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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): APRIL 16, 1997
GUITAR CENTER, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-22207 95-4600862
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
5515 CLARETON DRIVE
AGOURA HILLS, CALIFORNIA 91301
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (818) 735-8800
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On April 16, 1997, Guitar Center, Inc. (the "Company") acquired all of
the outstanding capital stock of Rhythm City, Inc. ("Rhythm City"), the operator
of two musical instrument stores in the Atlanta, Georgia market, for $10.3
million in cash, subject to adjustment based on the actual level of working
capital on such date and other matters. The capital stock was acquired by the
Company from George A. Luther, Sr. and Nadine H. Luther (collectively, the
"Sellers"). Prior to this transaction, the Company had no pre-existing
relationship with Rhythm City or the Sellers.
The purchase price was determined pursuant to arms-length negotiations
among the Company and the Sellers and was paid from the Company's general
corporate funds. All of the debt and other liabilities of Rhythm City were
either paid or assumed by the Sellers prior to closing.
Through the purchase of the outstanding capital stock of Rhythm City,
the Company acquired control of physical assets consisting principally of
inventory and the real property and improvements of the Atlanta store operated
by Rhythm City. The Company's present intention is to continue to use
substantially all of the acquired assets in the conduct of its business as a
retailer of musical instruments.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits. See Exhibit Index.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereto duly authorized.
GUITAR CENTER, INC.
Dated: April 25, 1997 By /s/ BRUCE ROSS
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Bruce Ross
VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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*2.1 Stock Purchase Agreement made as of April 14, 1997, as amended, by and
among the Company, Rhythm City, Inc., George A. Luther, Sr. and Nadine
H. Luther
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* In accordance with Item 601 of Regulation S-K, schedules, exhibits
and other attachments to such agreement have not been filed since such
items do not contain information which is material to an investment
decision and is not otherwise disclosed in such agreement. The
Company agrees to furnish supplementally a copy of any omitted items
to the Securities and Exchange Commission upon request.