Amendment No.2 to Form SC13G

-----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, TxbFKPksSve0irE4S8lWBhDYTbEyubXuL4/YH9nfNTvYIyH3c0HvU2tnrPrX68xo WV+dY23uJx8JQFD0qZJK0A== 0001193125-04-022587.txt : 20040213 0001193125-04-022587.hdr.sgml : 20040213 20040213123711 ACCESSION NUMBER: 0001193125-04-022587 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040213 GROUP MEMBERS: JONATHAN D. SOKOLOFF GROUP MEMBERS: LEONARD GREEN & ASSOCIATES, L.P. GROUP MEMBERS: LEONARD GREEN & PARTNERS, L.P. GROUP MEMBERS: LGP MANAGEMENT, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SPORTS AUTHORITY INC /DE/ CENTRAL INDEX KEY: 0000912262 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 841242802 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52251 FILM NUMBER: 04596463 BUSINESS ADDRESS: STREET 1: 1050 WEST HAMPDEN AVENUE CITY: ENGLEWOOD STATE: CO ZIP: 80110 BUSINESS PHONE: 3032005050 MAIL ADDRESS: STREET 1: 1050 WEST HAMPDEN AVENUE CITY: ENGLEWOOD STATE: CO ZIP: 80110 FORMER COMPANY: FORMER CONFORMED NAME: GART SPORTS CO DATE OF NAME CHANGE: 19930921 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GREEN EQUITY INVESTORS L P CENTRAL INDEX KEY: 0000859687 STANDARD INDUSTRIAL CLASSIFICATION: SILVER ORES [1044] IRS NUMBER: 954260865 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BLVD SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 3109540444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 SC 13G/A 1 dsc13ga.htm AMENDMENT NO.2 TO FORM SC13G Amendment No.2 to Form SC13G


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

The Sports Authority, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

84917U 10 9

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.


CUSIP No. 84917U 10 9		Amendment No. 2 to Schedule 13G		Page 2 of 11 Pages



1.		Name of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Green Equity Investors, L.P.

2.		Check the Appropriate Box if a Member of a Group* (a) ¨ (b) ¨

3.		SEC Use Only

4.		Citizenship or Place of Organization Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5. Sole Voting Power

6. Shared Voting Power

1,955,940

7. Sole Dispositive Power

8. Shared Dispositive Power

1,955,940


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 1,955,940

10.		Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* ¨

11.		Percent of Class Represented by Amount in Row 9 7.8%

12.		Type of Reporting Person* PN


CUSIP No. 84917U 10 9		Amendment No. 2 to Schedule 13G		Page 3 of 11 Pages



1.		Name of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Leonard Green & Associates, L.P.

2.		Check the Appropriate Box if a Member of a Group* (a) ¨ (b) ¨

3.		SEC Use Only

4.		Citizenship or Place of Organization Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5. Sole Voting Power

6. Shared Voting Power

1,955,940

7. Sole Dispositive Power

8. Shared Dispositive Power

1,955,940


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 1,955,940

10.		Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* ¨

11.		Percent of Class Represented by Amount in Row 9 7.8%

12.		Type of Reporting Person* PN


CUSIP No. 84917U 10 9		Amendment No. 2 to Schedule 13G		Page 4 of 11 Pages



1.		Name of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Leonard Green & Partners, L.P.

2.		Check the Appropriate Box if a Member of a Group* (a) ¨ (b) ¨

3.		SEC Use Only

4.		Citizenship or Place of Organization Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5. Sole Voting Power

6. Shared Voting Power

1,961,344

7. Sole Dispositive Power

8. Shared Dispositive Power

1,961,344


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 1,961,344

10.		Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* ¨

11.		Percent of Class Represented by Amount in Row 9 7.8%

12.		Type of Reporting Person* PN


CUSIP No. 84917U 10 9		Amendment No. 2 to Schedule 13G		Page 5 of 11 Pages



1.		Name of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) LGP Management, Inc.

2.		Check the Appropriate Box if a Member of a Group* (a) ¨ (b) ¨

3.		SEC Use Only

4.		Citizenship or Place of Organization Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5. Sole Voting Power

6. Shared Voting Power

1,961,344

7. Sole Dispositive Power

8. Shared Dispositive Power

1,961,344


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 1,961,344

10.		Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* ¨

11.		Percent of Class Represented by Amount in Row 9 7.8%

12.		Type of Reporting Person* CO


CUSIP No. 84917U 10 9		Amendment No. 2 to Schedule 13G		Page 6 of 11 Pages



1.		Name of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Jonathan D. Sokoloff

2.		Check the Appropriate Box if a Member of a Group* (a) ¨ (b) ¨

3.		SEC Use Only

4.		Citizenship or Place of Organization United States of America

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5. Sole Voting Power

6. Shared Voting Power

2,001,344

7. Sole Dispositive Power

8. Shared Dispositive Power

2,001,344


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 2,001,344

10.		Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* ¨

11.		Percent of Class Represented by Amount in Row 9 8%

12.		Type of Reporting Person* IN


CUSIP No. 8491TU 10 9	Amendment No. 2 to Schedule 13G	Page 7 of 11 Pages

Item 1.

(a)

Name of Issuer

The Sports Authority, Inc. (the “Issuer”)

(b)

Address of Issuer’s Principal Executive Offices

1050 West Hampden Avenue

Englewood, Colorado 80110

Item 2.

(a)

Name of Person Filing

(A) Green Equity Investors, L.P. (“GEI”) and Leonard Green & Associates, L.P. (“LGA”)

GEI is the record owner of 1,955,940 shares of the Issuer’s common stock, par value $0.01 per share (the “Common Stock”). LGA is the general partner of GEI. As a result of its relationship with GEI, LGA may be deemed to have shared voting and investment power with respect to the Common Stock beneficially owned by GEI. LGA, however, disclaims beneficial ownership of such shares of Common Stock.

