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): June 22, 1999
Four Media Company
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(Exact name of registrant as specified in its charter)
Delaware 0-21943 95-4599440
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(State of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
2813 West Alameda Avenue
Burbank, California 91505
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(Address of principal executive offices) (Zip Code)
(818) 840-7000
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
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Four Media Company, a Delaware corporation (the "Company"), issued a
press release on June 22, 1999 announcing that 4MC Ross Acquisition Co., a
Delaware corporation and wholly owned subsidiary of the Company ("4MC Ross"),
had acquired the assets of Ross Digital Sound & Picture, Inc., a California
corporation ("DSP"), on June 22, 1999 (the "Acquisition"). Pursuant to an Asset
Purchase Agreement, dated June 22, 1999 (the "Purchase Agreement"), by and among
the Company, 4MC Ross, DSP, Michael John Ross ("J. Ross") and Nancy Elaine Ross
("N. Ross," and together with DSP and J. Ross, the "Sellers"), 4MC Ross
purchased substantially all of the assets used by DSP in the operation of its
businesses for approximately $7.2 million in cash. The purchase price was
determined by arm's length negotiations between the Company and the Sellers,
none of whom had any material relationship with either the Company or any of its
affiliates. In connection with the Acquisition, the Company entered into
employment agreements with J. Ross and N. Ross. The source of funds for the
Acquisition was the Company's $200.0 million credit facility with a bank
syndicate, including Canadian Imperial Bank of Commerce.
DSP provides a broad range of sound services for television series and
feature films through its use of proprietary technology and a high-speed digital
audio network. The Company intends to conduct such business in a substantially
similar manner as was conducted by the Sellers while simultaneously expanding
DSP's digital networking capability and proprietary technology to the Company's
other sound facilities. The Purchase Agreement and the press release are
attached hereto as Exhibits 2.1 and 99.1, respectively, and are incorporated
herein by reference.
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SIGNATURE
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 hereunto duly authorized.
Dated: July 6, 1999
FOUR MEDIA COMPANY
By: /s/ William E. Niles
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William E. Niles
Vice President of Business Affairs, General Counsel
and Secretary
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EXHIBIT INDEX
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2.1 Asset Purchase Agreement, dated as of June 22, 1999, by and among
Four Media Company, 4MC Ross Acquisition Co., Ross Digital Sound
& Picture, Inc., Michael John Ross and Nancy Elaine Ross.
99.1 Press Release of Four Media Company, dated June 22, 1999.
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