0000921895-14-002597.txt : 20141208 0000921895-14-002597.hdr.sgml : 20141208 20141208170450 ACCESSION NUMBER: 0000921895-14-002597 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141204 FILED AS OF DATE: 20141208 DATE AS OF CHANGE: 20141208 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TOWN SPORTS INTERNATIONAL HOLDINGS INC CENTRAL INDEX KEY: 0001281774 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997] IRS NUMBER: 200640002 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5 PENN PLAZA STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: (212) 246-6700 MAIL ADDRESS: STREET 1: 5 PENN PLAZA STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Capital Management LLC CENTRAL INDEX KEY: 0001594107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52013 FILM NUMBER: 141273095 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners, LLC CENTRAL INDEX KEY: 0001594106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52013 FILM NUMBER: 141273096 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Atlas Funds, LLC CENTRAL INDEX KEY: 0001594105 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52013 FILM NUMBER: 141273097 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Atlas Fund III, LP CENTRAL INDEX KEY: 0001618192 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52013 FILM NUMBER: 141273099 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 312-347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Walsh Patrick CENTRAL INDEX KEY: 0001508045 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52013 FILM NUMBER: 141273100 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: STE. 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Master Fund, L.P. CENTRAL INDEX KEY: 0001560328 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52013 FILM NUMBER: 141273098 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 312-347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 4 1 form408800007_12082014.xml OWNERSHIP DOCUMENT X0306 4 2014-12-04 0 0001281774 TOWN SPORTS INTERNATIONAL HOLDINGS INC CLUB 0001508045 Walsh Patrick 141 W. JACKSON BLVD. STE. 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001618192 PW Partners Atlas Fund III, LP 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001560328 PW Partners Master Fund, L.P. 141 W. JACKSON BLVD. SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594105 PW Partners Atlas Funds, LLC 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594106 PW Partners, LLC 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594107 PW Partners Capital Management LLC 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 Common Stock, $0.001 par value 2014-12-04 4 P 0 16819 6.0044 A 2158305 I By PW Partners Atlas Fund III LP Common Stock, $0.001 par value 2014-12-08 4 P 0 4005 6.0675 A 2162310 I By PW Partners Atlas Fund III LP Common Stock, $0.001 par value 25000 I By PW Partners Master Fund LP Common Stock, $0.001 par value 69950 D This Form 4 is filed jointly by PW Partners Atlas Fund III LP ("Atlas Fund III"), PW Partners Master Fund LP ("Master Fund"), PW Partners Atlas Funds, LLC ("Atlas Fund GP"), PW Partners, LLC ("Master Fund GP"), PW Partners Capital Management LLC ("PW Capital Management") and Patrick Walsh (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Represents securities owned directly by Atlas Fund III. As the General Partner of Atlas Fund III, Atlas Fund GP may be deemed to beneficially own the securities owned directly by Atlas Fund III. As the Investment Manager of Atlas Fund III, PW Capital Management may be deemed to beneficially own the securities owned directly by Atlas Fund III. As the Managing Member of PW Capital Management and the Managing Member and Chief Executive Officer of Atlas Fund GP, Mr. Walsh may be deemed to beneficially own the securities owned directly by Atlas Fund III. Represents securities owned directly by Master Fund. As the General Partner of Master Fund, Master Fund GP may be deemed to beneficially own the securities owned directly by Master Fund. As the Investment Manager of Master Fund, PW Capital Management may be deemed to beneficially own the securities owned directly by Master Fund. As the Managing Member of PW Capital Management and the Managing Member and Chief Executive Officer of Master Fund GP, Mr. Walsh may be deemed to beneficially own the securities owned directly by Master Fund. By: /s/ Patrick Walsh 2014-12-08 By: PW Partners Atlas Fund III LP, By: PW Partners Atlas Funds, LLC, General Partner, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2014-12-08 By: PW Partners Master Fund LP, By: PW Partners, LLC, General Partner, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2014-12-08 By: PW Partners Atlas Funds, LLC, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2014-12-08 By: PW Partners, LLC, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2014-12-08 By: PW Partners Capital Management LLC, By: /s/ Patrick Walsh, Managing Member 2014-12-08