UNITED STATES
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) April 10, 1996
First Entertainment, Inc.
(Exact name of registrant as specified in its charter.)
Colorado 0-15435 84-0974303
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporated or organization) File No.) Identification No.)
1380 Lawrence Street, Suite 1400
Denver, Colorado 80204
(Address of principal executive offices zip code)
(303) 592-1235
(Registrant's telephone number, including area code)
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Item 1. Changes in Control of Registrant.
See Item 5
Item 2. Acquisition or Disposition of Assets.
See Item 5
Item 3. Bankruptcy or Receivership.
Not Applicable
Item 4. Changes in Registrant's Certifying Accountant
Not Applicable
Item 5. Other Events
The Registrant has acquired certain assets from Balzac, Inc.
("Balzac"), a private company which manufactures and distributes
toys, including a product line of toy balls. These assets consist
of inventory and contract rights. These rights consist of the
following: 1.Atlanta Distributorship for the Olympics; 2. Jason
Carson Employment Agreement; 3. Interest in the Joseph Gabriel
Secrets of Magic; 4. Distributor of Balzac, Inc. in Japan (Per
Mitsui Agreement); 5. The World of Balzac animated TV show,
as presently covered by the Second City Agreement; and, 6. Five
additional Balzac venues, the locations to be determined by
Balzac over the next 18 months.
In exchange for the inventory and the above-mentioned rights,
The Registrant has issued 1,100,000 shares of the Registrant's
restricted Common Stock. Further, in consideration of the
acquisition, the Registrant agreed to grant: a stock option to
Balzac to purchase 750,000 common shares of the Registrant at a
price of $11.00, exercisable for a period of five years
from the date of grant; and, a stock option to Balzac to
purchase 750,000 common shares of the Registrant at a
price of $19.00, exercisable for a period of five years from the
date of the grant. In addition, the Registrant and Balzac agreed
to negotiate additional stock options for Balzac to purchase
750,000 common shares of the Registrant at a price of
$28.00 and to purchase 750,000 common shares of the
Registrant at a price of $38.00, at such time and upon such terms
and conditions as the parties may mutually agree. Registrant
agreed that it will not enter into any agreement, including but
not limited to the dilution of its common shares, or any other
action that may materially affect the common shares of the
Registrant without first odtaining the written consent of Balzac,
which consent shall not be unreasonable withheld. If and whenever
additional common shares shall be issued by the Registrant, then
the number of common shares subject to the options herein shall
be proportionately adjusted so that Balzac's relative position in
the Registrant will not be diluted. finally, as a part of this
Agreement, Balzac shall have the right to name two persons to the
Registrant's Board of Directors as long as Balzac owns any common
shares in the Registrant.
In addition, the Company acquired an exclusive license
agreement for the sale of Balzac products in Australia for
$800,000. The $800,000 is payable over five years based upon a
formula of 60% of net profits from the sale of Balzac products.
Item 6. Resignation of Registant's Directors.
As a part of the Agreement discussed herein, Mr Harvey Rosenburg
has tendered his resignation from the Board of Directors. A copy
of his resignation is attached hereto. As of the date of this
filing, the vacancy has not been filled. Further, Balzac has not
named any Director to the Registrant's Board of Directors.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Not Applicable
Item 8. Change in Fiscal Year.
Not Applicable
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 autorized.
FIRST ENTERTAINMENT, INC.
By:A.B. Goldberg
------------------
A.B. Goldberg
President
Dated: April 12, 1996
