PART I - FINANCIAL INFORMATION
| Item 1. |
Financial Statements |
BALLY TOTAL FITNESS HOLDING CORPORATION
Condensed Consolidated Balance Sheet
(Unaudited)
June 30 December 31
2000 1999
----------- -----------
(In thousands)
ASSETS
Current assets:
Cash and equivalents $ 14,308 $ 23,450
Installment contracts receivable, net 270,164 241,450
Other current assets 45,777 46,185
----------- -----------
Total current assets 330,249 311,085
Installment contracts receivable, net 273,536 244,693
Property and equipment, less accumulated
depreciation and amortization of $407,124
and $382,897 521,196 473,111
Intangible assets, less accumulated
amortization of $67,868 and $64,554 142,937 137,156
Deferred income taxes 38,437 39,444
Deferred membership origination costs 112,107 106,195
Other assets 38,971 36,873
----------- -----------
$ 1,457,433 $ 1,348,557
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 48,578 $ 49,629
Income taxes payable 3,023 3,063
Deferred income taxes 39,521 40,933
Accrued liabilities 62,399 59,197
Current maturities of long-term debt 13,381 9,505
Deferred revenues 306,841 290,123
----------- -----------
Total current liabilities 473,743 452,450
Long-term debt, less current maturities 634,275 593,903
Other liabilities 6,509 6,531
Deferred revenues 91,981 83,214
Stockholders' equity 250,925 212,459
----------- -----------
$ 1,457,433 $ 1,348,557
=========== ===========
See accompanying notes.
1
BALLY TOTAL FITNESS HOLDING CORPORATION
Consolidated Statement of Operations
(Unaudited)
Three months ended
June 30
--------------------------
2000 1999
----------- -----------
(In thousands, except per share data)
Net revenues:
Membership revenues--
Initial membership fees on financed
memberships originated $ 133,426 $ 118,891
Initial membership fees on paid-in-full
memberships originated 5,624 5,435
Dues collected 71,083 55,354
Change in deferred revenues (5,882) (839)
----------- -----------
204,251 178,841
Finance charges earned 17,103 15,477
Products and services 26,763 12,943
Miscellaneous revenue 2,752 2,216
----------- -----------
250,869 209,477
Operating costs and expenses:
Fitness center operations 115,901 106,675
Products and services 17,745 8,894
Member processing and collection centers 11,053 9,710
Advertising 14,077 11,884
General and administrative 6,674 6,203
Provision for doubtful receivables 40,352 34,876
Depreciation and amortization 15,662 12,649
Change in deferred membership origination costs (2,279) (2,562)
----------- -----------
219,185 188,329
----------- -----------
Operating income 31,684 21,148
Interest income 445 553
Interest expense (16,009) (12,446)
----------- -----------
Income before income taxes 16,120 9,255
Income tax provision (250) (180)
----------- -----------
Net income $ 15,870 $ 9,075
=========== ===========
Basic earnings per common share $ 0.67 $ 0.39
=========== ===========
Diluted earnings per common share $ 0.58 $ 0.34
=========== ===========
See accompanying notes.
