-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FwtvoZnNIqn7G7AQ4b2rfEBNNhJNfUm5kMfYIaHpEpuH7jX7QM11y0e3lwU5bVbK nnojpk/GBHi8KryT2APpTA== 0000950137-08-012291.txt : 20081002 0000950137-08-012291.hdr.sgml : 20081002 20081002162957 ACCESSION NUMBER: 0000950137-08-012291 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080926 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant FILED AS OF DATE: 20081002 DATE AS OF CHANGE: 20081002 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIFE TIME FITNESS INC CENTRAL INDEX KEY: 0001076195 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997] IRS NUMBER: 411689746 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32230 FILM NUMBER: 081103834 BUSINESS ADDRESS: STREET 1: 2902 CORPORATE PLACE CITY: CHANHASSEN STATE: MN ZIP: 55317 BUSINESS PHONE: 952-229-7543 MAIL ADDRESS: STREET 1: 2902 CORPORATE PLACE CITY: CHANHASSEN STATE: MN ZIP: 55317 8-K 1 c46729e8vk.htm FORM 8-K e8vk
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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) September 26, 2008
Life Time Fitness, Inc.
 
(Exact name of Registrant as specified in its charter)
         
Minnesota   001-32230   41-1689746
 
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer
Identification No.)
     
2902 Corporate Place
Chanhassen, Minnesota 		 
 55317
 
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (952) 947-0000
     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 (see General Instruction A.2. below):
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))
 
 

 

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Item 1.01 Entry into a Material Definitive Agreement.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
SIGNATURES

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Item 1.01 Entry into a Material Definitive Agreement.
On September 26, 2008, LTF Real Estate Company, Inc. (“LTF Real Estate”), a wholly owned subsidiary of Life Time Fitness, Inc. (the “Company”) sold certain properties to LT FIT (AZ-MD) LLC, an affiliate of W.P. Carey & Co., LLC (“Purchaser”). The properties are located in Scottsdale, Arizona and Columbia, Maryland (the “Properties”), and were sold to Purchaser for approximately $60.5 million. The Company and LTF Real Estate expect to use the proceeds from the sale to partially pay down the Company’s revolving credit facility, which will result in a corresponding reduction in interest expense and increase in the revolver’s availability to fund future growth.
Pursuant to the terms of a Lease Agreement (the “Lease”) between LTF Real Estate and Purchaser, LTF Real Estate will Lease the Properties from Purchaser. The Lease has a total term of 40 years, including an initial term of 20 years and four consecutive automatic renewal terms of five years each. Renewal options may only be exercised for all the Properties combined, and are automatically exercised if notice is not provided to Purchaser 18 months before the lease term ends. The initial rent will be approximately $5.66 million per year, increased after every year during the initial term and each year of any renewal option, if exercised, by an amount equal to 2% of the rent paid in the calendar year immediately before the effective date of the rent increase. The Lease is an “absolute net” lease requiring LTF Real Estate to maintain the Properties and to pay all operating expenses including real estate taxes and insurance for the benefit of Purchaser. Pursuant to the terms of a Guaranty and Suretyship Agreement, the Company has guaranteed LTF Real Estate’s obligations under the Lease.
Item 2.03  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth in Item 1.01 above is incorporated in this Item 2.03 by reference.

 

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SIGNATURES
      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.
         
  LIFE TIME FITNESS, INC.
 		  
Date: October 2, 2008  By  /s/ Eric J. Buss    
    Eric J. Buss   
    Executive Vice President and General Counsel and Secretary   
 

 

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