MATTHEWS STUDIO EQUIPMENT GROUP
8-K, 2000-04-19
EQUIPMENT RENTAL & LEASING, NEC
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<PAGE>

                                 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 6, 2000





                        MATTHEWS STUDIO EQUIPMENT GROUP
                      -------------------------------------
              (Exact name of registrant as specified in its charter)


                                  California
                ----------------------------------------------
                (State or other jurisdiction of incorporation)

<TABLE>
<CAPTION>

                    <S>                                     <C>
                     0-18102                                 95-1447751
         -----------------------------------------------------------------------------
         (Commission file number)              (I.R.S. Employer Identification Number)


               3111 North Kenwood Street, Burbank, CA                   91505
            -----------------------------------------------------------------
              (Address of principal executive office)              (Zip Code)


                                    (818) 525-5200
                 ----------------------------------------------------
                 (Registrant's telephone number, including area code)



                                          N/A
    ----------------------------------------------------------------------------------
    (Former name, former address and former fiscal year, if changed since last report)
</TABLE>
<PAGE>

Item 3.    Bankruptcy or Receivership.
           --------------------------

On April 6, 2000, Matthews Studio Equipment Group ("Matthews") and its
                                                    --------
subsidiaries filed a voluntary petition for reorganization under Chapter 11 of
the U.S. Bankruptcy Code.  The filing was made in the U.S. Bankruptcy Court in
the San Fernando Valley division of the Central District of California.  The
case number assigned to Matthews is SV 00-13471 KL.

Matthews remains in possession of its assets and properties, and its business
and affairs will continue to be managed by Matthews' directors and officers,
subject in each case to the supervision of the Bankruptcy Court.

A copy of Matthews' press release regarding its Chapter 11 filing is attached as
an exhibit.


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<PAGE>

(2)(c) Exhibits


                       EXHIBIT INDEX

Exhibit                Document Description
- -------                --------------------

99.9                   Press Release Regarding the Chapter 11 Filing by
                       Matthews Studio Equipment Group and Its Subsidiaries.








                                      -3-
<PAGE>

                                  SIGNATURES


Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.


                                     MATTHEWS STUDIO EQUIPMENT GROUP
                                              (Registrant)




Date:  April 19, 2000                By: /s/ Carlos D. DeMattos
                                        --------------------------------------
                                             Carlos D. DeMattos
                                             Chairman and Chief Executive
                                             Officer



                                      -4-

<PAGE>

                                  EXHIBIT 99.9


For release: Friday April 7, 6:00 am Eastern Time

Company Press Release

Matthews Studio Group to Restructure Under Chapter 11

Burbank, Ca., April 7 - Matthews Studio Equipment Group. (Nasdaq: MATT - news),
an international single-source provider of professional equipment to the
entertainment industry today announced that it has filed a voluntary petition
for reorganization under Chapter 11 of the U.S. Bankruptcy Code. Matthews and
its subsidiaries were included in the filings. The filings were made in the U.S.
Bankruptcy Court in the San Fernando Valley division of the Central District of
California.

Matthews has retained the services of Klee, Tuchin, Bogdanoff & Stern, LLP to
represent the Company as reorganization counsel. The Company's outside corporate
counsel, Whitman Breed Abbot & Morgan, LLP will continue to represent the
company.

In addition, Matthews has hired Crossroads, LLC as an advisor to validate the
new business plan, operational improvements and any restructuring of the
company's debt and other liabilities. Crossroads, based in Newport Beach, CA, is
a national turnaround management firm that assists middle market and Fortune 100
companies to improve corporate value with interim management, financial
advisory, operational improvement, and information technology services.

Carlos D. DeMattos, Chairman and Chief Executive Officer, stated, "Matthews
Studio Group has strong cash flow performance. We have spent the past several
months attempting to come up with a proposal that would address the Company's
challenges outside of a court proceeding. Ultimately, the time required to
complete a restructuring transaction and the uncertain cost of closing
unprofitable locations were too great to overcome."

"While unfortunate, this proceeding will bring order to a disorderly process. It
should have little or no impact on our customers, our vendors, or our employees.
We intend to continue to compete vigorously in all of our markets and to work
diligently to meet the needs of our customers."

Mr. DeMattos continued, "Our personal goal is to emerge from reorganization as
quickly as possible with a stronger, more efficient and profitable company."

Certain of Matthews' subsidiaries were included in the filings as a result of
last minute demands by the Company's lenders to which the Company was forced to
accede.

Matthews Studio Group supplies traditional lighting, grip, transportation,
generators, camera equipment, professional video and audio equipment, automated
lighting and complete theatrical equipment and supplies to entertainment
producers through its worldwide distribution network.
<PAGE>

This press release includes certain forward-looking statements in reliance on
the "safe harbor" provisions of The Private Securities Litigation Reform Act of
1995. Any such forward-looking statements are subject to a number of risks and
uncertainties, including but not limited to the factors identified below. Actual
results may differ materially from those anticipated in any such forward-looking
statements.

The Company's liquidity, capital resources, and results of operations may be
affected from time to time by a number of factors and risks, including, but not
limited to, the factors described in the Company's filings with the Securities
and Exchange Commission; the ability of the Company to: arrange DIP financing;
operate successfully under a Chapter 11 proceeding; obtain shipments and
negotiate terms with vendors and service providers for current orders; fund and
execute a new operating plan for the Company; attract and retain key executives
and associates; meet competitive pressures which may affect the nature and
viability of the Company's business strategy; generate cash flow; attract and
retain customers; manage its business notwithstanding potential adverse
publicity.

Contact:

Matthews Studio Group (818) 525-5200
Carlos DeMattos, Anil Sharma


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