2
BALLY TOTAL FITNESS HOLDING CORPORATION
Consolidated Statement of Operations
(Unaudited)
Six months ended
June 30
--------------------------
2000 1999
----------- -----------
(In thousands, except per share data)
Net revenues:
Membership revenues--
Initial membership fees on financed
memberships originated $ 277,888 $ 245,621
Initial membership fees on paid-in-full
memberships originated 12,341 12,105
Dues collected 138,444 115,322
Change in deferred revenues (22,183) (14,276)
----------- -----------
406,490 358,772
Finance charges earned 33,477 29,460
Products and services 53,376 24,933
Miscellaneous revenue 6,778 4,748
----------- -----------
500,121 417,913
Operating costs and expenses:
Fitness center operations 230,106 211,566
Products and services 35,114 16,794
Member processing and collection centers 21,881 20,348
Advertising 28,910 25,585
General and administrative 13,819 12,891
Provision for doubtful receivables 83,759 71,691
Depreciation and amortization 30,947 25,044
Change in deferred membership origination costs (5,912) (5,451)
----------- -----------
438,624 378,468
----------- -----------
Operating income 61,497 39,445
Interest income 935 1,414
Interest expense (30,820) (24,743)
----------- -----------
Income before income taxes and cumulative effect
of a change in accounting principle 31,612 16,116
Income tax provision (475) (330)
----------- -----------
Income before cumulative effect of a change in
accounting principle 31,137 15,786
Cumulative effect of a change in accounting
principle, net of income tax (262)
----------- -----------
Net income $ 31,137 $ 15,524
=========== ===========
Basic earnings per common share:
Income before cumulative effect of a change in
accounting principle $ 1.31 $ 0.68
Cumulative effect of a change in accounting
principle (0.01)
----------- -----------
Net income per common share $ 1.31 $ 0.67
=========== ===========
Diluted earnings per common share:
Income before cumulative effect of a change in
accounting principle $ 1.13 $ 0.59
Cumulative effect of a change in accounting
principle (0.01)
----------- -----------
Net income per common share $ 1.13 $ 0.58
=========== ===========
See accompanying notes.
3
BALLY TOTAL FITNESS HOLDING CORPORATION
Consolidated Statement of Stockholders' Equity
(Unaudited)
Common stock Unearned
----------------- compensation Common Total
Par Contributed Accumulated (restricted stock in stockholders'
Shares value capital deficit stock) treasury equity
---------- ----- ----------- ----------- ------------ ---------- -------------
(In thousands, except share data)
Balance at December 31, 1999 23,755,394 $ 243 $ 498,093 $(267,124) $ (7,978) $ (10,775) $ 212,459
Net income 31,137 31,137
Issuance of common stock for
acquisitions of businesses 311,818 4 5,770 5,774
Issuance of common stock under
stock purchase and option plans 127,963 1 1,554 1,555
---------- ----- --------- --------- --------- --------- ---------
Balance at June 30, 2000 24,195,175 $ 248 $ 505,417 $(235,987) $ (7,978) $ (10,775) $ 250,925
========== ===== ========= ========= ========= ========= =========
See accompanying notes.
4
BALLY TOTAL FITNESS HOLDING CORPORATION
Consolidated Statement of Cash Flows
(Unaudited)
Six months ended
June 30
--------------------------
2000 1999
----------- -----------
(In thousands)
OPERATING:
Income before cumulative effect of a change
in accounting principle $ 31,137 $ 15,786
Adjustments to reconcile to cash provided--
Depreciation and amortization, including
amortization included in interest expense 33,122 26,603
Provision for doubtful receivables 83,759 71,691
Change in operating assets and liabilities (125,264) (97,550)
----------- -----------
Cash provided by operating activities 22,754 16,530
INVESTING:
Purchases and construction of property
and equipment (57,245) (54,199)
Acquisitions of businesses and other (3,327) (7,027)
----------- -----------
Cash used in investing activities (60,572) (61,226)
FINANCING:
Debt transactions--
Net borrowings under revolving credit agreement 36,500
Repayments of other long-term debt (9,379) (3,605)
Debt issuance and refinancing costs (4,225)
----------- -----------
Cash provided by (used in) debt transactions 27,121 (7,830)
Equity transactions--
Proceeds from issuance of common stock under
stock purchase and option plans 1,555 1,164
----------- -----------
Cash provided by (used in) financing
activities 28,676 (6,666)
----------- -----------
Decrease in cash and equivalents (9,142) (51,362)
Cash and equivalents, beginning of period 23,450 64,382
----------- -----------
Cash and equivalents, end of period $ 14,308 $ 13,020
=========== ===========
See accompanying notes.
