Forest Road Acquisition Corporation
The below-announced combination was terminated on 2/3/23. It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.
PROPOSED BUSINESS COMBINATION: The Beachbody Company & Myx Fitness Holdings [Terminated]
ENTERPRISE VALUE: $2.9 billion
ANTICIPATED SYMBOL: BODY
The Beachbody Company Group, LLC announced its intention to become a public company by entering into a definitive three-way merger agreement with Forest Road Acquisition Corp., and Myx Fitness Holdings, LLC, an at-home connected fitness platform featuring an industry leading bike and home studio. 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”.
Headquartered in Santa Monica, The Beachbody Company is a worldwide leader in health and fitness, with a 22-year track record of creating innovative content and powerful brands. With 2.6 million paid digital fitness subscribers across two platforms, a nationwide peer-support system of over 400,000 influencers and coaches, and a premium portfolio of branded nutrition products, Beachbody is a leading holistic health and wellness company with over $1 billion in revenue projected in 2021. The Beachbody Company is the parent company to the Beachbody On Demand platform, the fast-growing DTC platform Openfit, which launched in 2019 and features 400+ live trainer-led group fitness classes per week with real-time feedback, and following the merger, Myx Fitness, a connected fitness company which offers science-driven, highly personalized heart rate-based training. For more information, please visit TheBeachbodyCompany.com.
With the highest-rated premium content, and a rating of 4.9 out of 5 stars in the App Store, the Beachbody digital model integrates programs such as P90X®, INSANITY®, 21 Day Fix®, Body Beast®, PiYo®, 80 Day Obsession®, Transform:20® and LIIFT4® on the Beachbody On Demand streaming service with proprietary meal planning strategies and clinically-proven nutrition supplements that are developed by top scientists and fitness and nutrition experts – including the Shakeology line of premium, superfood supplements— and a network of social influencer coaches that delivers motivation and accountability to help customers achieve and maintain healthy results. Featuring a broad range of the nation’s most popular fitness and weight-loss solutions, the Company offers more than 2,300 titles of streamed fitness content (in English and Spanish) with 84 programs for beginners, extreme, dance, yoga, pre/postnatal, kids, etc.
Myx Fitness delivers a revolutionary and personalized solution for its members to make connected fitness part of their daily lives. The brand’s cornerstone products, The MYX and The MYX Plus, offer professional-quality equipment at an affordable price, hundreds of on-demand classes, combined with expert coaching on a digital platform, designed to improve endurance, strength, mobility and flexibility. Using science-backed methods, Myx Fitness utilizes proprietary heart rate technology and cross-training, brought to life through positive coaching, to deliver lasting results. Myx Fitness was founded in 2016 by Brad Palmer and the team at Palm Ventures, his private investment firm focused on incubating market disrupting businesses. The MYX and The MYX Plus include a professional-grade Star Trac Stationary Bike, a 21.5″ interactive tablet and a Polar OH1 Heart Rate Monitor. The Plus package also includes three sets of SPRI dumbbells, a kettlebell, a resistance band, a 24″ foam roller and two mats. Myx Fitness uses science-backed, heart rate-based 1:1 training technology to customize every workout to maximize results, ensure lasting results and avoid wasted time and energy. Myx Fitness is available starting at $1,299 with delivery nationwide in approximately three to five weeks depending on location and scheduling availability.
Combined Company Highlights
- A diverse portfolio that appeals to a broad consumer base through a holistic approach that brings together at-home, digitally enabled fitness, nutrition and community
- Generated 2020 pro forma revenue of $880 million across BOD, Openfit and Myx, which achieved $30 million of revenue in its first year of operations
- 2.6 million paid digital fitness subscribers with 96% month over month retention
- Industry-leading 89% gross margins on digital subscription revenue across all three brands
- The deepest library of premium fitness content in the industry that generates more than 180 million views annually
- A premium portfolio of branded nutrition products that are scientifically developed, clinically tested and strategically paired with fitness content for a holistic health and wellness experience
- Scalable platform that enables synergies across distribution, marketing and content creation
- Management team with over 22 years of experience creating content, acquiring customers and delivering substantial revenue and EBITDA
- Well-positioned to unlock accelerated growth and expects to achieve compound annual revenue growth of 30% over the next 5 years
TRANSACTION
In addition to the approximately $300 million held in Forest Road’s trust account (assuming no redemptions), institutional investors, including Fidelity Management & Research Company LLC and Fertitta Capital, have committed to a private placement (“PIPE”) of $225 million to purchase shares of Class A common stock of the combined company that will close concurrently with the business combination.
