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) August 26, 1998
---------------
Cablevision Systems Corporation
- - --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 1-14764 11-3415180
- - ---------------------------- ---------------------- -----------------------
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
One Media Crossways, Woodbury, New York 11797
- - --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (516) 364-8450
N/A
-------------------------------------------------------------------------------
(Former Name or Address, if Changed since Last Report)
<PAGE>
ITEMS 1-4. NOT APPLICABLE.
ITEM 5. OTHER EVENTS.
On August 26, 1998, CSC Holdings, Inc. ("Holdings"), a wholly owned
subsidiary of Cablevision Systems Corporation ("Cablevision"), and Loews
Cineplex Entertainment Corporation ("Loews") entered into a definitive agreement
relating to the acquisition by Holdings from Loews of Loews' interests in the
real property and assets specifically related to or located at 24 movie theatres
(the "Initial Theatres") with a total of 84 screens in the New York and Chicago
metropolitan areas (the "Initial Transaction"). Loews was required to divest the
Initial Theatres under the terms of an agreement with the Department of Justice
which was reached to permit the merger of Loews Theatres Exhibition Group and
Cineplex Odeon earlier this year. Under the definitive agreement, Holdings will
pay Loews $85 million in cash for the Initial Theatres. In addition, Holdings
has entered a second agreement with Loews pursuant to which Holdings has the
right, subject to satisfactory completion of its due diligence investigation, to
purchase an additional 7 movie theatres (the "Additional Theatres") with a total
of 21 screens in the New York suburban area for approximately $6.7 million in
cash (the "Additional Theatres Transaction"). In connection with the Additional
Theatres Transaction, Loews has granted Holdings a right of first offer on an
additional 25 movie theatres in the New York suburban area until the first
anniversary of the closing of the Initial Transaction. The Initial Transaction
is expected to be completed later this year and the Additional Theatres
Transaction is expected to be completed contemporaneously therewith or shortly
thereafter. The closings of both transactions are subject to customary closing
conditions including, the receipt of various consents and approvals, and, in
respect of the Initial Transaction, the approval of the Loews divestiture plan
by the Department of Justice.
ITEM 6. NOT APPLICABLE.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS.
(c) Exhibits.
(1) Cablevision Press Release, dated August 27, 1998
ITEM 8. NOT APPLICABLE.
<PAGE>
SIGNATURE
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.
CABLEVISION SYSTEMS CORPORATION
By /s/ Barry J. O'Leary
-----------------------------------
Name: Barry J. O'Leary
Title: Senior Vice-President,
Finance and Treasurer