5
BALLY TOTAL FITNESS HOLDING CORPORATION
Consolidated Statement of Cash Flows--(continued)
(Unaudited)
Six months ended
June 30
--------------------------
2000 1999
----------- -----------
(In thousands)
SUPPLEMENTAL CASH FLOWS INFORMATION:
Changes in operating assets and liabilities,
were as follows--
Increase in installment contracts receivable $ (140,926) $ (113,077)
Increase in other current and other assets (3,312) (701)
Increase in deferred membership origination costs (5,912) (5,451)
Increase (decrease) in accounts payable (1,051) 3,214
Increase (decrease) in income taxes payable (445) 227
Increase in accrued and other liabilities 4,199 3,963
Increase in deferred revenues 22,183 14,275
----------- -----------
$ (125,264) $ (97,550)
Cash payments for interest and income taxes
were as follows--
Interest paid $ 29,752 $ 23,731
Interest capitalized (1,249) (567)
Income taxes paid, net 920 103
Investing and financing activities exclude the
following non-cash transactions--
Acquisitions of businesses with common stock $ 8,950
Acquisitions of property and equipment
through capital leases/borrowings 9,652 $ 6,284
Debt, including assumed debt, related to
acquisitions of businesses 7,577 3,417
See accompanying notes.
6
BALLY TOTAL FITNESS HOLDING CORPORATION
Notes to Condensed Consolidated Financial Statements
(All dollar amounts in thousands)
(Unaudited)
Basis of presentation
The
accompanying condensed consolidated financial statements include the accounts of
Bally Total Fitness Holding Corporation (the "Company") and the subsidiaries
that it controls. The Company, through its subsidiaries, is a commercial
operator of fitness centers in North America with approximately 385 facilities
concentrated in 28 states and Canada. The Company operated in one industry
segment, and all significant revenues arise from the commercial operation of
fitness centers, primarily in major metropolitan markets in the United States
and Canada. Unless otherwise specified in the text, references to the Company
include the Company and its subsidiaries. These condensed consolidated financial
statements should be read in conjunction with the consolidated financial
statements included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1999.
All
adjustments have been recorded which are, in the opinion of management,
necessary for a fair presentation of the condensed consolidated balance sheet of
the Company at June 30, 2000, its consolidated statements of operations for the
three and six months ended June 30, 2000 and 1999, its consolidated statements
of cash flows for the six months ended June 30, 2000 and 1999, and its
consolidated statement of stockholders' equity for the six months ended June 30,
2000. All such adjustments were of a normal recurring nature.
The
accompanying condensed consolidated financial statements have been prepared in
conformity with generally accepted accounting principles which require the
Company's management to make estimates and assumptions that affect the amounts
reported therein. Actual results could vary from such estimates. In addition,
certain reclassifications have been made to prior period financial statements to
conform with the 2000 presentation.
Seasonal factors
The
Company’s operations are subject to seasonal factors and, therefore, the
results of operations for the six months ended June 30, 2000 and 1999 are not
necessarily indicative of the results of operations for the full
year.
Acquisitions
During
the first six months of 2000, the Company acquired 13 fitness centers located in
the Portland area and three fitness centers located in the San Diego
area.
