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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 13, 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 13, 1999, @Entertainment, Inc. (the "Company") issued a
press release relating to the proposed sale of preferred stock of the
Company to Morgan Grenfell Private Equity Limited, with gross proceeds of
approximately $50 million. This transaction is designed to occur concurrently
with a debt offering that the Company intends to undertake. The Company's
proposed debt offering is expected to yield gross proceeds of approximately
$100 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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<S> <C>
99 Press Release of @Entertainment, Inc.
dated January 13, 1999.
</TABLE>
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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 13, 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 13, 1999.
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Exhibit 99
@ENTERTAINMENT ANNOUNCES CONCURRENT
DEBT AND EQUITY OFFERINGS
Hartford, CT, January 13, 1999--@Entertainment, Inc. (Nasdaq: ATEN) announced
today that it intends to issue preferred shares to Morgan Grenfell Private
Equity Limited, a member of the Deutsche Bank Group, generating gross
proceeds of approximately $50 million. The preferred shares will accrue
dividends at a rate of 12% per annum. The institutional investor holding the
preferred shares will have the right to appoint directors to the Company's
board, and those directors will have the right to approve certain
@Entertainment transactions.
This equity transaction is designed to occur concurrently with a debt
offering that the Company intends to undertake, with anticipated gross
proceeds of approximately $100 million.
The Company expects to complete these transactions during the month of
January. The two transactions, if consummated, will together result in gross
proceeds to the Company of approximately $150 million. The net proceeds are
intended to be used to fund capital expenditures, operating losses and
working capital primarily related to the development and operation of its
direct-to-home satellite business, as well as for general corporate purposes
and certain other investments.
Both transactions will involve the sale of warrants to purchase shares of the
Company's common stock. Final terms for the two transactions have not been
established, and the preferred shares transaction also remains subject to the
approval of @Entertainment's board of directors. There can be no assurance
that either transaction will be consummated.
The preferred shares, debt securities and warrants 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 aforementioned remarks contain forward-looking
statements that involve risks and uncertainties including, without
limitation, those relating to the timing, amount, terms and consummation of
the equity and debt transactions described herein.
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CONTACTS:
Robert E. Fowler, III Chris Plunkett/Mike Smargiassi
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
