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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) September 18, 1996
EQUITY MARKETING, INC.
(Exact name of registrant as specified in charter)
Delaware 23346 13-3534145
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
131 South Rodeo Drive, Beverly Hills, California 90212
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 887-4300
Not Applicable
(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On September 18, 1996, Equity Marketing, Inc. (the "Company")
acquired EPI Group Limited, a Delaware company ("EPI Group"), through the
purchase of all of the issued and outstanding common stock of EPI Group from the
individual stockholders of EPI Group in exchange for $2,891,851 in cash plus
potential additional cash consideration based upon the results of operations of
the EPI Group during the three-year period ending December 31, 1999 as set forth
in the Stock Purchase Agreement, dated as of September 18, 1996, by and among
Equity Marketing, Inc. and the stockholders of EPI Group. The funds used for
the acquisition were provided by the Company's cash reserves on hand.
EPI Group is a designer, developer, producer and marketer of
promotional and retail toys and other products. Its operations are located in
Southport, Connecticut. The press release issued by Equity Marketing, Inc. dated
September 18, 1996 is attached hereto as Exhibit 99 and incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
a. Financial Statements of Business Acquired.
1. Financial Statements of EPI Group Limited as of
December 31, 1995 and for the nine months ended
December 31, 1995.
Report of Independent Auditors.
Balance Sheet as of December 31, 1995.
Statement of Operations for the nine
months ended December 31, 1995.
Statement of Cash Flows for the nine
months ended December 31, 1995.
Statement of Stockholders' Equity at
December 31, 1995.
Notes to Financial Statements.
2. Interim Financial Statements of EPI Group Limited as
of August 31, 1996 and for the eight-month periods
ended August 31, 1996 and 1995.
Statements of Operations for the
eight months ended August 31, 1996
and 1995.
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Statement of Stockholders' Equity at
August 31, 1996.
Statements of Cash Flows for the
eight months ended August 31, 1996
and 1995.
Notes to Interim Financial Statements.
It is impracticable for the Company to provide the required
Interim Financial Statements as of August 31, 1996 and for the eight-month
periods ended August 31, 1996 and 1995 of EPI Group Limited (the Business
Acquired) on the date this report is being filed. The Company intends to file
the required Interim Financial Statements under cover of Form 8-K/A as soon as
practicable, but not later than 60 days after the date this report must have
been filed.
Since the Company will be filing its quarterly report on Form
10-Q prior to filing Form 8-K/A, the balance sheet of EPI Group as of August 31,
1996 will be consolidated with the September 30, 1996 balance sheet of the
Company.
b. Pro Forma Financial Information.
It is impracticable for the Company to provide the required pro
forma financial information on the date this report is being filed. The Company
intends to file the required Financial Statements under cover of Form 8-K/A as
soon as practicable; but not later than 60 days after the date this report must
have been filed.
c. Exhibits.
10. Stock Purchase Agreement by and among Equity Marketing, Inc.
and the stockholders of EPI Group Limited.
99. Press Release issued by Equity Marketing, Inc. dated
September 18, 1996.
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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 thereunto duly authorized.
EQUITY MARKETING, INC.
Date: October 2, 1996 By: /s/ Kenneth M. Fisher
_____________________________
Kenneth M. Fisher
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
No. Description
10. Stock Purchase Agreement, dated September 18, 1996, by
and among Equity Marketing, Inc. and the Stockholders
of EPI Group Limited.
99. Press Release issued by Equity Marketing, Inc., dated
September 18, 1996.
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