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 ): August 27, 1996
ALLIANCE ENTERTAINMENT CORP.
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(Exact name of registrant as specified in its charter)
Delaware 1-13054 13-3645913
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
110 East 59th Street, New York, New York 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(212) 935-6662
Exhibit index on page 4.
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Item 5. Other Events
On August 27, 1996, Alliance Entertainment Corp. (the "Company") consummated its
previously announced acquisition of Red Ant L.L.C., a Delaware limited liability
company pursuant to the Stock Acquisition and Merger Agreement (the "Agreement")
among Alvin N. Teller ("Teller"), Wasserstein & Co., Inc. ("WCI"), the Company
and other parties thereto. The Company acquired all the outstanding units of,
Red Ant L.L.C. from WCI and Teller in exchange for (i) 760,823 shares of the
Company's common stock (the "Common Stock") issued to Teller and 5,957,928
shares of common stock issued to WCI and its affiliates and (ii) the right for
each of Teller and WCI and its affiliates to receive additional shares of Common
Stock contingent upon the market price of the Common Stock achieving defined
target prices or certain specified events. Pursuant to the Agreement, Teller
became Co-Chairman, President and Chief Executive Officer of the Company and all
of its subsidiaries.
In connection with consummation of the transactions pursuant to the
Agreement, Messrs. Friedman, Goldin, Kaufmann and Rothschild resigned as members
of the Board of Directors of the Company, and the following persons were
appointed as members of the Board: Mr. Teller, W. Towsend Ziebold, Randy
Weisenberger (Messrs. Ziebold and Weisenberger were appointed as designees of
WCI) and David Brant (Mr. Brant is a designee of BT Capital Partners L.P.).
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99 Press Release dated August 27, 1996
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SIGNATURE
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.
ALLIANCE ENTERTAINMENT CORP.
By: /s/ Timothy Dahltorp
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Name: Timothy Dahltorp
Title: Executive Vice President,
Chief Financial Officer and
Treasurer
Date: August 27, 1996
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<PAGE>
EXHIBIT INDEX
Exhibit 99 Press Release dated August 27, 1996.
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STERN & CO.
MEDIA COMMUNICATIONS - INVESTOR RELATIONS
215 Park Avenue South, New York, NY 10003
Tel: (212) 777-7722 Fax: (212) 777-9025
World Wide Web: http://sternco.com.sternco.html
FOR ALLIANCE ENTERTAINMENT: FOR IMMEDIATE RELEASE
ALLIANCE ENTERTAINMENT ACQUIRES RED ANT
AL TELLER BECOMES CO-CHAIRMAN, PRESIDENT AND CEO
NEW YORK, NY, August 28, 1996, Alliance Entertainment Corp. (NYSE: CDS),
said today that it completed the previously announced acquisition of Red Ant
Entertainment from its principals, Wasserstein Perella and Al Teller. Mr. Teller
has become Alliance's co-chairman, president and chief executive officer.
Red Ant Entertainment is a Los Angeles-based record label currently building a
roster of alternative, urban contemporary and country artists.
Alliance Entertainment Corp., is engaged in the distribution of music and music
related products and the acquisition and exploitation of entertainment
properties through acquisition, license, management agreement or otherwise.
Contact for Alliance Entertainment: Richard Stern
Stern & Co.
(212) 777-7722
Contact for Red Ant Entertainment: Hayley Sumner
Dan Klores Associates, Inc
(212) 685-4300
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