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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 14, 1998
@ Entertainment, Inc.
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(Exact name of Registrant as Specified in Charter)
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<S> <C> <C>
Delaware 000-22877 06-1487156
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
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One Commercial Plaza
Hartford, Connecticut 06103-3585
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(Address of Principal Executive Offices)
(860) 549-1674
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(Registrant's telephone number, including area code)
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Item 5. Other Events.
On July 14, 1998, @ Entertainment, Inc. (the "Company") announced that it
has completed a debt offering to qualified institutional buyers with gross
proceeds of approximately $125 million, pursuant to Rule 144A of the
Securities Act of 1933. A copy of the press release is attached as Exhibit
99.1 and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
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Number Description
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<S> <C>
99.1 Press Release of @ Entertainment, Inc.
dated July 14, 1998.
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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.
@ Entertainment, Inc.
Date: July 15, 1998 By: /s/ Przemyslaw Szmyt
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By: Przemyslaw Szmyt
Its: Vice President, Secretary
and General Counsel
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EXHIBIT INDEX
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Exhibit Number Description
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<S> <C>
99.1 Press Release of @ Entertainment, Inc. dated July 14, 1998.
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@Entertainment, Inc.
For Immediate Release
Contact: Robert E. Fowler, III
@Entertainment, Inc.
011-44-162-235-7060
Cathleen Mayrose
Hill & Knowlton
(212) 885-0474
Poland's @Entertainment Announces Completion of 144A Debt Offering
Hartford, CT -- July 14, 1998 -- @Entertainment, Inc. (NASDAQ: ATEN)
announced today that is has completed a debt offering to qualified
institutional buyers with gross proceeds of approximately $125 million,
pursuant to Rule 144A of the Securities Act of 1933. Net proceeds from the
offering are intended to fund capital expenditures, operating losses and
working capital primarily related to the launch and development of the
Company's digital satellite direct-to-home ("D-DTH") business, cable
television network acquisitions, the acquisition of minority interests in
certain subsidiaries and for general corporate purposes. Under the terms of
the transaction, the Company sold 252,000 units, each unit consisting of
$1000 principal amount at maturity of 14 1/2% senior discounted notes due
2008 and four warrants, each warrant entitling the holder thereof to purchase
1.81 shares of common stock, at an exercise price of $13.20 per share. The
warrants will be exercisable at any time on or after the exercise date, which
will be no later than November 16, 1998, and will expire on July 15, 2008.
The units, notes and warrants have been designated for trading in the Private
Offerings Resale and Trading through Automated Linkages ("PORTAL") market of
the National Association of Securities Dealers, Inc.
The notes are accompanied by an indenture with customary restrictions,
including but not limited to certain restrictions on the payment of cash
dividends, repurchase of outstanding common stock, issuance and sale of
capital stock of subsidiaries, sale of assets, consolidation or merger,
amount of indebtedness, permitted liens, permitted investments and other
payments, and line of business. The Company is obligated to complete an
exchange offer for the notes, in which the original notes may be exchanged
for exchange notes that are freely tradeable securities under the Securities
Act of 1933. The Company is also obligated to complete a shelf registration
statement for the warrants and for the shares of common stock underlying the
warrants, and to provide the warrant holders with piggyback registration
rights for the shares of common stock underlying the warrants.
The above remarks contain forward-looking statements that involve risks and
uncertainties including without limitation those related to the completion
of the exchange offer and the effectiveness of the shelf registration
statement. Actual future results could differ materially from those discussed
above.
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