SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 2, 1999
BLOWOUT ENTERTAINMENT, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 0-21327 84-0498950
(State or other (Commission File Number) (IRS Employer Identification
Jurisdiction of No.)
Incorporation)
7700 NE AMBASSADOR PLACE
ONE AIRPORT CENTER, 2{ND} FLOOR
PORTLAND, OREGON 97220
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code: (503) 331-2729
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
As previously reported on March 22, 1999, Blowout Entertainment, Inc.
(the "Registrant") entered into an Asset Purchase Agreement. The Asset
Purchase Agreement was with MGA Inc. d/b/a/ Movie Gallery ("Movie Gallery")
pursuant to which the Registrant agreed to sell substantially all of its
assets to Movie Gallery for an aggregate purchase price of $2.4 million
(the "Asset Sale"), as amended on March 29, 1999. The Registrant's
execution of the Asset Purchase Agreement occurred immediately prior to the
filing of its Chapter 11 petition with the United States Bankruptcy Court
for the District of Delaware (the "Bankruptcy Court"). On May 14, 1999,
the Bankruptcy Court issued an order authorizing the Asset Sale and related
transactions. Registrant completed the Asset Sale effective May 17, 1999.
The transfer of assets to Movie Gallery represented an arm's-length
transaction and was negotiated in good faith between the parties. Movie
Gallery is not affiliated with the Registrant, its officers, directors or
principal stockholders. Movie Gallery is expected to continue the
Registrant's approximately 90 store-within-a-store video rental and sales
operations. Approximately $2.3 million of the purchase price applied
solely towards the payment of a secured creditor and costs and expenses of
the transaction.
ITEM 7. FINANCIAL INFORMATION, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED
Not applicable as financial statements have been previously
reported.
(B) PRO FORMA FINANCIAL INFORMATION
Not applicable as the pro forma financial statements have been
previously reported.
(C) EXHIBITS
2.1 Asset Purchase Agreement, dated March 22, 1999, by and between
Blowout Entertainment, Inc. and M.G.A., Inc., (incorporated by
reference to Form 8-K/A of Blowout Entertainment, Inc. filed
April 9, 1999).
2.2 Amendment to Asset Purchase Agreement, dated March 29, 1999, by
and between Blowout Entertainment, Inc. and M.G.A., Inc.,
(incorporated by reference to Form 8-K/A of Blowout
Entertainment, Inc. filed April 9, 1999).
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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 hereunto duly authorized.
BLOWOUT ENTERTAINMENT, INC.
(Registrant)
By: /S/ THOMAS D. BERKOMPAS
Thomas D. Berkompas, Vice President
and Chief Financial Officer
Dated: June 2, 1999
