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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 2, 1998
(August 26, 1998)
REGAL CINEMAS, INC.
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(Exact name of registrant as specified in its charter)
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Tennessee 333-52943 62-1412720
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(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
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7132 Commercial Park Drive, Knoxville, Tennessee 37918
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (423) 922-1123
Not Applicable
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(Former name or former address, if changed since last report)
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This Current Report on Form 8-K/A amends and supersedes "Item 7.
Financial Statements, Pro Forma Financial Information and Exhibits" of the
Registrant's Current Report on Form 8-K, dated September 1, 1998.
Item 7. Financial Statements, Pro Forma Information and Exhibits.
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The following financial statements required to be filed pursuant to
Rule 3-05 of Regulation S-X and the following pro forma financial
information required to be filed pursuant to Article 11 of Regulation
S-X are hereby incorporated by reference to pages 23 through 28 and
pages B-1 through B-24 of the Registrant's Registration Statement on
Form S-4/A (File No. 333-64339) as filed with the Securities and
Exchange Commission on October 4, 1998.
(a) Financial Statements of Act III Cinemas, Inc.
Report of Deloitte & Touche LLP Independent Auditors
Report of PricewaterhouseCoopers LLP Independent Accountants
Consolidated Balance Sheets at December 31, 1996 and 1997
Consolidated Statements of Operations for the Years Ended December 31,
1995, 1996 and 1997
Consolidated Statements of Shareholders' Deficit for the Years Ended
December 31, 1995, 1996 and 1997
Consolidated Statements of Cash Flows for the Years Ended December 31,
1995, 1996 and 1997
Notes to Consolidated Financial Statements
Consolidated Balance Sheets at December 31, 1997 and June 30, 1998
(Unaudited)
Consolidated Statements of Operations for the Three Months and Six
Months Ended June 30, 1997 and 1998 (Unaudited)
Consolidated Statement of Shareholders' Deficit for the Six Months
Ended June 30, 1998 (Unaudited)
Consolidated Statements of Cash Flows for the Six Months Ended June
30, 1997 and 1998 (Unaudited)
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Notes to Consolidated Financial Statements for the Six Months Ended
June 30, 1997 and 1998 (Unaudited)
(b) Pro Forma Financial Information.
Unaudited Pro Forma Consolidated Balance Sheet at July 2, 1998
Notes to the Unaudited Pro Forma Consolidated Balance Sheet at July
2, 1998
Unaudited Pro Forma Consolidated Statements of Income for the six
months ended July 2, 1998
Unaudited Pro Forma Consolidated Statements of Income for the year
ended January 1, 1998
Notes to Unaudited Pro Forma Consolidated Statements of Income
(c) Exhibits.
2.1 Agreement and Plan of Merger, dated August 20, 1998, among
Regal Cinemas, Inc., Knoxville Acquisition Corp. and Act III
Cinemas, Inc.*
99.1 Press Release*
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*previously filed
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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 authorized.
REGAL CINEMAS, INC.
Date: December 2, 1998 By: /s/ D. Mark Monroe
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D. Mark Monroe
Vice President, Treasurer and
Acting Chief Financial Officer
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EXHIBIT INDEX
2.1 Agreement and Plan of Merger, dated August 20, 1998, among
Regal Cinemas, Inc., Knoxville Acquisition Corp. and Act III
Cinemas, Inc.*
99.1 Press Release*
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*previously filed
