EFiled: Sep 19 2012 11:22A Transaction ID 46521214 Case No. 7717-VCG

EXHIBIT 15

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Blair Connelly

Direct Dial: +1.212.906.1658

blair.connelly@lw.com

LATHAM&WATKINS LLP

July 30, 2012

VIA FACSIMILE AND FEDERAL EXPRESS

Eff Martin Anthos Capital 707 Menlo Avenue, Suite 210 Menlo Park, CA 94025 Phone:(650)212-4100 Fax:(650)212-2798

Thomas Healey Anthos Capital 310 South Street Morristown, NJ 07960 Phone:(973)656-1818 Fax:(973)656-1880

Re: CrossFit Inc.

Dear Messrs. Martin and Healey:

I am writing on behalf of my client CrossFit, Inc. ("CrossFit" or the "Company") regarding an email sent by one of your managing partners, Mr. Bryan Kelly, on June 20, 2012 to Greg Glassman, the CEO and President of CrossFit. By way of background, in case you do not know, Mr. Glassman and his wife Lauren Jenai Glassman, a co-owner of the Company, are in the middle of a divorce proceeding that has been pending for some time now.

Mr. Kelly's email referenced a "definitive agreement" for Anthos Capital ("Anthos") to purchase 50% of Crossfit from Lauren Jenai. However, Ms. Jenai does not have the unilateral right to sell any portion of the Company. Moreover, as explained below, we have serious concerns regarding Anthos' dealings with Ms. Jenai.

First, Ms. Jenai and Mr. Glassman own CrossFit as community property. It is an indivisible asset and neither Mr. Glassman nor Ms. Jenai has a unilateral right to sell any portion of it. That is particularly true given the pendency of divorce proceedings between them. Indeed, a Preliminary Injunction (attached hereto as Exhibit A) enjoining the "transferring, encumbering, concealing, selling or otherwise disposing o f Mr. Glassman's and Ms. Jenai's community property has been entered in that case. If in fact Anthos has entered into an agreement to purchase shares of CrossFit from Ms. Jenai, that proposed transaction and any encumbrance already imposed on CrossFit's shares would appear to violate the Preliminary Injunction.

July 30, 2012 Page 2

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It is equally important to note that since last June, Mr. Kelly has made repeated offers on behalf of Anthos to make an equity investment in CrossFit. During that time, CrossFit's senior management met with Mr. Kelly on a number of occasions, discussed the Company's operations with him in broad terms, offered to educate him on CrossFit, and tried to help Mr. Kelly and Anthos understand the Company's ethos and business plan. Mr. Kelly repeatedly asked to see confidential business information, including significant contracts with third parties. While CrossFit management did not provide Mr. Kelly with any confidential materials, it welcomed his interest in the Company and engaged in a frank and open exchange of ideas. CrossFit, however, repeatedly made clear to Mr. Kelly that it was not seeking any additional equity investors, that his persistent suggestions regarding CrossFit's operations were inconsistent with the Company's established model and its core values, and that going forward with those suggested plans would be extremely damaging to the Company and its brand.

During the course of Mr. Kelly's discussions with CrossFit's senior management and strategic advisors, he gave express assurances that Anthos would not seek to engage in any hostile efforts to acquire an interest in the Company, and, more specifically, would not exploit the dissolution of Mr. Glassman's and Ms. Jenai's marriage to that end. On June 22, 2011, Mr. Kelly wrote an email to Brian Mulvaney (a strategic advisor to CrossFit's Chief Executive Officer) stating, "The last situation you want to find yourself in is one in which an investor/company you do not trust convinces Lauren to sell her share (while I will never approach Lauren out of respect for you, don't expect others to hesitate to do so) and then you are stuck in a 50-50 ownership structure with a 3rd party who possesses the ability to create gridlock." It now appears that Anthos has done exactly what Mr. Kelly gave his word, in writing, that it would not do.

Mr. Kelly's duplicity of course heightens our concerns regarding Anthos' conduct in its attempt to acquire an equity stake in CrossFit. We are particularly concerned that Ms. Jenai may have provided Anthos with confidential CrossFit information (without CrossFit's consent or even knowledge) in the course of her negotiations with Anthos, including confidential contracts with third parties. Such conduct could expose the Company to potential liability, and also raises serious fiduciary duty issues. Mr. Kelly's solicitation of such materials from Ms. Jenai could constitute tortious interference with contract and/or aiding and abetting breach of fiduciary duty.

Moreover, we have been informed,that Mr. Kelly, acting on behalf of Anthos, has already compromised the Company in several ongoing business initiatives with third parties by announcing a "partnership" and contacting CrossFit staff. Such assertions are obviously false and constitute improper interference with the Company's ongoing and prospective business.

