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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 19, 1996
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PREMIER PARKS INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-9789 73-613774
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
11501 NORTHEAST EXPRESSWAY, OKLAHOMA CITY, OKLAHOMA 63131
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code (405) 475-2500
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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 November 19, 1996, Premier Parks Inc. (the "Company") acquired
substantially all of the assets of FRE, Inc. (Family Recreational Enterprises,
Inc.) ("FRE") and Concord Entertainment Company ("Concord") used in the
operation of two water parks, each called Waterworld USA, located in Sacramento,
California and Concord, California, and a family entertainment center called
Paradise Island, located in Sacramento, California, for an aggregate purchase
price of $17,250,000 in cash (the "Purchase Price"), pursuant to an Asset
Purchase Agreement, dated October 10, 1996, by and among the Company, a
wholly-owned subsidiary of the Company, FRE and the shareholders thereof and an
Asset Purchase Agreement, dated October 10, 1996, by and among the Company, a
wholly-owned subsidiary of the Company, Concord, FRE, R&B Entertainment, LLC
("R&B") and the shareholders of FRE and the members of R&B.
The Company funded the Purchase Price from cash from operations and a
portion of the net proceeds received by the Company from its public offering of
Common Stock in June 1996.
Approximately $862,500 of the Purchase Price was placed in escrow for a
period of 18 months to fund indemnification claims made by the Company. To the
extent such claims exceed such escrow funds, the Company has indemnification
rights against FRE, Concord, the shareholders of FRE, R&B and the members of
R&B, not to exceed approximately $4.3 million in the aggregate.
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ITEM 7. Financial Statements and Exhibits
(a) Financial Statements of FRE at December 31, 1995 and for the three
years then ended and at September 30, 1996 and the nine-month period then ended
- -- incorporated by reference to the financial statements of FRE included in the
Registrant's Registration Statement on Form S-2 (Reg No. 333-16573) (the
"Registration Statement").
(b) Financial Statements of Concord at December 31, 1995 and for the
year then ended and at September 30, 1996, and the nine-month period then
ended--incorporated by reference to the financial statements of FRE included
in the Registration Statement.
(c) Pro Forma financial statements at December 31, 1995 and for the year
then ended and at September 30, 1996 and the nine-month period then ended will
be filed by amendment promptly hereafter, but in no event later than 60 days
following the date of this Report.
(d) The following documents are filed herewith as exhibits to this Form
8-K:
10(a) Asset Purchase Agreement, dated as of October 10, 1996,
among the Registrant, a subsidiary of the Registrant, FRE, Inc. (Family
Recreational Enterprises, Inc.) ("FRE") and the shareholders of FRE listed on
the signature page thereof -- incorporated by reference from Exhibit 10(r) to
the Registration Statement.
(b) Asset Purchase Agreement, dated as of October 10, 1996,
among the Registrant, a subsidiary of the Registrant, Concord Entertainment
Company, FRE, R&B Entertainment, LLC, the shareholders of FRE listed on the
signature page thereof and the members of R&B listed on the signature page
thereof -- incorporated by reference from Exhibit 10(s) to the Registration
Statement.
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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.
Dated: November 26, 1996
PREMIER PARKS INC.
By: /s/ Kieran E. Burke
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Kieran E. Burke
Chairman of the Board and
Chief Executive Officer
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