1. Lauren Jenai Glassman, 29 July, 2012 Message posted to JJG’s Facebook page, original source deleted. (bold and italics added for emphasis): "To the Affiliates of CrossFit, Inc., It was over two and a half years ago that I filed for divorce. When I first filed, I had hoped that, despite the pending divorce, I could continue to work alongside Greg. Greg and I created CrossFit from its infancy. We are equal co-owners of the stock. We ran the company together. I felt and still feel I have a lot to offer CrossFit, but Greg made it clear that, with the divorce, he no longer wanted my involvement. I approached several alternatives for CrossFit, as it has long been my contention that CrossFit is in need of more professional management, corporate structure and accountability. I have heard from many of you that you feel the same. About three months ago, I learned that there was interest from an outside party to purchase my 50% interest in CrossFit. While the thought of a clean buy-out, without leveraging the company was very intriguing to me, I wanted to make sure that the new-co-owner would not only pay me a fair price but was the right fit for the company and its affiliates. After meeting with the principals of Anthos Capital, I am confident that Anthos is the right choice for both of those reasons.” Contrary to what I have read on the CrossFit blog, I am not selling control of the company to Anthos. I don’t have control to sell. Anthos will be co-equal owners with Greg, just as I am. Additionally, Anthos has emphatically told me, after reading the most recent postings on the blog that they will not “force all CrossFit affiliates to morph from professional training facilities into supplement and equipment peddlers.” Nor will affiliates report to “a domineering bureaucracy that seeks to extract maximal profit while micro-managing every significant facet of their business.” If you go to their website, you will see that Anthos clearly states that they take a hands-off approach with companies they invest in. They have also told me their intent is to continue to have Greg run the company. Greg and I started and then grew CrossFit together, making a lot of sacrifices to get the company to where it is today. I know and recognize that our affiliates worked very hard and made many sacrifices themselves and that their efforts contributed to our growth. It is my hope that everyone understands that I did not come to this decision lightly. I came to this decision after reviewing several options and considering what is in the best interests for all. Sincerely, Lauren Jenai Glassman"
2. Bryan Kelly, 29 July, 2012 Email response and Facebook post directed at Affiliates (bold and italics added for emphasis): â€œJack, Appreciate your concern and for reaching out directly to us. There is LOTS of incorrect information being circulated regarding our intentions. Nearly everyone in our office does CrossFit and we love and understand the community. We recognize affiliates are the lifeblood of this community and we would never do anything to intentionally harm them - in fact, it would be our goal to make affiliates even more successful in the future. Please see the below letter that provides additional detail about Anthos and our approach to this situation. -----------
Dear CrossFitters: My name is Bryan Kelly and I am a Managing Director at Anthos Capital. As you may have heard, we have entered into a definitive agreement to purchase Lauren Glassman’s ownership interest in CrossFit subject to court approval. I am writing to tell you about us, respond directly to misunderstandings about our objectives, and to tell you that we will be supportive, nonmanaging, value-add partners to CrossFit, the affiliates, and the community. By way of personal background, I have been CrossFitting for the past two years and know and love the CrossFit community. Like many of you, CrossFit has had a profound positive impact on my wellness and life. Due to CrossFit, I’m in better shape at 34 than I was at 24 and I hope that I’ll be even healthier at 44 than I am now. Many of my colleagues are also active CrossFit participants, and feel the same way. I developed tremendous respect for Coach Glassman and the Affiliates in revolutionizing the fitness industry. This is what attracted our firm to consider investing in CrossFit. We got to know the CrossFit team over several years, built a mutual respect, and became interested in the idea of investing. We learned of Lauren’s interest in selling her shares and reached an agreement with her that we believe will be beneficial to all. Our investment accomplishes several things: it provides Lauren with a fair and orderly transition out of CrossFit (consistent with her role of co-founder of CrossFit and her 50% ownership interest), it doesn’t create substantial financial obligations for CrossFit in connection