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 24, 2003
CINEMARK USA, INC.
(Exact Name of Registrant as Specified in Charter)
333-45417
333-11895
TEXAS 33-47040 75-2206284
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3900 DALLAS PARKWAY
SUITE 500
DALLAS, TEXAS 75093
(Address and Zip Code of Principal Executive Offices)
(972) 665-1000
(Registrant's telephone number, including area code)
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) none
(b) none
(c) See the Exhibit Index at page 4 of this report.
ITEM 9. REGULATION FD DISCLOSURE
On April 24, 2003, Cinemark USA, Inc. ("Cinemark") issued a press
release stating that it intends to issue, subject to market and other
conditions, an additional amount of its 9% Senior Subordinated Notes due 2013 by
means of a private placement. The notes will be offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities Act of 1933,
as amended, and to non-U.S. persons in reliance on Regulation S under the
Securities Act. Net proceeds from the offering and additional borrowings under
the Company's senior credit facility will be utilized to fund the purchase of up
to $240 million aggregate principal amount of (i) its $200 million 9 5/8% Series
B Senior Subordinated Notes due 2008 and (ii) its $75 million 9 5/8% Series D
Senior Subordinated Notes due 2008 pursuant to an offer to purchase announced on
April 18, 2003. The press release contains certain information that will be
disclosed by the Company in connection with the offering of the notes. A copy of
the press release is attached hereto as Exhibit 99.1
[SIGNATURE PAGE FOLLOWS]
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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.
CINEMARK USA, INC.
Date: April 24, 2003 By: /s/ ROBERT D. COPPLE
---------------------------------
Name: Robert D. Copple
Title: Senior Vice President and Chief
Financial Officer
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EXHIBIT INDEX
The exhibits below are numbered in accordance with the Exhibit Table of
Item 601 of Regulation 8-K.
<Table>
<Caption>
EXHIBIT NO. DESCRIPTION OF EXHIBIT
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99.1 Press Release of Cinemark USA, Inc. dated April 24, 2003
</Table>
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