UNITED STAES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
------------
Rentrak Corporation
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
760174-2
- --------------------------------------------------------------------------------
(CUSIP Number)
John M. McGuigan
(530)224-5560
1200 Union Bank of California Tower
707 S.W. Washington Street
Portland, OR 97205
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 23, 1998
- --------------------------------------------------------------------------------
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement of Schedule 13G to report
the acquisition which is the subject of the Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The remainder of this cover page shall be filed out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
<PAGE>
CUSIP No. 760174-2 13D
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Culture Convenience Club
None
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
N/A
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
N/A
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
N/A
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Japan
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 390,000
BENEFICIALLY --------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING --------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 390,000
--------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
390,000
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
N/A
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.61%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Schedule 13D
Item 1. Security and Issuer
This Statement on Schedule 13D relates to the common stock,
$.001 par value per share (the "Common Stock"), of Rentrak Corporation, an
Oregon corporation (the "Issuer"). The Issuer's principal executive offices are
located at 7700 N.E. Ambassador Place, Portland, Oregon 97220.
Item 2. Identity and Background
Name of Reporting Person: Culture Convenience Club Co., Ltd.
Place of Organization: Japan
Principal Business: Franchising and operation of video cassette rental outlets.
Address of Principal Business: 1-4-70 Shiromi, 16th Floor
Chuo-ku, Osaka 540 JAPAN
Involvement in Certain Legal Proceedings (Items 2(d) and 2(e)):
Neither CCC nor, to the best of its knowledge, any of the
persons listed in Exhibit A has, during the last five years, (i) been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors)
or (ii) been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction, the result of which was or is to subject CCC or any
person listed in Exhibit A to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
The name, business address, principal occupation and
citizenship of each executive officer, director and controlling person of the
reporting person are contained in Attachment A.
Item 3. Source and Amount of Funds or Other Consideration
CCC has been a shareholder of the Issuer since approximately
1989. CCC is selling 614,000 shares of the Common Stock of the Issuer to Rentrak
Japan, K.K., a Japanese corporation ("Rentrak Japan"). Rentrak Japan is
obtaining the funds to purchase CCC's shares of the Issuer's Common Stock
through bank loans with Sakura Bank and Industrial Bank of Japan.
Item 4. Purpose of Transaction
CCC and Rentrak Japan are affiliated corporations. In order to
further focus on each affiliated corporation's core business activities, CCC is
transferring its shares of the Issuer to Rentrak Japan. CCC intends to transfer
to Rentrak Japan or other affiliates the remainder of its Common Stock of the
Issuer in the future. CCC and its affiliates have no current plan to purchase
any significant number of additional shares of the Issuer's Common Stock, to
sell any significant number of shares, or to take or cause any other
extraordinary corporate transaction involving the Issuer.
Item 5. Interest in Securities of the Issuer
(a) CCC now owns 390,000 shares of the common stock of Rentrak
Corporation, which, to CCC's knowledge, currently represents approximately 3.61
percent of the issued and outstanding shares of the Common Stock of the Issuer.
(b) See Cover Page Lines 7-10.
(c) n/a
(d) n/a
(e) February 23, 1998
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
No change.
Item 7. Material to be Filed as Exhibits
No change.
<PAGE>
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
CULTURE CONVENIENCE CLUB CO., LTD.
/s/Muneaki Masuda March 5, 1998
- ------------------------- ---------------------------
Muneaki Masuda, President Date
<PAGE>
ATTACHMENT A
Amendment to Schedule 13D
Culture Convenience Club Co., Ltd.
List of Directors, Executive Officers and Controlling Persons
-------------------------------------------------------------
RESIDENCE/
NAME ADDRESS TITLE CITIZENSHIP
- ---- ------- ----- -----------
So-Tsu Co., Ltd. * 11.32% Shareholder Japan
Muneaki Masuda * Chairman Japan
Representative Director
69.28% Shareholder
Kazuaki Terao * President Japan
Representative Director
Shin'ichi Murai * Managing Director Japan
Business Development Manager
Yoshinori Ogida * Managing Director Japan
International Division Manager
Tatsuo Yamasaki * Director Japan
Human Resources and
Administration Division Manger
Satoru Fujita * Director Japan
Finance Department Manager
Toshihiro Hada * Director Japan
Developmental Sales Manager
Takashi Ueshima * Director Japan
Operations Department Manager
Hiroki Tonomura * Director Japan
Product Department Manager
Kenji Kawaida * Director Japan
Retail Department Manager
Fumi Masuda * Director Japan
Owner's Club
Toshizo Sasaki * Director Japan
Yasushi Ito * Director Japan
Masanori Hiramoto * Director Japan
Kazuki Watanabe * Auditing Director Japan
Masaaki Isogawa * Auditing Director Japan
Shin'ichi Tazuki * Auditing Director Japan
* Culture Convenience Club Co., Ltd.
Sumitomo OBP Plaza Bldg.
1-4-70 Shiromi
Chuo-ku, Osaka 540
JAPAN
