SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 22, 2000
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HOLLYWOOD.COM, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
FLORIDA 0-22908 65-0385686
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(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
2255 GLADES ROAD, SUITE 237 WEST, BOCA RATON, FLORIDA 33431
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (561) 998-8000
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26141.0003
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS.
On August 22, 2000, the Company issued an aggregate of 358,423 shares of the
Company's common stock, $0.01 par value, to two investors at $8.37 per share for
a total purchase price of $3,000,000 in cash. The investors also received
warrants to acquire an aggregate of 60,000 shares of common stock at a price of
$10.00 per share. If the investors hold at least seventy-five percent of the
shares of common stock issued to them in the transaction on the six-month
anniversary of the effective date of a registration statement in respect of the
shares, the exercise price of the warrants will be decreased to $8.84. The
Company may issue additional shares of common stock to the investors from time
to time on the terms set forth in the Warrants attached hereto as Exhibits 10.3
and 10.4.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
10.1 Common Stock Investment Agreement dated as of August 22, 2000
among the Company, Elliott Associates, L.P. and Westgate
International, L.P.
10.2 Registration Rights Agreement dated August 22, 2000 among the
Company, Elliott Associates, L.P. and Westgate International,
L.P.
10.3 Common Stock Adjustment Warrant dated August 22, 2000 between
the Company and Elliott Associates, L.P.
10.4 Common Stock Adjustment Warrant dated August 22, 2000 between
the Company and Westgate International, L.P.
10.5 Common Stock Purchase Warrant dated August 22, 2000 between
the Company and Elliott Associates, L.P.
10.6 Common Stock Purchase Warrant dated August 22, 2000 between
the Company and Westgate International, L.P.
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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.
HOLLYWOOD.COM, INC.
By: /s/ W. Robert Shearer
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W. Robert Shearer
Senior Vice President
And General Counsel
Date: August 29, 2000
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EXHIBIT INDEX
Exhibit Number Description
10.1 Common Stock Investment Agreement dated as of August 22, 2000
among the Company, Elliott Associates, L.P. and Westgate
International, L.P.
10.2 Registration Rights Agreement dated August 22, 2000 among the
Company, Elliott Associates, L.P. and Westgate International,
L.P.
10.3 Common Stock Adjustment Warrant dated August 22, 2000 between
the Company and Elliott Associates, L.P.
10.4 Common Stock Adjustment Warrant dated August 22, 2000 between
the Company and Westgate International, L.P.
10.5 Common Stock Purchase Warrant dated August 22, 2000 between
the Company and Elliott Associates, L.P.
10.6 Common Stock Purchase Warrant dated August 22, 2000 between
the Company and Westgate International, L.P.
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