SFX ENTERTAINMENT INC
8-K, 1999-02-04
AMUSEMENT & RECREATION SERVICES
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                          ---------------------------


                                    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)
                      February 4, 1999 (January 31, 1999)


                          ---------------------------





                            SFX ENTERTAINMENT, INC.
             (Exact name of registrant as specified in its charter)




          DELAWARE                      0-24017                 13-3977880
(State or other jurisdiction          (Commission            (I.R.S. Employer
      of incorporation)                File No.)            Identification No.)
                                
                               650 MADISON AVENUE
                                   16TH FLOOR
                            NEW YORK, NEW YORK 10022
                         (Address, including Zip Code,
                        of Principal Executive Offices)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 838-3100


                          ---------------------------







                                   No Change
                    -----------------------------------------
         (Former name or former address, if changed since last report)


===============================================================================


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                            SFX ENTERTAINMENT, INC.

ITEM 5.           OTHER EVENTS.

                  Reference is made to the press release of SFX Entertainment,
Inc. ("SFX"), dated January 31, 1999, attached hereto as Exhibit 99.1 and
incorporated by reference herein. The press release announces that SFX has
executed certain agreements pursuant to which SFX has agreed to acquire
interests in seven venues and other assets from entities controlled by members
of the Nederlander family and other persons for an aggregate purchase price of
$93.6 million in cash. The closing of the transaction is subject to the
satisfaction of certain conditions, some of which are outside the control of
SFX.

ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS.

         C.       Exhibits.

                  Description                                   Exhibit
                  -----------                                   -------

                  Press Release dated January 31, 1999           99.1




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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.


                               SFX ENTERTAINMENT, INC.




Dated: February 3, 1999        By:     /s/ Howard J. Tytel
                                   ---------------------------------------------
                               Name:  Howard J. Tytel
                               Title: Executive Vice President, General Counsel,
                                      Secretary and Member of the Office of the
                                      Chairman



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                                 EXHIBIT INDEX


Description                                             Exhibit
- -----------                                             -------

Press Release dated January 31, 1999                     99.1









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                                                                   Exhibit 99.1



                   SFX ENTERTAINMENT, INC. TO ACQUIRE CERTAIN
                          NEDERLANDER MUSIC INTERESTS

NEW YORK -- (BUSINESS WIRE) -- Jan. 31, 1999--SFX Entertainment, Inc. (NASDAQ:
SFXE - news) today announced that it has entered into definitive agreements for
the acquisition of certain interests in seven venues and other assets from
entities controlled by members of the Nederlander family and other persons for
an aggregate purchase price of $93.6 million in cash.

The interests in the venues to be acquired consist of 50% interests in
long-term leases and booking and management agreements for The World Music
Theater in Chicago and the Alpine/Valley Music Amphitheater in East Troy,
Wisconsin serving the Milwaukee/North Chicago market; a lease for the
Merriweather-Post Pavilion in Columbia, Maryland serving the Washington D.C.
and Baltimore markets; and a booking and management agreement for the Riverbend
Amphitheater and the Crown Arena, a one-third interest in the ownership of the
Crown Arena, a lease for the Taft Theater and a short term lease for Bogart's
Club, all in Cincinnati. In addition, the agreements cover 100% interests in
entities that provide concert performances and hold rights to construct the
Mesa del Sol Centre for the Performing Arts in Albuquerque, New Mexico.

Robert F.X. Sillerman, Executive Chairman of SFX Entertainment, stated, "We are
pleased to be acquiring these assets. These theaters add music venues to our
Chicago holdings as well as providing us an entree into the Cincinnati market
place. We look forward to integrating these operations into the SFX family and
bringing to these theaters the best quality and broad variety of entertainment
events which SFX can provide."

SFX Entertainment is the largest diversified promoter, producer and venue
operator for live entertainment events in the United States. It owns, partially
or entirely, and/or operates the largest network of venues in the country used
principally for music concerts and other live entertainment events. Upon
completion of its pending Marquee and Cellar Door acquisitions, SFX will have
73 venues including 14 amphitheaters in 9 of the top 10 markets and will own or
operate venues in 29 of the top 50 markets overall. SFX also develops and
manages touring Broadway shows, selling subscription series in 38 markets that
maintain active touring schedules. Through its large number of venues, its
strong market presence and the long operating histories of the businesses it
has acquired, SFX operates an integrated franchise that promotes and produces a
broad variety of live entertainment events locally, regionally and nationally.
Pro forma for its pending Marquee and Cellar Door acquisitions, during 1998, 35
million people attended approximately 12,150 events promoted and/or produced by
SFX, including over 5,200 music concerts, 5,800 theatrical shows, over 800
family entertainment shows and over 350 specialized motor sports shows. SFX
also represents many prominent and prestigious athletes and broadcasters for
contract and marketing services.

This press release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Because these statements apply to future events, they are
subject to risks and uncertainties that could cause actual results to differ
materially, including the company's absence of combined operating history and
potential inability to integrate acquired businesses, need for additional
financing, high degree of leverage, granting of rights to acquire certain
portions of the company's operations, variable economic conditions and consumer
tastes, restrictions imposed by existing debt and future payment obligations.
Important factors that could cause actual results to differ


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materially are described in the company's reports on Forms 10-K and 10-Q and
other filings with the Securities and Exchange Commission.

Contact:
  SFX Entertainment, Inc.
  Timothy J. Klahs, Director, Investor Relations
  (212) 407-9126






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