-----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, L54GucPOQLYyHSZNWUtkPTWoHZ2JqZ+OGK2b73GdRUhYDhFmsqyPXeK65HJIpm45 e6C0w8nabZwMNTeooxNDSQ== 0000950130-98-004613.txt : 19980922 0000950130-98-004613.hdr.sgml : 19980922 ACCESSION NUMBER: 0000950130-98-004613 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980921 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980921 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MILLENNIUM SPORTS MANAGEMENT INC CENTRAL INDEX KEY: 0000904075 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 223127024 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22042 FILM NUMBER: 98712266 BUSINESS ADDRESS: STREET 1: PO BOX 117 CITY: AUGUSTA STATE: NJ ZIP: 07822-0117 BUSINESS PHONE: 9733837644 MAIL ADDRESS: STREET 1: PO BOX 117 CITY: AUGUSTA STATE: NJ ZIP: 07822-0117 FORMER COMPANY: FORMER CONFORMED NAME: SKYLANDS PARK MANAGEMENT INC DATE OF NAME CHANGE: 19930510 8-K 1 FORM 8-K
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 21, 1998 (September 18, 1998) ---------------------------------------- MILLENNIUM SPORTS MANAGEMENT, INC. New Jersey 0-22042 22-3127024 ----------- ------- ---------- (State or other jurisdiction (Commission File No.) (IRS Employer ID No.) of incorporation) Ross' Corner, U.S. Highway 206 and County Route 565, Augusta, NJ 07822 ---------------------------------------------------- (Address of principal executive offices) (973) 383-7644 -------------------------------------------------- Registrant's telephone number, including area code ------------------------------------------------------------------ (Former name or former address, if changed since last report)
Item 5. Other Events. - --------------------- Following the public announcement thereof on September 18, 1998, Millennium Sports Management, Inc., formerly known as Skylands Park Management, Inc. (the "Company"), notified Continental Stock Transfer & Trust Company (the "Warrant Agent"), with instructions to further notify the registered holders of the Company's outstanding publicly traded Class A common stock purchase warrants (the "Class A Warrants"), that the Board of Directors of the Company had voluntarily authorized the extension of the Class A Warrants such that the expiration date of the Class A Warrants has been extended through and including 5:00 p.m. (New York time) on December 31, 1998. No other terms of the Class A Warrants were amended at this time. The Company expects that this will be the final extension of the expiration date of the Class A Warrants, although the Company still retains the right to make further extensions in its discretion. The Company does not have a current prospectus in effect with respect to the shares underlying the Class A Warrants, and thus the Class A Warrants cannot currently be exercised. The Company has filed with the Securities and Exchange Commission a post-effective amendment to the registration statement previously in effect for the Class A Warrants, and if, as and when such post-effective amendment is declared effective, the Class A Warrants will again be exercisable in accordance with their terms. The certificates representing the Class A Warrants on the date of this report will continue to represent the Class A Warrants (as extended) during the extension of the exercise period, and the Warrant Agent has agreed to continue to act as warrant agent in respect of the Class A Warrants. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. - --------------------------------------------------------------------------- The following Exhibits are filed as part of this Form 8-K: 1. Notification letter, dated September 18, 1998, issued by the Company to the Warrant Agent, regarding the extension of the Class A Warrants. 2. Warrant Agreement dated as of September 24, 1993 between the Company and the Warrant Agent, relating to the Class A Warrants.(1) _______________________ (1) Incorporated by reference, filed as an exhibit to Amendment No. 2 to the Company's registration statement on Form SB-2 filed on August 12, 1993. 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 hereto duly authorized. MILLENNIUM SPORTS MANAGEMENT, INC. (Registrant) Dated: September 21, 1998 By: /s/ Barry M. Levine ------------------ -------------------------- Barry M. Levine, President EX-1 2 NOTIFICATION LETTER, DATED 09/18/98 EXHIBIT 1 MILLENNIUM SPORTS MANAGEMENT, INC. (f/k/a Skylands Park Management, Inc.) Ross' Corner U.S. Highway 206 & Country Route 565 P.O. Box 117 Augusta, New Jersey 07822-0117 September 18, 1998 VIA FACSIMILE AND FIRST CLASS MAIL - ---------------------------------- Continental Stock Transfer & Trust Company 2 Broadway New York, New York 10004 Dear Sirs: Reference is made to the Warrant Agreement between us dated as of September 24, 1993 (the "Warrant Agreement"). All capitalized terms used herein without definition have the respective meanings ascribed to them in the Warrant Agreement. Pursuant to the Warrant Agreement, the Company hereby certifies that, pursuant to due authorization of the Board of Directors of the Company, the Company has elected to extend the Warrant Expiration Date through and including 5:00 p.m. (New York time) on December 31, 1998, and Section 1(m) of the Warrant Agreement is hereby correspondingly amended. No other term of the Warrants (as currently in effect) has been amended. The Company expects that this will be the final extension of the Warrant Expiration Date for the Warrants, although the Company still retains the right to make further extensions in its discretion. The Company does not have a current prospectus in effect with respect to the shares underlying the Warrants, and thus the Warrants cannot currently be exercised. The Company has filed with the Securities and Exchange Commission a post-effective amendment to the registration statement previously in effect for the Warrants, and if, as and when such post-effective amendment is declared effective, the Warrants will again be exercisable in accordance with their terms. In accordance with Section 8(d) of the Warrant Agreement, the existing Warrant Certificates will continue to represent the Warrants, notwithstanding the extension described herein. In accordance with Section 8(e) of the Warrant Agreement, the Company hereby directs you, as Warrant Agent, to send a copy of this letter by ordinary first class mail to each Registered Holder of Warrants at his, her or its last address as it appears on your registry books as Warrant Agent. Very truly yours, MILLENNIUM SPORTS MANAGEMENT, INC. By: __________________________ Barry M. Levine, President cc: A. S. Goldmen & Co., Inc. -----END PRIVACY-ENHANCED MESSAGE-----