SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): October 13, 2003
THE SPORTS CLUB COMPANY, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-13290 95-4479735
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(Commission File Number) (IRS Employer Identification Number)
11100 Santa Monica Boulevard, Suite 300
Los Angeles, California 90025
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(Address of Principal Executive Offices)
Registrant's telephone number, including area
code: 310-479-5200
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Index of Exhibits on Page 3
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Item 5. Other Events and Regulation FD Disclosure
On October 13, 2003, The Company announced that it has mutually agreed with
Palisade Concentrated Equity Partnership, L.P. ("Palisade") to set aside its
previously announced intention of "going private." The Company expects to
receive an amended letter of intent setting forth the revised terms and
conditions under which Palisade would propose to make an $18.5 million equity
investment in the Company, subject to an additional investment by certain of the
Company's existing stockholders, the proceeds of which would be retained by the
Company to fund operations. There can be no assurance that the Company will
receive the amended letter of intent, or that the proposed financing transaction
with Palisade will be completed.
All statements in this report other than statements of historical fact are
forward looking statements within the meaning of the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. These statements are based
on management's current expectations and beliefs and are subject to a number of
factors and uncertainties that could cause actual results to differ materially
from those described in this report. The forward looking statements speak only
as of the date of this report, and the Company expressly disclaims any
obligation to release publicly any update or revision to any forward looking
statement contained herein if there are changes in the Company's expectations or
in any events, conditions or circumstances on which any such forward looking
statement is based.
Item 7. Financial Statements and Exhibits
(a) Financial Statements
Not Applicable
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(b) Pro Forma Financial Information
Not Applicable
(c) Exhibits
99.1 Press Release dated October 13, 2003.
[Remainder of Page Intentionally Left Blank]
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: October 14, 2003 THE SPORTS CLUB COMPANY, INC.
By: /s/ Timothy M. O'Brien
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Timothy M. O'Brien
Chief Financial Officer
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EXHIBIT 99.1
NEWS RELEASE
For Immediate Release CONTACT:
Rex Licklider, Co-CEO
(310) 479-5200
THE SPORTS CLUB COMPANY, INC. ANNOUNCES
TERMINATION OF GOING PRIVATE TRANSACTION;
EXPECTS REVISED PROPOSAL FROM PALISADE CAPITAL
LOS ANGELES, CA (October 13, 2003)-- The Sports Club Company, Inc. (AMEX: SCY)
announced today that it has mutually agreed with Palisade Concentrated Equity
Partnership, L.P. ("Palisade") to set aside its previously announced intention
of "going private." The Company expects to receive an amended letter of intent
setting forth the revised terms and conditions under which Palisade would
propose to make an $18.5 million equity investment in the Company, subject to an
additional investment by certain of the Company's existing stockholders, the
proceeds of which would be retained by the Company to fund operations. There can
be no assurance that the Company will receive the amended letter of intent, or
that the proposed financing transaction with Palisade will be completed.
"During the course of our discussions with Palisade and other principal
stockholders, it became increasingly clear that the best and most effective use
of any new capital infusion is to provide working capital rather than utilize
those funds to repurchase outstanding shares," stated Rex A. Licklider, Co-Chief
Executive Officer. "If we are unable to structure an acceptable arrangement with
Palisade over the next few weeks, we intend to pursue other transactions that we
believe will improve the Company's balance sheet and cash position, which, if
accomplished, will inure to the benefit of all stockholders," Mr. Licklider
added.
All statements in this press release other than statements of historical fact
are forward
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looking statements within the meaning of the "safe harbor" provisions of the
Private Litigation Reform Act of 1995. These statements are based on
management's current expectations and beliefs and are subject to a number of
factors and uncertainties that could cause actual results to differ materially
from those described in this press release. The forward-looking statements speak
only as of the date of this press release, and the Company expressly disclaims
any obligation to release publicly any update or revision to any forward looking
statement contained herein if there are changes in the Company's expectations or
if any events, conditions or circumstances on which any such forward looking
statement is based.
The Sports Club Company, based in Los Angeles, California, owns and operates
luxury sports and fitness complexes nationwide under the brand name "The Sports
Club/LA."
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