SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-K/A
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 24, 1998
EQUITY MARKETING, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-23346 13-3534145
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
131 S. Rodeo Drive
Beverly Hills, California 90212
(Address of Principal Executive Offices)
(310) 887-4300
(Registrant's Telephone Number)
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Item 2. Acquisition or Disposition of Assets.
On April 24, 1998, Equity Marketing, Inc. (the "Company") entered into
a Stock Purchase Agreement to acquire Corinthian Marketing, Inc., a Delaware
corporation ("Corinthian") and a Trademark Purchase Agreement with Corinthian
Marketing P.L.C., a United Kingdom company, pursuant to which the Company
acquired certain trademarks related to the business of Corinthian, including the
"Headliners" trademark, for cash consideration of approximately $8 million at
the closing and cash consideration of approximately $700,000 payable within one
year after the closing upon satisfaction of certain conditions. Corinthian
produces and distributes the Headliners brand of collectible sports figurines.
Pursuant to the Stock Purchase Agreement the Company acquired all of the issued
and outstanding shares of common stock of Corinthian from Corinthian Marketing
P.L.C., a United Kingdom company, Corinthian International Holdings, L.L.C., a
Texas limited liability company, Morrison Entertainment Group, Inc, a California
corporation, and Rowan Nominees, Ltd., a United Kingdom company (collectively,
the "Stockholders"). The acquisition was financed through the Company's existing
cash reserves. A copy of the April 27, 1998 press release announcing the
acquisition is attached as Exhibit 99.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Acquired Business. No filing was required
in connection with the acquisition described under Item 2. The acquisition was
reported under Item 2 on a voluntary basis. Accordingly, no financial statements
for Corinthian are required to be filed with this filing on Form 8-K.
(b) Pro Forma Financial Information. No filing was required in
connection with the acquisition described under Item 2. The acquisition was
reported under Item 2 on a voluntary basis. Accordingly, no pro forma financial
information reflecting the acquisition of Corinthian is required to be filed
with this filing on Form 8-K.
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(c) Exhibits.
Exhibit 2.1 Stock Purchase Agreement, dated April 24, 1998,
by and among the Company and the Stockholders of
Corinthian. Pursuant to Item 601(b)(2), the Company
hereby agrees to furnish supplementally to the
Commission a copy of any exhibits or schedules
omitted from this filing upon request.*
Exhibit 2.2 Trademark Purchase Agreement, dated April 24,
1998, by and between the Company and Corinthian
Marketing P.L.C., a United Kingdom company. Pursuant
to Item 601(b)(2), the Company hereby agrees to
furnish supplementally to the Commission a copy of
any exhibits or schedules omitted from this filing
upon request.*
Exhibit 99 Press Release dated April 27, 1998.*
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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.
July 7, 1998 EQUITY MARKETING, INC.
By: /s/ Michael J. Welch
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Michael J. Welch
Executive Vice President, Secretary,
Chief Financial Officer and Treasurer
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