The transaction implies a pro forma enterprise value for Beachbody of approximately $2.9 billion, or 2.0x 2022 estimated revenue. It is anticipated that the combined company will have over $420 million of unrestricted cash on the balance sheet, assuming no redemptions from the trust account, to fund its future growth plans. Beachbody management and shareholders are rolling over 100% of their equity stake and will own approximately 84% of the pro forma business at close.

PIPE
- PIPE of $225 Million committed at $10.00 per share, led by institutional investors including Fidelity Management & Research Company LLC and Fertitta Capital
EARNOUT
- 50% of FRX Founder Shares (3.8 million) to vest ratably at $12.00, $13.00, $14.00, $15.00 and $16.00 per share
NOTABLE CONDITIONS TO CLOSE
- The amount of cash available in (i) the trust account into which the proceeds of Forest Road’s initial public offering and private placements of its warrants have been deposited for the benefit of Forest Road, certain of its public shareholders and the underwriters of Forest Road’s initial public offering (the “Trust Account”), after deducting the amount required to satisfy Forest Road’s obligations to its shareholders (if any) that exercise their rights to redeem the Forest Road common stock held by them plus (ii) the PIPE Investment (as defined below), is at least equal to or greater than $350,000,000.
NOTABLE CONDITIONS TO TERMINATION
- If the Closing has not occurred on or before August 10, 2021
ADVISORS
- The Raine Group LLC (“Raine”) acted as exclusive financial advisor to Beachbody
- Credit Suisse (USA) LLC (“Credit Suisse”) is acting as lead capital markets advisor to Beachbody
- BofA Securities, Inc. is acting as an additional capital markets advisor to Beachbody
- Latham & Watkins LLP and Cozen O’Connor C.P. are acting as legal advisors to Beachbody
- Credit Suisse is acting as lead placement agent and Raine and Cantor Fitzgerald & Co are acting as placement agents on the private placement
- Guggenheim Securities, LLC is acting as lead financial and capital markets advisor to Forest Road
- Greenhill & Co, LLC is also acting as financial advisor to Forest Road
- Robert W. Baird & Co. Incorporated is acting as an additional capital markets advisor to Forest Road
- Kirkland & Ellis LLP and Ellenoff Grossman & Schole LLP are acting as legal advisors to Forest Road
- Greenberg Traurig, LLP is acting as legal advisor to Myx Fitness
MANAGEMENT & BOARD
Executive Officers
Keith L. Horn, 62
Chief Executive Officer, Secretary and Director
Mr. Horn is the founder and managing member of Loring Capital Advisors, LLC, a firm providing investment advisory and consulting services to hedge fund managers, asset management firms, and early-stage and start-up businesses, which Mr. Horn founded in 2016. From 2003 to 2015, Mr. Horn served as Chief Operating Officer and a member of the Management Committee and Valuation Committee of Elliott Management Corporation, a global multi-strategy firm, where he was responsible for global management and oversight of operational, support, and control functions of the firm’s investment advisory business. Prior to that, beginning in 1987, Mr. Horn spent 16 years at Merrill Lynch, Pierce, Fenner & Smith Incorporated, serving in various capacities, including Global Head of Leveraged Finance, Head of Latin America Debt, and Chief of Staff to the Chairman and President. Mr. Horn began his career in private practice as a corporate and securities attorney. In July 2019, Mr. Horn was appointed to the Strategic Advisory Board of Investcorp Strategic Capital Partners, a fund established to assemble a diverse portfolio of general partnership stakes in alternative asset managers. Since January 2019, Mr. Horn has served as a director of Caliper Holdings, a company engaged in the consumer and commercial ingredients food and beverage business. Since March 2018, Mr. Horn has served as a director of ShopOne Centers REIT, Inc., an owner and operator of shopping malls. From April 2016 to November 2019, Mr. Horn served on the board of directors of Empire Resorts, Inc. (NasdaqGM: NYNY), which operates in the gaming and hospitality industries (“Empire”). Mr. Horn served as Chairperson of Empire’s audit committee and as Chairperson of Empire’s special committee in its review and approval of an acquisition transaction pursuant to which Empire became a privately-held entity. Mr. Horn also serves on the board of directors for the Binghamton University Foundation and is a member of the Foundation investment committee. He is also a member of the board of directors of PeacePlayers International, a non-profit organization that uses the game of basketball to educate and unite children in areas of conflict around the world. Mr. Horn is an investor in and serves on the strategic advisory board of Forest Road. Mr. Horn received his J.D. (cum laude) from Georgetown University Law Center and holds B.A. degrees in Economics and Political Science from Binghamton University, where he graduated Phi Beta Kappa with highest honors.