7
Installment contracts receivable
June 30 December 31
2000 1999
----------- -----------
Current:
Installment contracts receivable $ 407,170 $ 355,029
Unearned finance charges (49,728) (41,515)
Allowance for doubtful receivables and
cancellations (87,278) (72,064)
----------- -----------
$ 270,164 $ 241,450
=========== ===========
Long-term:
Installment contracts receivable $ 362,625 $ 319,034
Unearned finance charges (24,410) (20,367)
Allowance for doubtful receivables and
cancellations (64,679) (53,974)
----------- -----------
$ 273,536 $ 244,693
=========== ===========
Allowance for doubtful receivables and cancellations
Three months ended Six Months Ended
June 30 June 30
------------------- -------------------
2000 1999 2000 1999
-------- -------- -------- --------
Balance at beginning of period $143,236 $121,109 $126,038 $106,301
Contract cancellations and
write-offs of uncollectible
amounts, net of recoveries (77,983) (63,710) (154,187) (127,517)
Provision for cancellations
(classified as a direct
reduction of revenues) 46,352 40,022 96,347 81,822
Provision for doubtful receivables 40,352 34,876 83,759 71,691
-------- -------- -------- --------
Balance at end of period $151,957 $132,297 $151,957 $132,297
======== ======== ======== ========
8
Earnings per common share
Basic
earnings per common share for each period is computed based on the weighted
average number of shares of common stock outstanding of 23,816,907 and
23,325,783 for the three months ended June 30, 2000 and 1999, respectively, and
23,693,687 and 23,264,586 for the six months ended June 30, 2000 and 1999,
respectively. Diluted earnings per common share for each period includes the
addition of common stock equivalents of 3,738,812 and 3,683,768 for the three
months ended June 30, 2000 and 1999, respectively, and 3,777,161 and 3,654,937
for the six months ended June 30, 2000 and 1999, respectively. Common stock
equivalents represent the dilutive effect of the assumed exercise of outstanding
warrants and stock options.
Cumulative effect of a change in accounting principle
In
April 1998, the American Institute of Certified Public Accountants issued
Statement of Position ("SOP") 98-5, Reporting the Costs of Start-up Activities.
The SOP was effective beginning on January 1, 1999, and required that start-up
costs including organization costs capitalized prior to January 1, 1999 be
written-off and any future start-up costs be expensed as incurred. The Company's
unamortized start-up costs at January 1, 1999 were written off and reported as a
cumulative effect of a change in accounting principle, net of tax, in accordance
with APB Opinion No. 20.
Income Taxes
As a
result of the Company’s improved operating results and trends, the Company
has been evaluating the continuing need for its approximate $160 million
valuation allowance offsetting the deferred tax assets that otherwise arise from
its approximate $500 million of tax loss carryforwards. Based on the
Company’s investigation and discussions with its external auditors, it has
been determined that a reduction in the valuation allowance is appropriate. As
required by Financial Accounting Standard No. 109, Accounting for Income Taxes,
management expects, during the third quarter of 2000, to complete the necessary
analysis of its tax valuation allowance and determine an appropriate initial
reduction amount. The Company believes this reduction will range between $15
million to $25 million. The reduction of the tax valuation allowance will be
reflected as a reduction of the income tax provision, increasing net income. The
Company will continue to review the remaining amount of the valuation allowance
periodically.
9
BALLY TOTAL FITNESS HOLDING CORPORATION
| Item 2. |
Management’s Discussion and Analysis
of Financial Condition and Results of Operations |
Comparison of the Three Months Ended June 30, 2000 and 1999
Net
revenue for the second quarter of 2000 was $250.9 million compared to $209.5
million in 1999, an increase of $41.4 million (20%). Net revenues from
comparable fitness centers increased 11%. This significant increase in net
revenues resulted from the following:
Full membership units sold increased 6% and the weighted
average selling price of membership contracts sold increased 6% over the prior
year quarter. Additionally, during the 2000 quarter, the Company expanded its
selection of short-term seasonal memberships which added 5% more membership
units and 1% more revenue. As a result, initial membership fees originated
increased $14.7 million (12%).
Dues collected increased $15.7 million (28%) from the 1999
quarter, reflecting continued improvements in member retention and pricing
strategies and an increase attributable to fitness centers operating under our
four upscale brands.
Finance charges earned during the second quarter of 2000
increased $1.6 million (11%) compared to the 1999 quarter, due to the growth in
size and consistent higher quality of the receivables portfolio. Membership
receivables written off in the current period, as a percent of average
membership receivables, was consistent with prior periods. The percentage of
accounts current with all contractual payments was 88% as of June 30, 2000
compared to 87% as of a year earlier. The average interest rate for finance
charges to members was substantially unchanged between the
periods.