with a buy out of Lauren’s interests, and it results in Greg having a partner who respects him and his vision and will support him in his efforts to further build the company. Grossly inaccurate claims have been made about our intentions. For clarity, our plan is to help Coach Glassman professionally execute his vision by playing a supporting, hands off role. Greg will continue as CEO and we will be an investor with no managing responsibilities. We will own 50%, not a majority. We will be equal partners. We have absolutely no desire to change the affiliate model by turning them into Globo gyms. Our core philosophy as investors is to be supportive, non-control partners to the companies and teams we back. I have met with Greg several times. It is my style to brainstorm and throw out a variety of ideas that the entrepreneur can take or leave as he/she pleases. After hearing feedback from several of you affiliates, my suggestion is that affiliates could benefit if CrossFit HQ (or a third party provider) offered optional technology services (website, member billing, member communication) to Affiliates that wanted them – those that wanted to could employ these initiatives, those that did not want to would conduct business as usual. We raise ideas, but ultimately the decision is Greg’s and we view our role as one that helps, not directs. More broadly, the reason we are attracted to CrossFit is because of its important Affiliate model. We have absolutely no intention or desire to create a franchise model, tell you how to run your business, or force you to sell products you don’t believe in. We know the affiliates are the lifeblood of the community and are critical to the long-term success of CrossFit – both as a fitness revolution and as a business. In short, why would an investor want to destroy the future of a company in which they invest? We want to do well in the future by you doing well in the future.
As we all know though, a core tenant of CrossFit is the relentless pursuit of betterment. We’re confident that our partnership can help do that. Best Regards, Bryan”
3. Lauren Jenai Glassman, Aug 09, 2012 Message posted to JJG’s Facebook page - original source deleted: There have been many questions since staff from CrossFit HQ, on July 28, 2012, made public my decision, pending court approval, to sell my 50% interest in CrossFit, Inc. to Anthos Capital. Unfortunately, Greg and CrossFit HQ declined my request to have a Q&A with Bryan Kelly of Anthos and myself during the CrossFit Tour in Montana. While I would have preferred that Bryan Kelly and I answer your specific questions in more detail, face-to-face, in Montana, I would like to take this opportunity to provide you the following information, which responds to the most frequent concerns expressed to me and in various social media. My personal and professional pride and satisfaction starting CrossFit with Greg from a single box in Santa Cruz, California to the world-wide community it is today runs deep. In fact, like you, I am an Affiliate and will continue to be an Affiliate along with my team in Prescott, Arizona. Where I derive particular satisfaction is that like any strong family, while we don’t always see eye-to-eye, we are committed to understand another’s point of view and respect another’s ultimate decision. As you may know, Greg and I decided to divorce more than two years ago. And as much as I believe and continue to believe in Greg’s vision for CrossFit, we both came to the realization that it would be better for everyone if we no longer continued to work alongside one another on
a day-to-day basis. But, as Greg once told the community, CrossFit was “built from Lauren’s wisdom, perseverance, and understanding of [his] vision” as his “most trusted adviser and coowner of CrossFit Inc.” And I would like to continue to provide that wisdom, perseverance, and understanding. Some have claimed that I made the decision to sell my 50% interest in CrossFit for personal, rather than business, reasons. Some have said that I even rejected better offers from Greg. These claims are just not true It is true that I have a definitive agreement subject to court approval to sell my interest in CrossFit to Anthos for $20 million upfront. After discussing the matter with advisors, and considering multiple factors, I came to the conclusion that the Anthos deal was a better offer. While I would like to provide the details of Greg's offers, this requires permission from Greg to provide those details, and I have not yet received that permission. When I met with Bryan a few months ago, he gave me the confidence that he and Anthos would take CrossFit to the next level of success at an important point in time. I ask that you take a few minutes and view the video, discussions by me and Bryan Kelly on many of the topics addressed by CrossFit HQ and the CrossFit community.
