx Fitness Holdings, LLC (Myx), an at-home connected fitness platform featuring an industry leading bike and home studio.

As part of the combination, Beachbody will become a public company and will be the parent company of three premium content and technology-driven businesses: Beachbody On Demand (BOD), Openfit and Myx. The transaction is expected to close in the second quarter of 2021 and the combined company will be listed on the NYSE under a new ticker symbol, “BODY”. The transaction values the combined company at $2.9 billion and is expected to add over $420 million of cash to the balance sheet, including a committed PIPE of $225 million, led by institutional investors including Fidelity Management & Research Company LLC and Fertitta Capital.

The Raine Group LLC acted as exclusive financial advisor to Beachbody. Credit Suisse (USA) LLC acted as lead capital markets advisor to Beachbody. BofA Securities, Inc. acted as an additional capital markets advisor to Beachbody. Credit Suisse acted as lead placement agent and Raine and Cantor Fitzgerald & Co acted as placement agents on the private placement. Guggenheim Securities, LLC acted as lead financial and capital markets advisor to Forest Road. Greenhill & Co, LLC also acted as financial advisor to Forest Road. Robert W. Baird & Co. Incorporated acted as an additional capital markets advisor to Forest Road.

The Kirkland team advising Forest Road was led by transactional partners Michael Woronoff (Picture), Monica Shilling and Michael Considine and associates Randy Santa Ana and Jack Kelly, and tax partners Anne Kim and William Dong.

Involved fees earner: Michael Considine – Kirkland & Ellis; William Dong – Kirkland & Ellis; Jack Kelly – Kirkland & Ellis; Anne Kim – Kirkland & Ellis; Randy Santa Ana – Kirkland & Ellis; Monica Shilling – Kirkland & Ellis; Michael Woronoff – Kirkland & Ellis;

Law Firms: Kirkland & Ellis;

Clients: Forest Road Acquisition Corp.;

Martina Bellini

Author: Martina Bellini