The YMCA of Central Kentucky has announced the acquisition of Proof Fitness, LLC and will take over two Proof Fitness locations in downtown Lexington.
Keith Gallagher, the COO of the YMCA, said the acquisition started with a conversation with a community member who approached the Y about the possibility of acquiring the two facilities. The discussion came at a time when we the Y was exploring transition plans for the closure of its downtown YMCA.
“Our Board of Directors had spent years evaluating the future of our 64-year-old High Street YMCA,” said Gallagher. “Through assessments, market studies and consideration of different scenarios, we worked to determine what made the most sense for the facility and for the Y’s long-term commitment to downtown Lexington. Ultimately, the board made the decision to sell the property in its entirety to Florida-based developer Tramell Webb Partners, Inc.”
This opportunity to acquire Proof Fitness is a way to continue serving the Y’s downtown community while extending the organization’s reach and creating more opportunities for people to be healthy and connected.
“After almost a year of negotiations, board consideration, exploration and due diligence, the acquisition officially closed on October 16, and we began YMCA operations at both locations the following day,” said Gallagher. “It was the culmination of a lot of preparation and hard work, but because of the tremendous teamwork and effort of YMCA and Proof Fitness, we were ready to begin the next chapter in the Y’s story.”

Acquisition Details
Both facilities are now part of the YMCA of Central Kentucky — the Main Street YMCA in downtown Lexington and the Tates Creek YMCA on Tates Creek Centre Drive.
While the name and branding are changing, Gallagher said the Y’s priority is to maintain the welcoming environments and strong member relationships that were already established at both locations.
“We aren’t looking to come in and change everything,” said Gallagher. “We want to recognize what makes each facility special and build on those strengths. The existing communities at both Proof Fitness locations were vibrant, welcoming and full of life, much like what we see at our YMCAs. The Proof Fitness staff had cultivated environments where people of different ages and abilities felt comfortable and connected. We immediately recognized a shared commitment to putting people first, and that alignment was important to us.”
Gallagher added these two locations allows the Y to build on its purpose and to create more opportunities to serve people throughout Lexington.
The YMCA has been part of the fabric of downtown Lexington for 173 years, and maintaining that presence remains a priority for its Board of Directors and senior leadership. The Main Street location will provide an important opportunity to continue serving the downtown community following the difficult but necessary decision to close the former High Street branch.
The addition of Tates Creek will allow the YMCA of Central Kentucky to extend its reach into a vibrant part of Lexington where they did not previously have a physical YMCA presence.
“For our members and the broader community, the greatest benefit is more access, more opportunities and more places to find connection and support,” said Gallagher. “For the Y, it positions us to grow our impact and continue responding to the changing needs of our community.”

Tips for Acquisition
For other industry leaders who are considering similar acquisitions of other entities, Gallagher’s top advice is to start with your mission and make sure the opportunity aligns with the long-term vision of your organization.
Other tips from Gallagher include:
- Growth for the sake of growth isn’t enough. You need to understand how an acquisition will strengthen your ability to serve your community.
- It’s important to take a thoughtful approach to due diligence. Look beyond the financials and consider the people, culture, member experience and operational needs of the organization you’re acquiring. The success of an acquisition depends heavily on how well you bring people along through the transition.
- Communication is critical. Members, staff and community partners need to understand what’s changing, what’s staying the same and what the opportunity means for them.
- Finally, recognize that integration takes time. You need a clear plan, strong leadership, and the ability to be nimble, adapt and pivot as circumstances evolve. Even the best plan requires flexibility, and being able to adjust along the way is essential to making the transition successful.







