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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
August 6, 1999
Date of Report (date of earliest event reported)
VIDEO CITY, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
0-14023 95-3897052
(Commission File Number) (I.R.S. Employer
Identification No.)
370 Amapola Avenue, Suite 208, Torrance, California 90501
(Address of principal executive offices) (Zip Code)
(310) 533-3900
(Registrant's telephone number, including area code)
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Item 5. Other Events.
The registrant hereby files the following description of its Common Stock.
This description is being filed on Form 8-K under the Securities Exchange Act of
1934 so that it may be incorporated by reference into other filings that the
registrant may make, including but not limited to Registration Statements under
the Securities Act of 1933 on Forms S-3 and S-8.
DESCRIPTION OF COMMON STOCK OF VIDEO CITY, INC.
Holders of our common stock are entitled to one vote for each share held of
record on all matters submitted to a vote of the stockholders. Until February
1, 2000, our common stockholders are entitled to cumulative voting rights with
respect to the election of directors. Beginning February 1, 2000, they will not
be entitled to these cumulative voting rights, and, as a result, minority
stockholders may not be able to elect directors on the basis of their votes
alone. Our common stockholders are entitled to receive ratably any dividends
declared by our board of directors out of legally available funds, after payment
of any dividends required on our outstanding preferred stock. Upon our
liquidation, dissolution or winding up, our common stockholders are entitled to
share ratably in all assets that are legally available for distribution, after
payment of or provision for all debts and liabilities and any payments with
respect to the preferred stock. Our common stockholders have no preemptive,
subscription or conversion rights, and there are no redemption or sinking fund
provisions applicable to shares of our common stock. All of the outstanding
shares of common stock are fully paid and nonassessable. The rights,
preferences and privileges of holders of our common stock are subject to the
rights of the holders of shares of our outstanding preferred stock, and may be
subject to the rights of the holders of any preferred stock we issue in the
future.
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 thereunto duly authorized.
VIDEO CITY, INC.
Date: August 6, 1999 /s/ Young J. Kim
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Young J. Kim
Senior Vice President
and General Counsel
