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) July 19, 2000
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LIBERTY LIVEWIRE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-1461 13-1679856
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(State or other jurisdiction (Commission IRS Employer
of incorporation) File Number) Identification No.)
900 North Seward Street, Hollywood, California 90038
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (323) 962-4000
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THE TODD-AO CORPORATION
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(Former name or former address, if changed from last report)
Exhibit index located on page 2.
LIBERTY LIVEWIRE CORPORATION
FORM 8-K
July 19, 2000
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TABLE OF CONTENTS
Item 5. OTHER EVENTS. Page 2
Item 7. FINANCIAL STATEMENTS AND EXHIBITS. Page 2
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Item 5. OTHER EVENTS.
In a transaction that closed on July 19, 2000, Liberty SEG Acquisition
Sub LLC ("Liberty Sub"), a limited liability company of which Liberty
Media Corporation, a Delaware corporation ("Liberty") was the sole
member, acquired the post-production content and sound editorial
businesses of SounDelux Entertainment Group of Delaware, Inc
("SounDelux"), for $90 million in cash. SounDelux retains its location
based entertainment and theatre design businesses. Immediately
following the closing of this asset purchase, Liberty contributed 100%
of its ownership interests in Liberty Sub to Liberty Livewire
Corporation ("Livewire" or the "Company") in exchange for 8,181,818
shares of the Company's Class B Common Stock pursuant to a previously
negotiated contribution agreement between Liberty and Livewire.
This acquisition increases Liberty's investment in the Company to
approximately 31.3 million shares of Livewire's Class B Common Stock,
representing 100% of the outstanding shares of the Company's Class B
Common Stock, as of July 19, 2000 and approximately 88% of the
Company's currently outstanding equity, which consists of the
Company's Class A and Class B Common Stock.
Item 7. Financial Statements and Exhibits
(c) The following exhibits are incorporated by reference and filed
with this Current Report on Form 8-K:
EXHIBIT NO. EXHIBIT
1 The Post-Merger Business Combinations
Agreement, dated as of February 11, 2000, by
and between Liberty Media Corporation and
The Todd-AO Corporation is incorporated by
reference to Liberty Media Corporation's
Schedule 13D/A filed with the Commission on
June 7, 2000.
2 Amendment No. 1 to the Post-Merger Business
Combinations Agreement dated July 19, 2000 by and
between Liberty Media Corporation and Liberty
Livewire Corporation (formerly known as The Todd-AO
Corporation) is incorporated by reference to Liberty
Livewire Corporation's Schedule 13D/A filed with the
Commission on July 26, 2000.
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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 thereunto duly authorized
LIBERTY LIVEWIRE CORPORATION
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(Registrant)
/s/ JEFFREY J. MARCKETTA
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Jeffrey J. Marcketta
Chief Financial Officer
August 8, 2000
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Date
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