The Competition Commission of India has approved the proposed combination involving, inter alia, Curefit Healthcare Private Limited (Curefit Healthcare), Cultfit Healthcare Private Limited (Cultfit), Curefit Services Private Limited (Curefit Services), and Fitness First Luxembourg S.C.A (FF Lux).                                                    

The Proposed Combination includes the following:

• Demerger of (i) the business of servicing memberships under the CultPass Elite and CultPass Pro offerings of Cultfit and (ii) the business of CultPass Elite and CultPass Pro membership subscription of Curefit Services with and into Curefit Healthcare.
• Merger of the residual business of Curefit Services with and into Cultfit (Cultfit Merged Entity) and buyback of shares in Cultfit Merged Entity from all shareholders, except Curefit Healthcare.

Curefit Healthcare is involved in the development of suitable IT-enabled technologies and intellectual property in the fitness and healthcare sector. Curefit Healthcare is engaged, whether as principal, agent, partner, proprietor, manager, operator, investor, joint venture, franchisee or otherwise, in the business of creating/developing, licensing and/or distribution of technologies, intellectual property, products and services in the areas of healthcare, sports, apparel & merchandise and fitness.

Cultfit is a subsidiary of Curefit Healthcare. It is primarily engaged in the business of operating fitness centres.

Curefit Services is a subsidiary of Curefit Healthcare. It is engaged in the business of providing fitness subscription services in both online and offline channels.

FF Lux is engaged in the business of operating fitness and sports centres across various jurisdictions. In India, FF Lux is only present through its investments in Curefit Healthcare and Cultfit and does not hold any other investments.

Detailed order of the Commission will follow.

Proposed combination among Curefit entities approved, involving demerger of membership businesses, merger of residual services and share buyback. Approval concerns a combination where (i) Cultfit's membership servicing business and Curefit Services' membership subscription business for CultPass Elite and CultPass Pro are demerged into Curefit Healthcare; (ii) the residual Curefit Services business merges into Cultfit to form a Cultfit Merged Entity; and (iii) a share buyback in the Cultfit Merged Entity will be undertaken from all shareholders except Curefit Healthcare.