In light of the present circumstances, we formally request that you provide us with an inventory of any documents and information that Anthos has received from Ms. Jenai or her representatives so that we may assess more fully whether Ms. Jenai and Anthos have caused any breach of CrossFit's contractual obligation.s, and how best to cure or mitigate any such breaches. We also hereby demand that you take immediate steps to retain all documents (both written and electronic, including email and audio or video recordings, or other means of securing and storing such data) in anticipation of that litigation. We further demand that Anthos cease and desist

NYN3644180.4

July 30, 2012 Page 3

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from any further false statements regarding CrossFit and from any further interference with CrossFit's business. By copy of this letter to her counsel, we make the same requests to Ms. Jenai.

CrossFit reserves all of its rights and remedies.

Sincerely,

cc: Brian Kelly (via email only) Daniel J. Bergeson, Esq. (via email and Federal Express) Grace Y. Park, Esq. (via email and Federal Express)

NYY3644180.4

EXHIBIT 16

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Harvey S. Brown, Bar No. 002780 AYERS & BROWN, P.C. 4227 North 32nd Street First Floor Phoenix, Arizona 85018 Phone # 602/468-5700 receptionist@ayersbrownpc.com Our Tile # 3625.001

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RECEIVED CSH <sj

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Attorneys for Respondent

m THE SUPERIOR COURT OF THE STATE OF ARIZONA

IN AND FOR THE COUNTY OF YAVAPAI

In re the Marriage of

LAUREN J. GLASSMAN,

Petitioner,

vs.

GREGORY A. GLASSMAN,

Respondent.

No. P1300-DO201000275

RESPONSE TO CROSSFIT, INC.'S MOTION TO

INTERVENE AND/OR JOIN IN OPPOSITION TO WIFE'S

MOTION TO ALLOW SALE OF WIFE'S FIFTY PERCENT

SHARE OF CROSSFIT. INC.

Qexti\ ctuo <\\A\\z (Assigned to Hon. Kenton Jones)

Gregory A. Glassman, Respondent/Husband in the above-captioned matter,

by and through his attorney, Harvey S. Brown, respectfully requests that the Court

permit CrossFit, Inc. to intervene in this litigation. The basis of the Response is as

follows:

1. CrossFit, Inc. is a Delaware corporation that has a separate legal

identity from that of its shareholders.

2. The entity is managed by a team which provides separate identifiable

expertise in various areas of CrossFit's business.

3. The team devotes substantial time, effort and energy in conducting

CrossFit's affairs and was promised by Lauren J. Glassman and Gregory A.

Glassman that their business model would always include them in CrossFit's

decisions.

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4. Since the filing of the Petition for Dissolution of Marriage in March

2010, which terminated the community, and the resignation of Lauren J. Glassman

as an employee of CrossFit, Inc., Respondent/Husband may have a sole and

separate lien upon it as a result of his efforts after the service of the Petition.

5. The Petitioner/Wife has filed a separate action in the State of

Delaware against CrossFit, Inc. Clearly, the filing of such an action demonstrates

her adversarial interest to CrossFit. This action was filed without even an attempt

to follow the corporate bylaws or requesting a stockholder/director meeting in order

to attempt to challenge Mr. Glassman's authority.

6. CrossFit needs a voice separate and apart from its stockholders and

that voice should be heard by the Court. If the Court determines that CrossFit Inc.

should not be joined in the present action, then Respondent/Husband can protect

CrossFit's separate legal identity by purchasing Wife's interest therein for

$16,092,000.00 which is the net sum Petitioner would receive if the sale to Anthos

was approved. This sum would be payable in cash. Attached "Exhibit 1" is

evidence of Respondent/Husband's financial worthiness which would ensure

payment to Petitioner upon entry of the Decree. The Respondent/Husband asserts

that this is consistent with the policy set forth in Biddulph v, Biddulph, 147 Arizona

571, 71 lP2d 1244 (1985).

WHEREFORE, it is respectfully submitted that the Court should permit

CrossFit, Inc. to intervene in this litigation and should consider CrossFit's position

prior to entering an Order relative to Petitioner's Motion for Sale of her interest in

this entity.

DATED this "^ day of September, 2012.

