UNITED STATES 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 12, 2007
BALLY TOTAL FITNESS HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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001-13997
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36-3228107 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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| 8700 West Bryn Mawr Avenue, Chicago, Illinois
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60631 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code (773) 380-3000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
BALLY TOTAL FITNESS HOLDING CORPORATION
FORM 8-K
Current Report
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement
Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits
Item 1.01 Entry Into a Material Definitive Agreement
On April 12, 2007, Bally Total Fitness Holding Corporation (the “Company”) entered into a
Forbearance Agreement (the “Forbearance Agreement”) under its Amended and Restated Credit Agreement
dated as of October 16, 2006 (the “Credit Agreement”), with JP Morgan Chase Bank, N.A., as Agent,
Morgan Stanley Senior Funding, Inc., as Syndication Agent and the lender parties (the “Lenders”) to
the Credit Agreement. Under the Forbearance Agreement, the Agent and the Lenders will forbear from
exercising any remedies under the Credit Agreement as a result of certain defaults. The
Forbearance Agreement will terminate on July 13, 2007, unless earlier in accordance with its terms.
The Forbearance Agreement also requires that the Company enter into forbearance agreements with
respect to defaults under its public indentures with holders of at least a majority of the
Company’s
10-1/2% Senior Notes due 2011 and at least 75% of the Company’s 9-7/8% Senior Subordinated Notes
due 2007 (the “Senior Subordinated Notes”).
A copy of the Forbearance Agreement is attached hereto as Exhibit 10.1 and incorporated herein by
reference.
Item 8.01 Other Events
On April 12, 2007, the Company issued a press release (the “Press Release”) announcing the
Forbearance Agreement. The Press Release also announced, among other things, that the Company was
engaged in continuing discussions regarding waiver and forbearance arrangements with an ad hoc
committee of noteholders and would not make the interest payment due on April 16, 2007 on the
Senior Subordinated Notes. A copy of the Press Release is attached hereto as Exhibit 99.1 and
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1
Forbearance Agreement, dated as of April 5, 2007, under the
Amended and Restated Credit Agreement, dated as of October 16,
2006, among Bally Total Fitness Holding
Corporation, as Borrower, the lender parties thereto, JP
Morgan Chase Bank, N.A., as Agent and Morgan Stanley Senior Funding, Inc., as Syndication Agent.
99.1 Press Release, dated April 12, 2007.