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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 2, 1998
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SFX ENTERTAINMENT, INC.
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(Exact name of registrant as specified in charter)
Delaware 0-24017 13-3977880
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(State or Other Jurisdiction of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
650 Madison Avenue, 16th Floor, New York, New York 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 838-3100
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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 2. ACQUISITION OR DISPOSITION OF ASSETS.
On July 2, 1998, SFX Entertainment, Inc. (the "Company") through its
wholly-owned subsidiary, DLC Acquisition Corp., acquired certain assets of
Blackstone Entertainment, LLC ("Don Law"), a leading concert and theater
promoter in New England, for an aggregate consideration of approximately $93.4
million including the repayment of approximately $10.0 million in debt and
approximately $3.4 million for working capital (the "Don Law Acquisition"). The
Company exercised its right to pay the purchase price in cash and financed such
purchase price with proceeds from the Company's recent public offering of
8,050,000 shares of Class A Common Stock, par value $.01 per share, and with
cash from operations. The Company also exercised its option to include the
lease on the Harborlights Pavilion and related assets in the Don Law
Acquisition. In addition, the Company and Don Law entered into an agreement
pursuant to which the assets acquired in the Don Law Acquisition, with certain
exceptions, will be subject to a right of first offer and refusal by the
members of Don Law if the Company elects to sell such assets within two years
after the closing of the Don Law Acquisition.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired
The required financial statements of Don Law are incorporated herein
by reference from the Company's Prospectus filed with the Securities and
Exchange Commission on June 30, 1998 pursuant to Rule 424(b) of the Securities
Act of 1933, as amended.
(b) Pro Forma Financial Information
The required pro forma financial information will be filed no later
than 60 days after the date this Form 8-K was required to be filed.
(c) Exhibits
2.1 Asset Purchase Agreement, dated April 29, 1998, by and
among Blackstone Entertainment LLC, its members, DLC
Acquisition Corp., and SFX Entertainment, Inc.
(incorporated by reference to Amendment No. 1 to Form S-1
(File No. 333-50079) filed with the SEC on May 5, 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 thereto duly authorized.
SFX ENTERTAINMENT, INC.
By: /s/ Thomas P. Benson
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Name: Thomas P. Benson
Title: Chief Financial Officer
Date: July 7, 1998
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