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) June 17, 1999
-------------
HOLLYWOOD ENTERTAINMENT CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Oregon 0-21824 93-0981138
- ------------------------------- ----------- -------------------
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File No.) Identification No.)
9275 SW Peyton Lane, Wilsonville, Oregon 97070
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(503) 570-1600
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
No Change
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
<PAGE>
Item 5. Other Events
On June 17, 1999 Hollywood Entertainment Corporation (the "Company")
announced that it had entered into an agreement to sell $50 million aggregate
principal amount of 10-5/8% senior subordinated notes. The Company's press
release is attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
99.1 Press release dated June 17, 1999.
2
<PAGE>
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 hereunto duly authorized.
Dated: June 18, 1999
HOLLYWOOD ENTERTAINMENT CORPORATION
By DONALD J. EKMAN
--------------------------------------
Donald J. Ekman, Senior Vice President
and General Counsel
3
<PAGE>
EXHIBIT INDEX
Exhibit Description
- ------- -----------
99.1 Press release dated June 17, 1999.
FOR IMMEDIATE RELEASE: Contact: David G. Martin
Executive Vice President and
Chief Financial Officer
Hollywood Entertainment
Corporation
(503) 570-1600
HOLLYWOOD ENTERTAINMENT CORPORATION
TO SELL $50 MILLION OF 10-5/8% SENIOR SUBORDINATED NOTES
IN A RULE 144A OFFERING
Portland, Ore., June 17 /PRNewswire/ -- Hollywood Entertainment Corporation
(Nasdaq: HLYW) announced today that it has entered into an agreement to sell $50
million aggregate principal amount of 10-5/8% Senior Subordinated Notes due 2004
(the "Notes") in a private placement pursuant to Rule 144A under the Securities
Act of 1933, as amended (the "Securities Act"). The Notes are in addition to and
substantially identical to $200 million of Senior Subordinated Notes the Company
issued in August 1997. The Company intends to use the net proceeds from the sale
of the Notes to repay amounts outstanding under the Company's revolving credit
facility.
The Notes will not be registered under the Securities Act and may not be
offered or sold in the United States absent registration under the Securities
Act or an applicable exemption from the registration requirements. This news
release is not an offer to sell or the solicitation of an offer to buy the
Notes.
Hollywood Entertainment owns and operates 1,322 video retail superstores in
43 states as of March 31, 1999 under the name Hollywood Video and is the second
largest video retailer in the United States. The Company also owns Reel.com, the
leading video store on the Internet.
