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Bally Total Fitness Emerges From Chapter 11 and Closes Transaction with Harbinger Capital Partners Funds
Date:10/1/2007

CHICAGO, Oct. 1 /PRNewswire-FirstCall/ -- Bally Total Fitness announced that it has successfully emerged from chapter 11 today as a private company just over two months after filing for bankruptcy protection on July 31, 2007. The restructuring arrangements funded by Harbinger Capital Partners Master Fund I, Ltd. and Harbinger Capital Partners Special Situations Fund L.P. ("Harbinger") became effective today.

Harbinger invested approximately $233.6 million in exchange for 100% of the common equity of reorganized Bally. In addition:

-- Senior Noteholders will receive new Senior Second Lien Notes bearing

interest at 13% as well as a consent fee equal to 2% of the face value

of their Notes.

-- Subordinated Noteholders will receive a cash payment of $123.5 million

in the aggregate, with the remaining balance of the Subordinated Notes

satisfied through the issuance of approximately $200 million in new

subordinated notes of reorganized Bally. The annual interest rate

payable under the new subordinated notes is 15 5/8% as the

payment-in-kind interest rate and 14% as the cash pay interest rate.

-- Existing Bally shareholders and holders of certain equity-related

claims will receive an aggregate distribution of $16.5 million as soon

as practicable after the Company can determine the maximum amount of

the equity-related claims. That determination cannot be made until

after the October 31, 2007, deadline for submission of proofs of claim

for equity-related claims, and may require court approval.

In conjunction with its emergence from chapter 11, the Company converted its debtor-in-possession ("DIP") facility to an exit credit facility. As previously announced, Morgan Stanley Senior Funding, Inc. is the sole lead arranger and sole bookrunner for the $292 million super-priority secured DIP and senior secured exit credit facilities.'/>"/>

SOURCE Bally Total Fitness
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