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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
Date of report (Date of earliest event reported): January 8, 2001
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TRANSMEDIA NETWORK INC.
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(Exact Name of Registrant Specified in Charter)
Delaware 001-13806 84-6028875
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(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification No.)
Incorporation)
11900 Biscayne Boulevard
North Miami, Florida 33181
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (305) 892-3300
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On December 29, 2000, Transmedia Network Inc., a Delaware corporation (the
"Registrant"), entered into a Payment and Termination of Exclusivity Agreement
(the "Agreement") with SignatureCard, Inc. ("SignatureCard"), a subsidiary of GE
Financial Assurance, Inc. ("GEFA"), pursuant to which (1) the Registrant paid to
GEFA $3.8 million, (2) terminated the exclusive right of SignatureCard to market
the Registrant's dining awards program to the airlines, (3) terminated the
twelve and a half-year marketing and revenue sharing arrangement between
SignatureCard and the Registrant, (4) terminated certain contingent purchase
price obligations associated with the acquisition of Dining a la Card from
SignatureCard in 1999, (5) the number of options issued to SignatureCard in
connection with the acquisition of Dining a la Card was reduced from 400,000
shares of common stock of the Registrant to 240,000 shares of common stock, (6)
the right of SignatureCard to put 400,000 shares of common stock of the
Registrant at $8.00 per share to the Registrant (the "Put Right") was amended to
require exercise of the Put Right by the earlier of (i) the date on which
meetings with certain enumerated airlines in the Agreement have occurred and
(ii) January 31, 2001, and (7) the Registrant agreed to assume certain
liabilities related to the purchase of airline miles with respect to a certain
airline no later than January 31, 2001.
On January 8, 2001, Transmedia Network Inc. issued the following press
release attached hereto as Exhibit 99.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99 Press release dated January 8, 2001.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
TRANSMEDIA NETWORK INC.
By: /s/ Stephen E. Lerch
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Stephen E. Lerch
Executive Vice President and Chief Financial Officer
Dated: January 8, 2001
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EXHIBIT INDEX
Exhibit
Number Description
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99 Press Release dated January 8, 2001