Zachary Tarica, 33
Chairperson of the Board of Directors and Chief Investment Officer
Mr. Tarica is the founder and Chief Executive Officer of Forest Road, a specialty finance company formed in May 2017 focused on tax credit lending across the entertainment, renewable energy, and real estate sectors, as well as film tax credit administration and tax credit brokerage. Prior to establishing Forest Road, Mr. Tarica served as a Credit Analyst at Brookfield Asset Management from June 2014 to May 2018. From 2008 to 2014, Mr. Tarica worked for Deutsche Bank as a distressed desk analyst focused on investing in special situations in the energy and infrastructure sectors. Mr. Tarica holds a B.S. degree in Business with a minor in Organizational Communications from Northeastern University.
Idan Shani, 39
Chief Operating Officer
Since October 2018, Mr. Shani has served as the Chief Financial Officer and Chief Operating Officer of Forest Road. Prior to that, Mr. Shani was President and Head of Research of Antarctica Asset Management (U.S.), Inc. (“Antarctica”) and its predecessor Antarctica Asset Management LLC, a global hedge fund solutions firm, from June 2008 to September 2020. He remains involved at Antarctica as a senior independent member of the investment and allocation committee with reporting duties to the board of directors. Mr. Shani was a research analyst at Ivy Asset Management, a firm owned by BNY Mellon, from 2005 to 2008, focusing on credit strategies. Mr. Shani holds a B.A. degree in Economics with a Division of Studies in Management (summa cum laude) from The Open University of Israel.
Salil Mehta, 56
Chief Financial Officer
Mr. Mehta served as Disney’s General Manager, Digital Media and President of FoxNext Games from March 2019 to April 2020. Prior to Disney’s acquisition of 21st Century Fox, Mr. Mehta served as President of FoxNext from 2016 to 2019 and President, Content Management for 20th Century Studios from 2013 to 2016. He was Chief Operating Officer and Chief Financial Officer of NBCUniversal’s entertainment, digital networks, and integrated media division from 2011 to 2013. During his tenure at NBCUniversal, Mr. Mehta also served as President of Business Operations, Strategy and Development from 2008 to 2011. From 2005 to 2008, Mr. Mehta served as an Executive Vice President of ESPN Enterprises, where he managed the general responsibilities for all of ESPN’s non-broadcasting businesses including new media, broadband, mobile, publishing, and consumer product businesses. Prior to ESPN, Mr. Mehta held various positions at Disney from 1994 to 2005, including Manager of Corporate Strategic Planning and Executive Vice President of Corporate Business Development. Mr. Mehta received his B.A. in International Relations from Brown University and holds an M.B.A. from The Wharton School of the University of Pennsylvania. He was awarded a Fulbright Scholarship to study Political Economy at the Delhi School of Economics in Delhi, India.
Board of Directors
Thomas Staggs, 60
Director, Chairperson of the Strategic Advisory Committee
Mr. Staggs has been the Executive Chairman of Bertsch Industries, GmbH, a company engaged in the development, manufacturing, and marketing of eco-friendly water-soluble substitutes for plastic across a range of applications since August 2020. Since March 2017, Mr. Staggs has served as the Executive Chairman of Vejo, Inc., a nutrition company that manufactures and sells pod-based nutritional beverage blends and associated devices. Since June 2017, Mr. Staggs has been a member of the board of directors and the Chairperson of the audit committee of Spotify Technology S.A. (NYSE: SPOT). From 1990 to October 2016, Mr. Staggs held various positions at The Walt Disney Company, including as Chief Financial Officer, Chairman of Disney Parks and Resorts Worldwide, Chief Operating Officer, and Senior Advisor to the Chief Executive Officer. Since November 2018, Mr. Staggs has served as a director of PureForm Global Inc., a company engaged in development and sale of synthetically produced cannabidiol and other cannabinoids. Since August 2020, Mr. Staggs has served as a director of REQPay, a company engaged in development and management of a cloud-based construction management platform. In addition, Mr. Staggs serves on the boards of trustees of the University of Minnesota Carlson School of Management and the Center for Early Education. He also was previously a member of the board of directors at Euro Disney SCA from 2002 to February 2015. Mr. Staggs is an investor in and serves on the strategic advisory board of Forest Road. Mr. Staggs holds a B.S. in Business from the University of Minnesota and an M.B.A. from the Stanford Graduate School of Business.