(B) Leonard Green & Partners, L.P. (“LGP”) and LGP Management, Inc. (“LGPM”)

LGP is the record owner of 5,404 shares of Common Stock. LGP is the management company of GEI. LGPM is the general partner of LGP. As a result of their relationship with GEI, each of LGP and LGPM may be deemed to have shared voting and investment power with respect to the Common Stock beneficially owned by GEI, and as a result of its relationship with LGP, LGPM may be deemed to have shared voting and investment power with respect to the Common Stock beneficially owned by LGP. LGP, however, disclaims beneficial ownership of the shares of Common Stock owned by GEI and LGPM disclaims beneficial ownership of the shares of Common Stock owned by GEI and LGP.

Jonathan D. Sokoloff has indirect beneficial ownership of 39,550 shares of Common Stock, which are held in the Sokoloff Family Trust and 450 shares of Common Stock, which are held in trusts created for his children. Mr. Sokoloff, directly (whether through ownership interest or position) or indirectly through one or more intermediaries, may be deemed to control GEI, LGA, LGP, and/or LGPM. Mr. Sokoloff is a partner of LGA and LGP. As such, Mr. Sokoloff may be deemed to have shared voting and investment power with respect to all Common Stock beneficially owned by GEI and LGP. Mr. Sokoloff, however, disclaims beneficial ownership of such shares of Common Stock beneficially owned by GEI and LGP.

(b)

Address of Principal Business Office or, if None, Residence

(A), (B) and (C)

11111 Santa Monica Boulevard, Suite 2000

Los Angeles, California 90025

(c)

Citizenship

(A) and (B) Delaware


CUISP No. 84917U 10 9	Amendment No. 2 to Schedule 13G	Page 8 of 11 Pages

(d)

Title of Class of Securities

This statement relates to the Issuer’s common stock, par value $0.01 per share.

(e)

CUSIP Number

84917U 10 9

Item 3.

Not Applicable.

Item 4.

Ownership

(a)

Amount beneficially owned:

(A) 1,955,940

LGA expressly disclaims beneficial ownership of Common Stock beneficially owned by GEI.

(B) 1,961,344

LGP expressly disclaims beneficial ownership of Common Stock beneficially owned by GEI. LGPM expressly disclaims beneficial ownership of Common Stock beneficially owned by GEI and LGP.

Mr. Sokoloff expressly disclaims beneficial ownership of Common Stock beneficially owned by GEI and LGP.

The number of shares reported as beneficially owned in (A), (B) and (C) above are as of December 31, 2003.

(b)

Percent of class:

(A) 7.8%

(B) 7.8%

Percentages (A), (B) and (C) are calculated based on 25,031,000 shares of Common Stock issued and outstanding as of December 1, 2003, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended November 1, 2003, filed with the Securities and Exchange Commission (the “SEC”) on December 16, 2003 (File No. 001-31746).

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:

(A) 0

(B) 0


CUISP No. 84917U 10 9	Amendment No. 2 to Schedule 13G	Page 9 of 11 Pages

(ii)

Shared power to vote or to direct the vote:

(A) 1,955,940

(B) 1,961,344

(iii)

Sole power to dispose or to direct the disposition of:

(A) 0

(B) 0

(iv)

Shared power to dispose or to direct the disposition of:

(A) 1,955,940

(B) 1,961,344

Item 5.

Ownership of Five Percent or Less of a Class

Not Applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not Applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

Not Applicable.

Item 8.

Identification and Classification of Members of the Group

Not Applicable.

Item 9.

Notice of Dissolution of Group

Not Applicable.

Item 10.

Certification

Not Applicable.

Exhibit No.

Description

Joint Filing Agreement, dated February 11, 2003 (incorporated herein by reference to Exhibit No. 1 to Amendment No. 1 to Schedule 13G filed with the SEC on February 14, 2003).

Power of Attorney, dated February 11, 2003 (incorporated herein by reference to Exhibit No. 2 to Amendment No. 1 to Schedule 13G filed with the SEC on February 14, 2003).


CUSIP No. 84917U 10 9 Amendment No. 2 to Schedule 13G Page 10 of 11 Pages

SIGNATURE

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated as of February 13th, 2004


Green Equity Investors, L.P. By: Leonard Green & Associates, L.P., its General Partner

By:		/s/ JONATHAN D. SOKOLOFF

Name:		Jonathan D. Sokoloff
Title:		General Partner


Leonard Green & Associates, L.P.

By:		/s/ JONATHAN D. SOKOLOFF

Name:		Jonathan D. Sokoloff
Title:		General Partner


Leonard Green & Partners, L.P. By: LGP Management, Inc., its General Partner

By:		/s/ JONATHAN D. SOKOLOFF

Name:		Jonathan D. Sokoloff
Title:		Vice President


LGP Management, Inc.

By:		/s/ JONATHAN D. SOKOLOFF

Name:		Jonathan D. Sokoloff
Title:		Vice President

/s/ JONATHAN D. SOKOLOFF

Jonathan D. Sokoloff

CUSIP No. 84917U 10 9 Amendment No. 2 to Schedule 13G Page 11 of 11 Pages

Exhibit Index


Exhibit No.		Description

1		Joint Filing Agreement, dated February 11, 2003 (incorporated herein by reference to Exhibit No. 1 to Amendment No. 1 to Schedule 13G filed with the SEC on February 14, 2003).

2		Power of Attorney, dated February 11, 2003 (incorporated herein by reference to Exhibit No. 2 to Amendment No. 1 to Schedule 13G filed with the SEC on February 14, 2003).

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