AYERS & BROWN, P.C.

larvey S. Brown torneys for Respondent

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Original filed and a copy delivered this " J day of September, 2012 to:

Honorable Kenton Jones Yavapai County Superior Court

Copy mailed this * y day of September, 2012

to:

Christina Hamilton The Cavanagh Law Firm 1850 N. Central Ave. Suite 2400 Phoenix, AZ 85004 Attorney for Petitioner

Jeffrey Sparks Law Offices of Jeffrey W. Sparks 125 Grove Ave. Prescott,AZ 86301 Attorney for Petitioner

Mitchell Reichman Jaburg & Wilk, P.C. 3200 N. Central Ave., Suite 2000 Phoenix, AZ 85012 Attorney for Intervenor CrossFit, Inc.

By M < ^ i (V7*n5^

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EXHIBIT 1

It

Confidential Preliminary Indication of Interest

September 4,2012

Greg Glassman Chief Executive Officer CrossFit, Inc. 1250 Connecticut Avenue* NiW., Suite 200 Washington, DC20036 Re: CrossFit, Inc.

Dear Greg,

Based on the materials you have shared with us and our review to date, we are pleased to provide you with the attached preliminary proposal ("Term Sheet"; terms used herein and not otherwise defined shall have the meanings ascribed to them in the Term Sheet) for financing the .acquisition by you of CrossFit, Inc. (the "Transaction").

As outlined in the Term Sheet, THL Credit Advisors LLC ("THL Credit"), or affiliates thereof (collectively, "We", "us" or "our") are interested, ip investing up to. $17-0 million of senior secured term Joan debt (our "Potential Inyestmenf), representing

~|as of Closing.

Please note that our Term Sheet is subject, to our investment committee's approval of our Potential Investment as well as business, firtahei'ai, legal and other diligence items that have yet to be performed. Please give me a call at 617-790-6015 If you would like to discuss further.

Regards,

Christopher J. Flynn Managing Director THL Credit Advisors LLC 100 Federal Street, 31.stFloor Boston, MA 02110

feiWIifc EQUITY September 5,2012

CONFIDENTIAL Greg Glassman

Chief Executive. Officer Crossfit, Inc.

1250 Connecticut Avenue, N.W., Suite 200 Washington, DC 20036

Dear Mr. Glassman:

Level Equity Management, LLC, together with their affiliates (collectively "Level" or "Level Equity") is pleased to submit this non-binding proposal to provide financing to Crossfit, Inc. ("Crossfit" or the "Company").

We appreciate the opportunity to have reviewed financial and operational information relating to the historical and projected performance of Crossfit and to have discussed the business, its history and prospects with several members0f your senior teart^ Based on our review, we rernain Jiighly confident̂ that we will be able to provide financing to the business in a rapid time frame. Level currently has $130 million in' committed capital with over $90 million of available funds.

The attached proposal summarizes the primary terms of our proposed investment.

Sincerely,

LEVEL EQUITY MANAGEMENT, LLC

Name: • Benjamin S. Levin Title: Co-CEO

Level Equity Management, LLC 140 East 45* Street, 14th Floor, New York, NY 10017

EXHIBIT 17

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

LAUREN GLASSMAN,

Plaintiff,

vs .

CROSSFIT, INC., a Delaware corporation, and GREG GLASSMAN,

Defendants.

Civil Action No. 7717-VCG

Chancery Court Chambers Court of Chancery Courthouse 34 The Circle Georgetown, Delaware Wednesday, September 5, 2012 10:00 a.m.

BEFORE: HON. SAM GLASSCOCK, III, Vice Chancellor

TELEPHONIC ORAL ARGUMENT AND THE COURT'S RULING

CHANCERY COURT REPORTERS 34 The Circle

Georgetown, Delaware 19947 (302) 856-5645

APPEARANCES: (via telephone)

PHILIP TRAINER, JR., ESQ. Ashby & Geddes, P.A.

-and-GRACE Y. PARK, ESQ. of the California Bar Bergeson, LLP

for Plaintiff

RAYMOND J. DICAMILLO, ESQ. KEVIN M. GALLAGHER, ESQ. Richards, Layton & Finger, P.A.

-and-BLAIR G. CONNELLY, ESQ. KYLE L. WALLACE, ESQ. of the New York Bar Latham & Watkins LLP

for Defendants

75

was a breach of fiduciary duty or some other issue, if

that is the case, then there can't be irreparable

harm, and we should simply go forward to a

determination of the legal issues. And I don't need a

preliminary injunction hearing.

So I expect both sides to get

together. Mr. DiCamillo, you are obviously going to

have to demonstrate those two things. I don't think

the letter itself has done it. But it seems to me

likely that, if that's the case, we are not going to

need a preliminary injunction hearing at the end of

September. So that changes the whole structure of

this matter it seems to me.

