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): April 8, 2004
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)
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Item 5. Other Events and Regulation FD Disclosure
Pending adoption by the stockholders at the upcoming annual meeting
(expected to be held in June of this year) the Board of Directors on April 8,
2004, approved an amendment to the Company's Restated Certificate of
Incorporation providing for the annual election of Directors. Previously, the
Directors have been divided into three classes with the stockholders electing
approximately one-third of the members of the Board of Directors at each annual
meeting. If approved, the Amendment would mean that beginning with the 2004
Annual Meeting, 100% of the Directors will be elected each year.
Item 6. Resignation of Registrant's Directors
Effective April 8, 2004, Brian J. Collins and Nanette Pattee Francini,
without disagreements or conflicts, resigned their positions as Directors of
Registrant. Ms. Francini will continue to serve as the Company's Executive Vice
President.
As reported in Registrant's Current Report on Form 8-K filed with the
Securities and Exchange Commission on March 18, 2004, the terms of the $6.5
million private placement of the newly created Series D Convertible Preferred
Stock consummated on March 12, 2004, entitle the three holders of the Series D
(an affiliate of Millennium Entertainment Partners ("Millennium"), affiliates of
Kayne Anderson Capital Advisors ("Kayne") and Rex A. Licklider ("Licklider") to
each designate one director to serve on the Board of Directors of the Company.
Additionally, Millennium has the right to designate a second independent
director.
Mr. Licklider continues to serve on the Board of Directors as the designee
of Licklider and Charles Norris will continue to serve as the designee of Kayne.
Effective April 8, 2004, Christopher M. Jeffries was elected to fill one of
the vacancies created by the resignations of Ms. Francini and Mr. Collins. Mr.
Jeffries is a principal of Millennium and will serve as one of its designees.
Millennium continues to have the right to designate a second independent
director. Biographical information for Mr. Jeffries is as follows:
Christopher M. Jeffries is a successful business professional that has
started, owned and managed several real-estate development companies. Mr.
Jeffries founded Millennium Partners in 1990 to meet the lifestyle demands of
affluent urbanites by creating luxury mixed-use properties in the New York
marketplace. The Millennium portfolio now includes projects in New York, Boston,
Washington, D.C., Miami and San Francisco. Mr. Jeffries graduated from Columbia
College in 1968 and the University of Michigan Law School in 1972.
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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: April 16, 2004 THE SPORTS CLUB COMPANY, INC.
By: /s/ Timothy O'Brien
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Timothy M. O'Brien
Chief Financial Officer