Products and services revenue increased $13.8 million (107%)
over the 1999 quarter, primarily reflecting the continued growth of personal
training services and nutritional and other retail product sales.
Fees and other revenues increased $.5 million over the 1999
quarter, primarily reflecting the continuing growth of licensing revenue.
The
weighted average number of fitness centers increased to 375 in the second
quarter of 2000 from 336 in the second quarter of 1999, including an increase in
the weighted-average number of centers operating under our four upscale brands,
which have smaller membership volume strategies, from 16 to 34.
Operating
income for the second quarter of 2000 was $31.7 million compared to $21.1
million in 1999. The increase of $10.6 million (50%) was due to a $41.4 million
(20%) increase in net revenue, offset, in part, by an increase in operating
costs and expenses of $27.8 million (16%) and a $3.0 million increase in
depreciation and amortization. The operating margin before depreciation and
amortization increased to 19% from 16% in the prior year quarter. Excluding the
provision for doubtful receivables, depreciation and amortization and the effect
of deferral accounting, operating costs and expenses increased $22.1 million
(15%) from 1999. Fitness center operating expenses increased $9.2 million (9%)
due principally to incremental costs of operating new fitness centers and
additional sales commissions from the growth in initial membership fees
originated. A substantial portion of commission expense is deferred through
deferral accounting. Products and services expenses increased $8.9 million
(100%) to support the revenue growth of product and service offerings. Operating
income from products and services, net of related development, pre-opening and
start-up costs, increased to $9.0 million from $4.0 million in the prior year
quarter, with an operating margin of 34% in 2000 compared to 31% in the 1999
quarter. Member processing and collection center expenses increased $1.3 million
(14%) due to increased printing and postage costs to support the growth in the
collection of membership fees and dues. Advertising expenses increased $2.2
million (18%) compared to the prior year due to increased market research, new
club marketing, and direct mail programs used to grow initial membership fees.
General and administrative expenses increased 8% compared to the prior year
quarter to support acquisition strategies and the Company's overall growth.
Depreciation and amortization expense increased $3.0 million (24%) as a result
of increased expenditures for property and equipment and acquired fitness
centers during the past two years.
10
The
provision for doubtful receivables, including the provision for cancellations
which is reported in the financial statements as a direct reduction of initial
membership fees on financed memberships originated, totaled 41% of the gross
financed portion of new membership fees originated in both periods.
Deferral
accounting reduced earnings by $5.3 million for 2000 compared to 1999. This
reduction reflects the greater deferral of revenues and lower deferral of
expenses reflecting the efficiency of higher membership originations.
Interest
expense was $16.0 million for the second quarter of 2000 compared to $12.4
million in 1999. The $3.6 million increase was primarily due to higher levels of
debt incurred to support the Company's growth.
The
income tax provisions for the second quarters of 2000 and 1999 reflect state
income taxes only. The federal provisions were offset by the utilization of
prior years' net operating losses.
Comparison of the Six Months Ended June 30, 2000 and 1999
Net
revenue for the first six months of 2000 was $500.1 million compared to $417.9
million in 1999, an increase of $82.2 million (20%). Net revenues from
comparable fitness centers increased 11%. This significant increase in net
revenues resulted from the following:
Full membership units sold increased 5% and the weighted
average selling price of membership contracts sold increased 8% over the prior
year period. Additionally, during the 2000 period, the Company expanded its
selection of shorter-term and seasonal memberships which added 2% more
membership units and less than 1% more revenue. As a result, initial membership
fees originated increased $32.5 million (13%).
Dues collected increased $23.1 million (20%) from the 1999
period, reflecting continued improvements in member retention and pricing
strategies and an increase attributable to fitness centers operating under our
four upscale brands.