4. Bryan Kelly, Aug 09, 2012: Mass email sent to CrossFit Affiliates: Dear CrossFit Affiliates and Members, My name is Bryan Kelly. As you may have heard, my firm, Anthos Capital, has entered into an agreement with Lauren Glassman to buy her 50% interest in CrossFit, subject to court approval. Given the false information that is circulating, Lauren and I offered to host a live Q&A session for you at Big Sky Montana this weekend so we could have an honest and balanced discussion, but HQ rejected us. Instead, I’m providing this letter and video (link below) to give you the facts, so that you have an accurate picture about me, my firm, and our intentions, and can make your own informed judgment. I'm a committed CrossFitter who cares deeply about this community: I believe that it might be helpful if you know about me, since my desire to invest stems from my passion for CrossFit. I’ve always taken my fitness seriously: wrestling and playing football in high school and competing in triathlons after college. After a co-worker introduced me to CrossFit two years ago, my definition of fitness completely changed. I began training at Bay Area CrossFit affiliates, and currently work out with a CrossFit coach who trains other athletes and is opening his own affiliate. I’m nowhere near the level of the Games-caliber athletes I look up to, but I have torn hands and PRs to show my progress. I am incredibly proud of my accomplishments thus far – I’m in better shape at 34 than I was at 24. My mile time has gone from 6:50 to 5:15, my max pull-up sets have increased from 8 to 24, my latest Fran time was 6:57, and my Helen time is 9:59. I’ve got a lot to work on. My current goals are to go sub 5:00 in both the mile and Fran, complete 30 or more pull-ups, and beat an 8:30 Helen. I know my performance isn’t overwhelming, but it is an example of the power of CrossFit to improve lives. My experience has also given me a deep appreciation of the substantial commitment that affiliates make to help their members. Affiliate entrepreneurialism and freedom make CrossFit special, and it’s illogical for me (either as a member or an investor) to do anything that would reduce your motivation or happiness.
Anthos will own 50% of CrossFit, not a controlling interest: As a general point, Anthos will not be a majority investor or have any operational control over CrossFit. Our purchase of Lauren’s interest will merely allow us to step into her shoes as an equal owner. This means that Coach will continue to lead and manage CrossFit’s day-to-day operations, just as he has always done. We have no desire to change the Games, corporate partnerships, HQ staff, or cause Coach to take actions he does not believe in. We view our role as supporting HQ and helping the affiliates to achieve their own long-term objectives. Anthos is a supportive, patient investment partner: Anthos’ philosophy is and always has been to play the role of a supportive investor in all of the companies in which we invest and, should the court approve this transaction, that would include CrossFit. I co-founded Anthos with my equal partner Paul Farr (Paul is also a CrossFitter) to support revolutionary businesses. We only invest in companies and teams whose missions and products we believe in. What makes us unique is that we have always been hands-off and only invest our founding and managing partners’ money. We have no outside interests, influences, pressures or conflicts. Our structure allows us to be committed owners, invest for the long-term, and support transformational businesses. We want to invest for the simple reason that we strongly believe in CrossFit’s natural growth prospects: Our business is to support rapidly growing companies, and I believe that CrossFit’s ascent in the health and fitness industries has only just begun. CrossFit is on a path to having millions of members under the existing affiliate model. This trajectory will produce a company that is valuable, fun to be a part of, and impactful. Our only role will be on CrossFit’s Board of Directors: We intend to offer help to CrossFit and Coach at the board level with the guidance essential to long-term viability: strategic development, financial planning, and any other areas that would help the Company and affiliates. Given the time, effort, and money affiliates have poured into building their boxes and servicing their members, they have a vested interest in knowing that HQ has the independence, skills, and systems to operate soundly well into the future. Other companies we have been involved with have welcomed our professional guidance – input that’s helped them strengthen their businesses and long-term prospects without changing their business models, values, or cultures. We want affiliates to thrive, and we have no interest in the franchise model or other unwanted actions: There has been a lot of talk about franchising, and I want to be crystal clear that