Second, I would appreciate some

briefing on the issue of choice of law and the

application of these two doctrines under California

law, if that proves to be the case. I also think I

need a privilege log in order to resolve these

questions in a reasonable manner. So I am going to

direct you to do both of those things on a schedule

that I am going to let you set.

Let me say two preliminary things. It

seems to me unlikely that the common interest doctrine

is going to prevent the production of documents that

CHANCERY COURT REPORTERS

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were circulated before there was an agreement when

there was still an adversary position between the

parties, number one, and number two, I have the

authority -- and I intend to exercise it -- to prevent

the production of documents where it appears to me the

primary purpose of that production is to give one of

the parties, Mr. Glassman, a leg up in the litigation.

He certainly is entitled to documents to prosecute in

his cross claims, but not in his position as a bidder

for Miss Glassman's shares. I am concerned about that

issue. And I intend to use my inherent power to

prevent that from happening. I am telling you this

before you do the additional work because it seems to

me that there should be an agreement between the

parties or among the parties as to what is producible.

This case is generating a lot of

motion practice, and it seems to me that it's not

helpful motion practice for the most part. I

understand that there are legitimate issues between

the parties that have to be resolved, some of them

have to be resolved by the Court, but issues such as

the timing of depositions it seems to me, if those are

all referred to the Court, then the process breaks

down and it grinds to a halt.

CHANCERY COURT REPORTERS

CHANCERY COURT REPORTERS

77

My broader point is this, this is, at

its heart, a divorce matter and distribution of assets

between these two individuals. I don't know if there

is any possibility of settlement. I don't know what

is going on in the Arizona Family Court litigation.

But this is turning into a litigation where there is

more litigation than I think is probably warranted.

So I would urge you to get together, try to resolve

the underlying issues if you can. If you can't, try

to resolve the discovery issues, and to the extent you

can't, I am going to require and ask you to put your

heads together and come up with a schedule,

supplemental briefing, and a privilege log on the

common interests and the business strategy doctrines.

But I have given you kind of how I am

looking at the issue now in the hopes that it will aid

your settlement. So I am going to ask you for a time

table, Mr. DiCamillo, within which you can have

affidavits submitted that would tend to obviate the

need for the preliminary injunction hearing.

MR. DiCAMILLO: Certainly, Your Honor.

I think we could get those promptly. As you know,

there is stuff going on in Arizona today. So I

probably can't get them today, but you know,

78

Mr. Connelly can correct me if I am wrong, I don't see

any reason why we can't provide them by the end of the

week .

MR. CONNELLY: I agree.

THE COURT: All right. What I am

going to do is this: If you have your calendars

ready, let me set up another telephone conference in

two weeks, and we can discuss the scheduling going

forward. Two weeks from today would be the 19th. I

can do it in the afternoon of the 19th if that would

suit you.

MR. TRAINER: That's fine by

plaintiff, Your.Honor.

MR. DiCAMILLO: Mr. DiCamillo. It

works for me.

THE COURT: All right. Let's say

1:00, September 19th, we will get back together. In

the meantime, obviously, discuss the discovery issues.

If you can't resolve them promptly, give me a letter

telling me under what schedule you are going to submit

privilege logs and the supplemental briefing, and I

will decide -- as soon as I get those, I will decide

that promptly, I promise you.

Anything else we can do here this

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79

morning?

MR. DiCAMILLO: Not from the

defendants, Your Honor. I think all parties

appreciate the time and patience you've had with us on

this matter.

MR. TRAINER: Absolutely, Your Honor,

for plaintiff, appreciate it.

THE COURT: All right. Well, I

appreciate your willingness to work together. It

sounds like some of these issues may fall away. And,

of course, I am anxious to hear what happens in the

Arizona litigation if I don't talk to you before. If

you need me, obviously, you know how to get a hold of

me. Otherwise, I will talk to you at 1:00 on

September 19th. Thank you very much, counsel.

Good-bye.

(Teleconference concluded at 11:40 a.m.)

CHANCERY COURT REPORTERS

80

CERTIFICATE

I, CHRISTINE L. QUINN, Official

Court Reporter for the Court of Chancery of the State

of Delaware, do hereby certify that the foregoing

pages numbered 3 through 79 contain a true and correct

transcription of the proceedings as stenographically

reported by me at the hearing in the above cause

before the Vice Chancellor of the State of Delaware,

on the date therein indicated.

IN WITNESS WHEREOF I have hereunto set

my hand this 14th day of September, 2012.

/s/ Christine L. Quinn

Official Court Reporter of the Chancery Court

State of Delaware

Certificate Number: 123-PS Expiration: Permanent