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) May 24, 1999
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ON STAGE ENTERTAINMENT, INC.
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(Exact name of registrant as specified in its charter)
Nevada 0-92402 88-0214292
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(State or Other (Commission File No.) (I.R.S. Employer
Jurisdiction of Identification No.)
Incorporation)
4625 West Nevso Drive, Las Vegas, Nevada 89103
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (702) 253-1333
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N/A
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(Former Name or Former Address, if Changed Since Last Report.)
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Item 5. Other Events
On May 28, 1999, On Stage Entertainment, Inc. (the "Company") issued a
press release announcing that it had received a notice of default from Imperial
Commercial Credit and Investment Corporation ("ICCMIC"), the first mortgage
lender on the Company's dinner theaters in Florida and California and its live
theatrical venues in the greater Myrtle Beach, South Carolina area. The notice
of default was received May 24, 1999. The Company announced that it is currently
negotiating with ICCMIC to cure the default through a continuation of a Company
restructuring to improve cash flow and a restructuring of the debt. In addition,
the Company announced that it is also exploring other financing alternatives
with ICCMIC, a potential refinancing of the ICCMIC debt and the potential sale
of certain assets of the Company. There can be no assurance that the Company
will be able to cure the default, effect an appropriate restructuring or develop
an alternative financing strategy.
The payment defaults giving rise to the notice of default have been
described in the Company's Annual Report on Form 10-KSB for the year ended
December 31, 1998.
On May 28, 1999, On Stage issued a press release describing the notice
of default and the actions the Company is taking to such a restructuring a
refinancing of the debt. A copy of this press release is attached as Exhibit
99.1 to this Current Report on Form 8-K.
Item 7. Financial Statements and Exhibits
The following exhibit is filed as part of this Current Report on Form
8-K.
Exhibit No. Description
99.1 Press release dated May 28, 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.
Date: May 28, 1999 ON STAGE ENTERTAINMENT, INC.
(Registrant)
By: /s/ John W. Stuart
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John W. Stuart
Chairman of the Board and
Chief Executive Officer
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EXHIBIT INDEX
Exhibit No. Description
99.1 Press release dated May 28, 1999
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ON STAGE NEWS RELEASE
ENTERTAINMENT, INC. ---------------------------
4625 W. Nevso Drive
Las Vegas, NV 89103
702-253-1333 Telephone
702-253-1122 Fax
FOR IMMEDIATE RELEASE
On Stage Entertainment Reports Receipt of Notice of Default from
First Mortgage Lender
May 27, 1999
On Stage Entertainment, Inc. (NASDAQ: ONST, ONSTW) announced today that it
received a notice of default from Imperial Commercial Credit and Investment
Corporation ("ICCMIC"), the first mortgage lender on the Company's dinner
theaters in Florida and California and its' live theatrical venues in the
greater Myrtle Beach, South Carolina area. The Company is currently negotiating
with ICCMIC to cure the default through a continuation of a Company
restructuring to improve cash flow and a restructuring of the debt. The Company
is also exploring other financing alternatives with ICCMIC, a potential
refinancing of the ICCMIC debt and the potential sale of certain assets of the
Company. However, there can be no assurance that the Company will be able to
cure the default, effect an appropriate restructuring or develop an alternative
financing strategy.
Summary of First Mortgage Debt
In March 1998, ICCMIC agreed to provide the Company with up to $20,000,000 of
mortgage financing. Concurrently, the Company used $12,500,000 of the facility
to fund the cash portion of acquisition of assets from Gedco USA, Inc., which
consisted primarily of two dinner theaters, a retail shopping complex and a
piano bar in the greater Orlando area and one dinner theater in Buena Park,
California. On June 30, 1998, the Company used an additional $1,100,000 to fund
the cash portion of the purchase of a fee simple interest in the Legends Theater
in Surfside Beach, South Carolina, and the purchase of a leasehold interest in
the Eddie Miles Theater in North Myrtle Beach, South Carolina. In October 1998,
the Company used an additional $550,000 for working capital purposes. The
initial $12,500,000 loan and the subsequent $1,650,000 in loans extended by
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ICCMIC to On Stage under the mortgage financing facility bear interest at the
rate of 9.06% and 9.9%, respectively.
Events Leading up to the Default Letter
The Company was able to make the January and February 1999 payments due under
the ICCMIC facility but was late in making each of those payments. As a result
of those delinquencies, the Company incurred late charges and default interest,
which it was unable to pay. As of May 26, 1999, the Company had not made its
payments to ICCMIC due March 1, 1999, April 1, 1999 or May 1, 1999.
Status of Negotiations with ICCMIC
The Company has met with the Chief Executive Officer and General Counsel of
ICCMIC in an attempt to negotiate a resolution of the defaults, and an
appropriate refinancing or restructuring of the debt. The Company intends to
continue to pursue its negotiations with ICCMIC. However, there can be no
assurance that the Company and ICCMIC will be able to come to a resolution of
the default or that ICCMIC will not commence foreclosure proceedings.
On Stage Entertainment, Inc. produces and markets theatrical productions and
operates live theaters and dinner theaters worldwide.
This document contains certain forward-looking statements that are subject to
risks and uncertainties. Forward-looking statements include certain information
relating to anticipated acquisitions, as well as other forward-looking
statements that may be contained elsewhere in this document. For such
statements, On Stage claims the protection of the safe harbor for
forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995. Actual events or results may differ materially from those discussed
in forward-looking statements as a result of various factors, including those
discussed in the various documents filed by On Stage with the Securities and
Exchange Commission.
# # #
For further information, contact:
Christopher R. Grobl, Esq.
General Counsel
On Stage Entertainment, Inc.
702-253-1333 (tel.)
702-257-2367 (fax)
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