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As filed with the Securities and Exchange Commission on December 10, 1998
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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
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DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): DECEMBER 10, 1998
TWEETER HOME ENTERTAINMENT GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 04-3417513
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
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10 PEQUOT WAY
CANTON, MASSACHUSETTS 02021
(ADDRESS, INCLUDING ZIP CODE OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
Item 2. Acquisition or Disposition of Assets
On December 9, 1998, Tweeter Home Entertainment Group, Inc. ("Tweeter") reached
an agreement in principle to acquire certain assets and liabilities of the
retail operations of Home Entertainment, Inc. for consideration of approximately
$8,200,000. The source of cash for the purchase price will be borrowings made
under Tweeter's revolving line of credit with BankBoston, N.A., as agents for
the Lenders.
Home Entertainment, Inc. operates seven consumer electronics retail stores in
the Dallas and Houston markets. Tweeter will continue the operation of the
retail stores as well as the service and distribution facilities.
In negotiating the amount of consideration to be paid for the retail assets of
Home Entertainment, Inc., Tweeter considered, among other things, the following
factors with respect to Home Entertainment, Inc.,: historical and projected
financial results, the quality and performance of management, the market values
of comparable companies, and the projected financial performance of Home
Entertainment, Inc. and Tweeter on a combined basis.
There is no material relationship between Tweeter and Home Entertainment, Inc.,
or any of their respective officers, directors or stockholders, other than the
Asset Purchase Agreement pursuant to which the acquisition was made and the
other agreements pertaining thereto. Upon the consummation of the transaction,
Roberta Lewis, Home Entertainment, Inc.'s, President will be named a Vice
President of Tweeter overseeing the Texas region.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
Not Required
(b) Pro Forma Financial Information
(c) Not Required
Exhibits
Exhibit Number
2.1 Press Release dated 12/10/98
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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
under-signed hereunto duly authorized.
TWEETER HOME ENTERTAINMENT GROUP, INC.
Registrant
DATED: December 10, 1998
By: /s/ Joseph G. McGuire
Joseph G. McGuire
Chief Financial Officer
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EXHIBIT 2.1
TWEETER HOME ENTERTAINMENT GROUP ANNOUNCES AN AGREEMENT TO ACQUIRE HOME
ENTERTAINMENT INC. OF TEXAS.
CANTON, MA., December 9, 1998 -- Tweeter Home Entertainment Group, Inc.,
(Nasdaq: TWTR) announced today that the company has reached an agreement in
principle to acquire the retail operations of Home Entertainment, Inc. of Texas,
a company that's been in business for 42 years. Home Entertainment, Inc. has
four stores in Houston and three stores in Dallas, and reported retail revenue
of approximately $25 million for the year ended June 30, 1998.
"The Home Entertainment, Inc. acquisition is another important step in our
company's growth," says Tweeter President Jeffrey Stone. "Home Entertainment is
recognized by industry leaders as one of the best specialty consumer electronic
retailers in the country. With a seven store base to work from and with some
strong management talent in place, we expect to aggressively grow our presence
in the Houston and Dallas markets over the next several years."
"Additionally, Home Entertainment, Inc. really understands the custom home
installation business and we will look to these folks for guidance in helping
the rest of the Tweeter Home Entertainment Group stores pursue this business in
a more formal sense. Roberta Lewis, Home Entertainment, Inc. President, will
join Tweeter as a Vice President. Roberta will oversee the Texas region and have
corporate responsibility for creating and executing the company's custom home
installation business plan. Roberta's knowledge of the business and industry
will prove to be a tremendous asset to the rest of our management team as we
continue to build a stronger management team with each acquisition we make."
Roberta Lewis, President of Home Entertainment, Inc., says, "We are excited
about teaming with the Tweeter organization. It's an impressive company that
does everything right. For our part, we hope to bring to the party, among other
things, our expertise in custom home theater installation, an area that Tweeter
is moving into."
According to Joe McGuire, Tweeter's CFO, "We expect this acquisition to be
accretive by approximately $.01 per share the first year, and we will look to
grow that contribution as we further develop the Houston and Dallas markets
where Home Entertainment currently operates. We will also look to add the Home
Entertainment brand into the Austin market in the near future."
The agreement in principle to acquire the retail operations of Home
Entertainment , Inc. is subject to various conditions, including satisfactory
completion of due diligence by Tweeter.
Tweeter Home Entertainment Group had an outstanding fiscal 1998, successfully
completing its initial public offering at $17 per share in July of this year.
Total revenue increased 75.3% to $232 million from $132.5 million for 1997.
Comparable stores sales for the 12-month period increased 12.5% compared to the
same period last year. The company's 1998 performance benefited from the
successful integration of its most recent acquisitions. Tweeter acquired HiFi
Buys, based in Atlanta, Georgia, in May of 1997 and also acquired Bryn Mawr
Stereo & Video, based outside of Philadelphia, in May 1996.
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Tweeter Home Entertainment Group, Inc. (Nasdaq: TWTR) was founded in 1972 by
current Chairman and Chief Executive Officer Sandy Bloomberg. Based in Canton,
Massachusetts, the company is a specialty retailer of mid- to high-end audio and
video consumer electronics products. The company's 1998 revenues were $232.3
million. Tweeter has won numerous awards. It was named "Consumer Electronics
Retailer of the Year" for both 1996 and 1997 by Audio-Video International, the
country's leading consumer electronics industry trade publication. The company
employs more than 1,100 associates. It operates 53 stores under the Tweeter,
Bryn Mawr, and HiFi Buys names in the New England, Mid-Atlantic, and
Southeastern markets, respectively.
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To arrange an interview with a senior executive at Tweeter, contact Kathy Alpert
of Alpert Communications at 617/924-3520 or fax 617/924-1371. Further
information on Tweeter Home Entertainment Group can also be found on the
company's web site at WWW.TWTR.COM.
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Certain statements contained in this press release, including, without
limitation, statements containing the words "expects," "anticipates,"
"believes," and words of similar import, constitute "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
These forward looking statements are subject to various risks and uncertainties,
including those related to Company growth and acquisitions, dependence on key
personnel, the need for additional financing, competition and seasonal
fluctuations, and those referred to in the Company's Registration Statement on
Form S-1, that could cause actual future results and events to differ materially
from those currently anticipated. Readers are cautioned not to place undue
reliance on these forward looking statements.
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