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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 24, 1997
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(Date of earliest event reported)
Jillian's Entertainment Corporation
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(Exact name of Registrant as specified in its charter)
Florida 0-13740 59-2334472
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(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
727 Atlantic Avenue, Suite 600, Boston, Massachusetts 02111
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(Address of principal executive offices, including zip code)
(617) 350-3111
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
Reference is made to Exhibit 99(a), a press release relating to the
proposed merger of Jillian's Entertainment Corporation with Jillian's
Entertainment Acquisition Corporation, a wholly owned subsidiary of Jillian's
Entertainment Holdings, Inc., which is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibit No. Description.
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99(a) Press Release dated June 24, 1997
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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.
JILLIAN'S ENTERTAINMENT CORPORATION
By: /s/ Daniel M. Smith
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Name: Daniel M. Smith
Title: President and Chief Operating Officer
Dated: June 24, 1997
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FOR IMMEDIATE RELEASE NASDAQ Ticker Symbol: QBAL
June 24, 1997 Contact: Daniel M. Smith
Jillian's Entertainment Corporation
(617) 350-3111
JILLIAN'S AND J.W. CHILDS ANNOUNCE MERGER
Boston, MA -- Jillian's Entertainment Corporation ("Jillian's") and J.W. Childs
Equity Partners, L.P. ("Childs") today announced the execution of a definitive
Agreement and Plan of Merger and a definitive Purchase Agreement under which
Jillian's will merge with a subsidiary of Jillian's Entertainment Holdings,
Inc. ("Holdings"), an entity currently owned by an affiliate of Childs.
In the merger, the shareholders of Jillian's, other than seven
shareholders who each will have an ongoing relationship with Jillian's, will be
entitled to receive $0.50 per share in cash in exchange for their shares of
Jillian's common stock. Proceeds from the sale to Childs of convertible
preferred stock of Holdings will be used to make merger payments to Jillian's
shareholders.
The merger is expected to be completed in July 1997, subject to the
satisfaction of certain conditions, including the approval of the merger by
Jillian's shareholders. The Board of Directors of Jillian's has unanimously
approved the merger. In addition, shareholders owning approximately 44% of
Jillian's outstanding common stock have agreed to vote their shares in favor of
the merger.
Upon completion of the merger and related transactions, Jillian's will
be a wholly owned subsidiary of Holdings. Details of the merger and related
transactions are included in a Jillian's proxy statement, which is on file with
the Securities and Exchange Commission.
Jillian's currently wholly or partially owns, operates and manages ten
upscale billiard clubs in various locations throughout the United States.
J.W. Childs is a private investment firm based in Boston, Massachusetts.
