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) July 3, 2007
MOVIE GALLERY, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-24548 63-1120122
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
900 West Main Street
Dothan, Alabama 36301
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(334) 677-2108
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01. OTHER EVENTS
On July 3, 2007, Movie Gallery, Inc. (the "Company") conducted a
conference call with the Lenders (as defined below) under the First
Lien Credit and Guaranty Agreement (the "First Lien Credit Agreement"),
dated March 8, 2007, among the Company, as borrower, certain
subsidiaries of the Company, as guarantors, the various lenders party
thereto (the "Lenders"), Goldman Sachs Credit Partners, L.P., as lead
arranger, syndication agent and administrative agent and Wachovia Bank,
National Association, as collateral agent and documentation agent on
which the Company disclosed that:
* During the quarter ended July 1, 2007, the Company's uses of cash
included principal and interest payments under the its senior
credit facilities of approximately $21.3 million, interest
payments on the Company's 11% senior notes of approximately $17.8
million, capital expenditures of approximately $2.1 million and
payments of incentive bonuses for fiscal 2006 of approximately
$10.8 million.
* Synthetic Letters of Credit in the approximate amount of $24.5
million are currently outstanding under the First Lien Credit
Agreement and to date, none have been drawn by the respective
beneficiaries.
* Same store sales for the Company's Game Crazy division increased
approximately 30% for the quarter ended July 1, 2007, compared to
the comparable quarter in fiscal 2006.
* No material changes took place during the quarter ended July 1,
2007 with regard to the Company's revenue sharing agreements with
the movie studios.
The Company is currently in the process of finalizing its results for
the quarter ended July 1, 2007, and the Company's independent
registered public accounting firm has not yet completed its review of
the Company's quarterly results. As such, there can be no assurance
that these results will not be different than expected. The Company
expects to report full financial results for its fiscal second quarter
ending July 1, 2007, during August 2007.
Forward-Looking Statements
This Form 8-K includes certain forward-looking statements, including
estimates of the Company's results for the quarter ended July 1, 2007.
Such forward-looking statements are subject to risks and uncertainties
that could cause actual results to differ materially from those in the
forward-looking statements. Factors that could cause actual results to
differ materially include, among others, the risk factors set forth
Item 1A. Risk Factors in the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 2006 and under Item 1A. Risk Factors
in the Company's Quarterly Report on Form 10-Q for the quarter ended
April 1, 2007. Except to the extent required by applicable securities
laws, the Company is not under any obligation to (and expressly
disclaims any such obligation to) update its forward-looking
statements, whether as a result of new information, future events, or
otherwise.
SIGNATURES
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.
MOVIE GALLERY, INC.
Date: July 3, 2007
/S/ Thomas D. Johnson, Jr.
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Thomas D. Johnson, Jr.
Executive Vice President - Chief
Financial Officer