Finance charges earned during the first six months of 2000
increased $4.0 million (14%) compared to the 1999 period, due to the growth in
size and consistent higher quality of the receivables portfolio. Membership
receivables written off in the current period, as a percent of average
membership receivables, was consistent with prior periods. The average interest
rate for finance charges to members was substantially unchanged between the
periods.
Products and services revenue increased $28.4 million (114%)
from the 1999 period, primarily reflecting the continued growth of personal
training services and nutritional and other retail product
sales.
Fees and other revenues increased $2.0 million (43%) over
the 1999 period, primarily reflecting the continued growth of licensing
revenue.
The
weighted average number of fitness centers increased to 371 in the first six
months of 2000 from 332 in 1999, including an increase in the weighted-average
number of centers operating under our four upscale brands, which have smaller
membership volume strategies, from 16 to 34.
Operating
income for the first six months of 2000 was $61.5 million compared to $39.4
million in 1999. The increase of $22.1 million (56%) was due to a $82.2 million
(20%) increase in net revenue, offset, in part, by an increase in operating
costs and expenses of $54.2 million (15%) and a $5.9 million increase in
depreciation and amortization. The operating margin before depreciation and
amortization increased to 18% for the first six months of 2000 from 15% for the
1999 period. Excluding the provision for doubtful receivables, depreciation and
amortization and the effect of deferral accounting, operating costs and expenses
increased $42.6 million (15%)
11
from 1999. Fitness center operating expenses increased $18.5
million (9%) due principally to incremental costs of operating new fitness
centers and additional sales commissions from the growth in initial membership
fees originated. A substantial portion of commission expense is deferred through
deferral accounting. Products and services expenses increased $18.3 million
(109%) to support the revenue growth of product and service offerings. Operating
income from products and services, net of related development, pre-opening and
start-up costs, increased to $18.3 million from $8.1 million in the prior year
period, with an operating margin of 34% in 2000 compared to 33% in the 1999
period. Member processing and collection center expenses increased $1.5 million
(8%) due to increased printing and postage costs to support the growth in the
collection of membership fees and dues. Advertising expenses increased $3.3
million (13%) compared to the prior year due to increased market research, new
club marketing, and direct mail programs used to grow initial membership fees.
General and administrative expenses increased 7% compared to the prior year
period to support acquisition strategies and the Company's overall growth.
Depreciation and amortization expense increased $5.9 million (24%) largely as a
result of increased expenditures for property and equipment and acquired fitness
centers during the past two years.
The
provision for doubtful receivables, including the provision for cancellations
which is reported in the financial statements as a direct reduction of initial
membership fees on financed memberships originated, totaled 41% of the gross
financed portion of new membership fees originated in both periods.
Deferral
accounting reduced earnings by $7.4 million for 2000 compared to 1999. This
decrease principally reflects the greater deferral of revenues during the 2000
period.
Interest
expense was $30.8 million for the first six months of 2000 compared to $24.7
million in 1999. The $6.1 million increase was primarily due to higher levels of
debt incurred to support the Company's growth.
The
income tax provisions for the first six months of 2000 and 1999 reflect state
income taxes only. The federal provisions were offset by the utilization of
prior years' net operating losses.
Liquidity and Capital Resources
Cash
flow from operating activities was $22.8 million for the first six months of
2000 compared to $16.5 million in 1999. Net contracts receivable grew $57.2
million compared to $41.4 million in 1999 and interest paid totaled $29.8
million compared to $22.1 million in 1999 resulting in a combined increase in
the use of working capital of $23.5 million. Cash provided by operating
activities, excluding the growth in net contracts receivable and interest paid,
increased $29.8 million period over period. The improvement principally reflects
the continued growth in overall collections from installment contracts
receivable and monthly dues and the continued improvement in operating
margins.