Peter Schlessel, 59
Director
Mr. Schlessel has been a member of the board of directors of Village Roadshow Entertainment Group, an American co-producer and co-financier of major Hollywood motion pictures, since June 2018. Mr. Schlessel is a director of Redbox, an American and Canadian video rental company. From 2014 to February 2016, Mr. Schlessel served as the Chief Executive Officer of Focus Features of Universal Pictures, an American film production and distribution company. Prior to that, he co-founded and served as Chief Executive Officer of FilmDistrict, an independent movie distribution company, from 2010 to 2014. From 1989 to 2010, Mr. Schlessel served at various positions at Sony Pictures Entertainment and its Columbia Pictures division, including President of Worldwide Affairs and President of Worldwide Acquisitions of Sony Pictures Entertainment, President of Columbia Pictures, and President of Production of Columbia Pictures. Mr. Schlessel began his career in entertainment in 1989 as Director of Legal Affairs for RCA/Columbia Home Video. He received his B.S. degree in Psychology from Union College and his J.D. degree from University of Pennsylvania Law School.
Martin Luther King III, 63
Director
The oldest son of Martin Luther King Jr. and Coretta Scott King, Mr. King is a celebrated human rights advocate who has devoted his life to promoting civil and global human rights. Since 2006, Mr. King has served as the founder and Chief Executive Officer of Realizing the Dream, a non-profit organization that continues the humanitarian and liberating work of his parents, through which he has spearheaded nonviolence training in Bosnia Herzegovina, India, Israel and Palestine, Kenya, Sri Lanka, and the United States. In 2011, Mr. King co-founded Bounce TV, an African American broadcast network. Mr. King served as the fourth President of the Southern Christian Leadership Conference from 1997 to 2004. Since 1997, Mr. King has been Chairman of the Nominating and Governance Committee of the Board of MetWest, a mutual fund complex. Mr. King served as the President and Chief Executive Officer of The King Center, based in Atlanta, and remains a member of its board of directors. In 1986, he was elected to the Fulton County Board of Commissioners to represent more than 700,000 Georgia residents. He received a B.A. degree in Political Science from Morehouse College.
Teresa Miles Walsh, 57
Director
In 2003, Ms. Walsh founded Access Media Advisory, a boutique corporate advisory firm with offices in London and New York focused on media sector clients, and currently serves as its Chief Executive Officer and Managing Director. Since 2009, Ms. Walsh has served as the Partner and the Senior Banker of Media Investment Banking at Pickwick Capital Partners, LLC, an investment bank and fund placement advisory firm. From 1989 until 2002, Ms. Walsh held various investment banking positions at Merrill Lynch, Pierce, Fenner & Smith Incorporated, including Group Head and Managing Director of the European Media Investment Banking Group in London from 1997 until 2002. She has been a member of the board of directors of Upland Software, Inc. (Nasdaq: UPLD), a provider of cloud-based enterprise work management software, since March 2020. Ms. Walsh received her M.B.A. with distinction from the Fuqua School of Business at Duke University and has her Bachelor of Arts degree in Economics, Magna Cum Laude, also from Duke University.
Sheila A. Stamps, 63
Director
Since September 2020, Ms. Stamps has been a member of the board of directors, the audit committee, and the executive compensation committee of Pitney Bowes Inc. (NYSE: PBI), a technology company providing solutions and analytics to businesses. Since May 2018, Ms. Stamps has served as a member of the board of directors and the Chairperson of the audit committee of Atlas Air Worldwide Holdings, Inc. (Nasdaq: AAWW), an airfreight company. Since February 2014, Ms. Stamps has served as a member of the board of directors of CIT Group, Inc. (NYSE: CIT), a financial services company, and its banking subsidiary, CIT Bank, N.A. From July 2014 to July 2018, Ms. Stamps served as the Commissioner of the New York State Insurance Fund, a governmental insurance carrier. During her time at the New York State Insurance Fund, Ms. Stamps also served on the business operations committee and served as Chairperson of the audit committee. Ms. Stamps was the Executive Vice President of DBI, LLC, a private mortgage investment company, from 2011 to 2012. From 2008 to 2011, Ms. Stamps served as the Head of Fixed Income and Cash Management, a senior management member of the Investment Advisory Committee and the Real Estate Advisory Committee of New York State Common Retirement Fund. From 2005 to 2016, Ms. Stamps served as the Managing Director of Golden Seeds, Inc., an investment company. From 2003 to 2004, Ms. Stamps served as a Managing Director and Financial Institutions Group Head at Bank of America (formerly, FleetBoston Financial). From 1997 to 2003, Ms. Stamps held a number of executive positions in Bank One Corporation (now JPMorgan Chase), including Managing Director and Head of European Asset-Backed Securitization and a member of the Operating Management Committee. Ms. Stamps received her B.S. in Management Sciences from Duke University and her M.B.A. from University of Chicago. She was a fellow of Weatherhead Center for International Affairs at Harvard University and received her CERT Certificate in Cybersecurity Oversight from Carnegie Mellon University.
