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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
January 25, 1999
Date of Report (Date of earliest event reported)
@Entertainment, Inc.
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(Exact name of Registrant as Specified in Charter)
Delaware 000-22877 06-1487156
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(State or Other Juris. of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
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 January 25, 1999, @Entertainment, Inc. (the "Company") issued a
press release announcing that it had entered into agreements for a debt
offering with gross proceeds of approximately $100 million and an offering of
preference stock with gross proceeds of approximately $50 million. The
proposed debt offering and preference stock offering are designed to occur
concurrently. The Company also announced the fact that it had consummated, on
January 20, 1999, an additional debt offering with gross proceeds of
approximately $10 million. A copy of the press release is attached as
Exhibit 99, and is incorporated herein by reference.
2
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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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99 Press Release of @Entertainment, Inc.
dated January 25, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
@Entertainment, Inc.
Date: January 25, 1999 By: /s/ DONALD MILLER-JONES
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By: Donald Miller-Jones
Its: Chief Financial Officer
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EXHIBIT INDEX
NUMBER DESCRIPTION PAGE
99. Press Release of @Entertainment, Inc. dated January 25, 1999.
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Exhibit 99
FINAL
POLAND'S @ ENTERTAINMENT ANNOUNCES
AGREEMENTS FOR CONCURRENT DEBT AND EQUITY OFFERINGS
Hartford, CT - January 25, 1999 - @ Entertainment, Inc. (NASDAQ:ATEN) today
announced that it has entered into agreements for a debt offering with gross
proceeds of approximately $100 million and an offering of preference stock with
gross proceeds of approximately $50 million. In addition, @Entertainment has
consummated an additional debt offering with gross proceeds of approximately $10
million.
In the $100 million debt offering, @Entertainment has agreed to sell 256,800
units, each unit consisting of $1,000 principal amount at maturity of 14 1/2%
senior discount notes due 2009 and four warrants, each warrant entitling the
holder thereof to purchase 1.7656 shares of common stock of the Company, at an
exercise price of $9.125 per share. The terms of the notes are calculated to
produce an overall yield of 17.5% per annum.
In the $50 million preference offering, the Company agreed to sell units
consisting of Series A Cumulative Preference Shares, Series B Cumulative
Preference Shares and warrants to purchase 5,500,000 shares of common stock of
the Company, at an exercise price of $10.00 per share. The preference shares
will accrue dividends at a rate of 12% per annum. The holder of the Series A
Cumulative Preference Shares, Morgan Grenfell Private Equity Limited, will have
the right to appoint directors to the Company's board, and those directors will
have the right to approve certain @Entertainment transactions.
The consummation of the $100 million debt offering and of the $50 million equity
offering is subject to customary conditions precedent to closing, and there can
be no assurance that either transaction will be consummated.
The debt and preference securities referenced above will not be registered under
the Securities Act of 1933, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.
This press release shall not constitute an offer to sell, or the solicitation of
an offer to buy, any of the securities referenced herein
The $10 million debt offering that @Entertainment consummated on January 20,
1999 involved the sale of $36,001,321 principal amount at maturity of Series
C Senior Discount Notes due 2008. The terms of the notes are calculated to
produce an overall yield of 18.5% per annum.
If all three transactions are consummated, the aggregate gross proceeds to
@Entertainment will be approximately $160 million. The net proceeds are intended
to be used to fund capital
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expenditures, operating losses and working capital primarily related to the
development and operation of the Company's direct-to-home satellite broadcasting
business, as well as for general corporate purposes and certain other
investments relating to its existing businesses.
The above remarks contain forward-looking statements that involve risks and
uncertainties including without limitation those related to those relating to
the timing, amount, terms and consummation of the equity and debt transactions
described herein.
@Entertainment, Inc. is the leading provider of pay television services in
Poland. The Company owns and operates Polska Telewizja Kablowa (PTK), the
largest cable television network in Poland with 887,000 subscribers as of
September 30, 1998. The Company also owns and operates Wizja TV, Poland's
first digital DTH broadcasting service, which was officially launched on
September 18, 1998. @Entertainment also owns DTC Productions, a company which
invests in the Polish television and film industry. @Entertainment is traded
on the Nasdaq Stock Market under the symbol: ATEN.
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FOR FURTHER INFORMATION PLEASE CONTACT:
Robert E. Fowler, III Mike Smargiassi/Chris Plunkett
Chief Executive Officer Brainerd Communicators, Inc.
011-44-171-478-3800 212-986-6667
Donald Miller-Jones
Chief Financial Officer
011-44-171-478-3800