Our
bank credit facility provides up to $175.0 million of availability consisting of
a five-year $75.0 million term loan and a $100.0 million three-year revolving
credit facility. The amount available under the revolving credit facility is
reduced by any outstanding letters of credit, which cannot exceed $30.0 million.
As of June 30, 2000, the Company had drawn $36.5 million on its $100 million
revolving credit line and had outstanding letters of credit totaling $6.1
million. The $75.0 million term loan is repayable in 19 quarterly installments,
commencing March 31, 2000, of $.25 million with a final installment of $70.3
million due in November 2004. We have no scheduled principal payments under our
subordinated debt until October 2007, and the principal amount of the
certificates under our securitization facility remains fixed at $160.0 million
through July 2001. Our debt service requirements, including interest, for the
next 12 months are approximately $70.7 million. We believe that we will be able
to satisfy our 2000 requirements for debt service, capital expenditures and any
stock repurchases, out of available cash balances, cash flow from operations and
borrowings on the revolving credit facility.
We are
authorized to repurchase up to 1,500,000 shares of our common stock on the open
market from time to time. We have repurchased 625,100 shares at an average price
of $18 per share. No purchases have been made since November 1999.
12
During
the first six months of 2000, excluding acquisitions, we invested approximately
$57.2 million in property and equipment, including approximately $45.5 million
related to new fitness centers and major upgrades and expansions, including new
equipment, of existing fitness centers, and $1.5 million to purchase existing
leaseholds.
Forward-Looking Statements
Forward-looking
statements in this Form 10-Q including, without limitation, statements relating
to our plans, strategies, objectives, expectations, intentions and adequacy of
resources, are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements
involve known and unknown risks, uncertainties, and other factors that may cause
our actual results, performance or achievements to be materially different from
any future results, performance or achievements expressed or implied by the
forward-looking statements. These factors include, among others, the following:
general economic and business conditions; competition; success of operating
initiatives, advertising and promotional efforts; existence of adverse publicity
or litigation; acceptance of new product offerings; changes in business strategy
or plans; quality of management; availability, terms, and development of
capital; business abilities and judgment of personnel; changes in, or the
failure to comply with, government regulations; regional weather conditions; and
other factors described in this Form 10-Q or in other of our filings with the
Securities and Exchange Commission. We are under no obligation to publicly
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
13
BALLY TOTAL FITNESS HOLDING CORPORATION
PART II. OTHER INFORMATION
| Item 4. |
Submission of matters to a vote of
security holders |
|
At the Company's annual meeting of
stockholders held on June 8, 2000, the stockholders considered and voted on the
following: |
|
Two persons nominated by the Board of
Directors for election as directors of Class I for three-year terms expiring in
2003 or until their successors have been duly elected, along with the voting
results which resulted in each nominee being elected as a director, were as
follows: |
|
|
Nominees |
cast for |
withheld |
|
|
Aubrey C. Lewis |
22,308,221 |
52,166 |
|
|
Lisa M. Walsh |
22,306,265 |
54,122 |
| Item 6. |
Exhibits and reports on Form 8-K |
| |
27.1 |
Financial Data Schedule for June 30, 2000
(filed electronically only). |
| |
27.2 |
Restated Financial Data Schedule for
June 30, 1999 (filed electronically only) |
| |
|
|
Financial |
| |
Date |
Items |
Statements |
| |
--------------------- |
--------------------- |
--------------------- |
| |
|
|
|
| |
May 11, 2000 |
#5 and #7 |
None |
14
BALLY TOTAL FITNESS HOLDING CORPORATION
SIGNATURE PAGE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
| |
BALLY TOTAL FITNESS HOLDING CORPORATION
-------------------------------------------------------------
Registrant |
| |
|
| |
/s/ John W. Dwyer
---------------------------------------------------------------
John W. Dwyer
Executive Vice President, Chief Financial Officer and Treasurer
(principal financial officer) |
Dated: August 14, 2000
15