our proposed investment cannot and will not turn affiliates into franchises or force them to sell supplements, apparel, or any other products. Despite what has been said by some people on the message boards, we prefer the open market model that currently exists in which affiliates get to run their boxes as they see fit. This model syncs with my personal belief in autonomy, limited interference from big bureaucracy, healthy competition, and the special power of smallbusinesses. Thus, we intend to fully support affiliates continuing to run their boxes as they see fit. Any statements to the contrary on the message boards are simply wrong. Lauren has a right to sell her 50% interest in CrossFit for a value she believes is fair: Lauren, along with Coach, played a significant role in CrossFit’s success, and she is now entitled to fair compensation for her hard work and ownership stake. It is understandable that in light of their divorce proceedings, Lauren would want to move on with her life and sell her ownership interest but continue as an affiliate. As Lauren has explained, Coach offered to buy her interest, but his offer was unsatisfactory to both her and her advisors. People have said that Coach’s offer was superior to ours and Lauren is spiteful. This is entirely false. Subject to court approval, we have
agreed to pay Lauren $20 million cash upfront. Coach’s offer, as Lauren has explained, does not – in our view or the view of her advisors – come close to Anthos’ offer. Coach is a visionary and important to this community: I believe that Coach is immensely talented, a rare visionary, and important to CrossFit’s future. We want Coach to continue leading CrossFit as CEO and will do what we can to support him. In fact, his vision, determination and creativity are a huge part of why we want to partner with him and invest in CrossFit. Our desire to invest in CrossFit is driven by a passion for the sport, the affiliate model, and the community, and a belief in a bright future. Hopefully, I have helped to better inform your opinions and address your concerns. We are committed to pursuing this investment, and welcome an open dialogue with you.
Sincerely, Bryan Kelly Video: http://youtu.be/wBd7C_8aDqk
PS. There are other specific falsehoods that have been spread that I would like to clarify. Here are the facts: - Anthos has NO affiliation with any apparel manufacturer, or any equipment, nutritional, or fitness companies. We have no investment in any such companies, and no such companies have any investment in Anthos. - Just as I believe affiliates need to strive to serve their members well, CrossFit HQ needs to do whatever possible to serve its affiliates well. Certain comments I made on this issue have been severely distorted from their intended meaning. It is true that in May 2011 I met with Coach and suggested that HQ could create tools that better help affiliates run their boxes (I was envision website hosting, online member billing, online storefront to sell any 3rd party products that a particular affiliate owner might already be recommending, etc). I believe that these tools should be optional, not mandatory, and that everyone benefits from the sharing of ideas. My suggestions were made after hearing anecdotes from affiliates who wanted solutions to streamline their own offerings and from trainers who wanted to open new affiliates, but were intimidated by the business logistics involved. Again, my view is that boxes should have the choice whether or not to implement such tools. My style is to brainstorm and throw out ideas for management to implement as they see fit, it may very well be that such tools are unnecessary (or that third parties are already filling this need), which is fine – no need to do anything. It’s worth noting that Coach actually reacted positively to me following our meeting saying via email: “It was great meeting you and seeing Chris again. We'll get together soon, we're significantly in sync when looking at CF's strategic and market potential. It would be a shame not to keep talking.” – Greg Glassman - We had not been in contact with Lauren or any of her representatives prior to late April 2012. Coincidentally, at that time, our attorney informed me that Lauren had hired advisors to help
her sell her CrossFit interest. I became convinced that Lauren would engage with buyers and because I believe Anthos is the best possible investment partner for CrossFit (I believe in Coach and his vision, Iâ€™m a CrossFitter and value the community, and we have the resources to move efficiently), I agreed to speak with Lauren. Rumors that I was introduced to Lauren in any other way are 100% false.
5. Lauren Jenai Glassman and Bryan Kelly video, Aug 09, 2012: http://www.youtube.com/watch?v=wBd7C_8aDqk&feature=youtu.be
Chronological Public statemens from Lauren Jenai and Bryan Kelly, including deleted Facebook posts and emails sent to CrossFit Affiliates