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) - February 17, 2004 Sotheby's Holdings, Inc. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Michigan 1-9750 38-2478409 -------------------------------- ---------------- ------------------- (State or other jurisdiction of (Commission File (IRS Employer incorporation or organization) Number) Identification No.) 38500 Woodward Avenue, Suite 100 Bloomfield Hills, Michigan 48304 ---------------------------------------- ------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (248) 646-2400 ------------------- ITEM 5. Other Events On February 17, 2004, Sotheby's Holdings, Inc. (the "Company") announced that it had sold its domestic luxury real estate brokerage business, Sotheby's International Realty, Inc., to Cendant Corporation and entered into an agreement with Cendant Corporation to license the Sotheby's International Realty brand for a 100-year term, consisting of an initial 50-year term and a 50-year renewal option. The total cash purchase price for the company-owned real estate brokerage operations as well as the license agreement was approximately $100 million, plus an ongoing license fee based on future royalties from the development of the Sotheby's International Realty franchise system and company-owned operations. The press release discussing the sale and the licensing agreement is included as Exhibit 99.1 to this Form 8-K. ITEM 7. Financial Statements and Exhibits (c) Exhibits 99.1 Press release, dated February 17, 2004 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SOTHEBY'S HOLDINGS, INC. By: /s/ Michael L. Gillis --------------------- Michael L. Gillis Senior Vice President, Controller and Chief Accounting Officer Date: February 17, 2004 -----------------