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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 20, 1998
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GETTY IMAGES, INC.
(Exact name of Registrant as specified in its charter)
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<S> <C> <C>
DELAWARE 000-23747 98-0177556
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification No.)
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2101 FOURTH AVENUE 101 BAYHAM STREET
FIFTH FLOOR LONDON, ENGLAND
SEATTLE, WASHINGTON 98121 NW1 0AG
(206)695-3400 (01144171) 544-3456
(Addresses, including zip code, and telephone numbers,
including area code, of Registrant's principal executive offices)
None
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On November 20, 1998, Getty Images, Inc., a Delaware corporation (the
"Company" or "Getty Images"), through its wholly owned subsidiary Getty Images
Australia Pty Limited ("Getty Australia") acquired (the "Acquisition")
all of the assets of Sporting Pix pursuant to the terms of the Agreement for
Sale of Assets (the "Agreement"), dated November 20, 1998, among Getty
Australia, Impressions Photography Pty Limited, dba Sporting Pix and Anthony
Feder and Kerryn June Feder (collectively "Sporting Pix"). Sporting Pix is a
sports photography agency based in Melbourne, which the Company plans to
integrate into its sports photography collection business. In this transaction,
Getty Images issued an aggregate of 14,467 shares of Getty Images common stock
and paid Australian $666,700 in cash to Sporting Pix.
Reference is made to the press release issued by the Company on December
1, 1998, the text of which is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 Text of press release dated December 1, 1998.
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATIONS.
In connection with the Acquisition described in Item 5, Getty Images
issued an aggregate of 14,467 shares of Getty Images common stock to Sporting
Pix pursuant to Regulation S ("Regulation S") under the Securities Act of 1933,
as amended (the "Securities Act").
The issuance of such shares to Sporting Pix was made in an offshore
transaction within the meaning of Regulation S and no directed selling efforts
were made in the United States in connection with such issuance. Sporting Pix
represented and warranted to Getty Images, among other things, (i) that such
person was not a U.S. person and was not acquiring shares for the account or
benefit of any U.S. person, (ii) that neither such person nor any of its
affiliates engaged in any directed selling efforts with respect to such shares
and that such persons will comply with the offering restrictions requirements of
Regulation S, (iii) that such person acknowledged that the issuance of such
shares was not registered under the Securities Act and that there were
restrictions on the resale of such shares, (iv) that such person was purchasing
such shares for his own account for investment and not with a view to
distribution and (v) that such person understood that a legend referring to
applicable transfer restrictions would be placed on a certificate representing
such shares.
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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.
GETTY IMAGES, INC.
Date: December 11, 1998 By: /s/ Jonathan Klein
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Name: Jonathan Klein
Title: Chief Executive Officer
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INDEX TO EXHIBITS
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Exhibit Description
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99.1 Text of press release dated December 1, 1998
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GETTY IMAGES ACQUIRES SPORTING PIX;
CONTINUES EXPANSION IN AUSTRALIA
LONDON - Getty Images Inc. (NASDAQ: GETY), the leading international provider of
high quality visual content, announced today that it will expand its presence in
Australia with the acquisition of Sporting Pix, a Melbourne-based sports
photography agency. The new Melbourne office will supplement the work done by
Sydney-based Allsport Australia and by other Getty Images divisions in
Australia.
The acquisition is part of Getty's strategy to own and operate offices in key
markets in order to build client relationships and increase sales. In line with
this strategy, Getty now has an unrivalled network of 14 wholly owned outlets in
all the major markets for visual content as well as agents in 54 countries. This
network supplements Getty's industry leading digital distribution network via
the Internet. Getty is the leading provider of visual content in the world, both
in analogue format and on the web.
Getty's focus has been to become the global leader in visual content through
consolidating the stock photography and film industry and then applying leading
edge digital technology to grow the market.
Australia is strategically important for Getty in its objective to increase
penetration in the growing Pacific Rim territory. The acquisition builds Getty's
base there and also provides Getty's Allsport Australia division with more
resources to meet the needs of the new business it expects to be generated by
the 2000 Summer Olympic Games in Sydney. Allsport is the official photographer
of the International Olympic Committee and of the US Olympic Committee.
"We expect to see continued growth both for our sports business and in the
Australian market ahead of and during the 2000 Summer Olympic Games," said
Jonathan Klein, Chief Executive Officer of Getty Images. "This acquisition gives
Getty Images and Allsport a much-needed base in Melbourne to complement the
office we have already established in Sydney. Building on our strong base in
Australia as the Olympics approach should mean that Allsport will be able to
provide the best photography of the Sydney games throughout the world to a
client base increasingly reliant on Allsport for their sports photography."
NOTES TO EDITORS
Description of Getty Images, Inc.
Getty Images (NASDAQ: GETY) is one of the leading international providers of
visual content to a diverse range of professional users of images, including
advertising and design agencies, magazines, newspapers, broadcasters, production
companies and traditional and new media publishers. Getty Images markets rights
to images and footage through its international network of wholly owned offices
in London, Chicago, New York, Los Angeles, Seattle, Toronto, Munich, Hamburg,
Paris, Amsterdam, Brussels, Copenhagen, Stockholm, Vienna, Barcelona, Sydney,
Tokyo and Hong Kong and agents in 54 countries.
Getty Images' high quality visual content collections are: (i) Tony Stone Images
(www.tonystone.com), one of the world's leading providers of contemporary stock
photography; (ii) PhotoDisc (www.photodisc.com), a world leader in digital stock
photography and electronic delivery; (iii) Allsport (www.allsport.com), a
leading world-wide sports picture agency; (iv) Hulton Getty
(www.hultongetty.com), one of
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the two largest privately owned collections of archival photography in the
world; (v) Liaison Agency (www.liaisonphoto.com), a leading North American news
and reportage agency; and (vi) Energy Film Library (www.digital-energy.com), one
of the world's leading stock footage companies. Further information is available
from the group's website at www.getty-images.com.
Enquiries:
Colette Furey (44 171) 544 3391
Group Communications Manager
Chembi Merser (44 171) 413-3134
UK Media
Jim Prout (1 212) 889 4350
(Investors)
Madeline Hardart (1 212) 885 0417
(Media)
