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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) SEPTEMBER 29, 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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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS.
As of September 29, 2000, the Company entered into definitive agreements to
issue a total of 733,696 shares of the Company's common stock, $0.01 par value,
to investors for an aggregate purchase price of $4,250,000 in cash. The
investors that participated in the financing, the number of shares purchased and
the price per share and total purchase price are as follows:
Investor Number of Shares Per Share Price/ Total Price
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US Trust Company of New York 402,087 $5.75/ $2,312,000
Mitchell Rubenstein 125,001 $6.00/$750,006
Granite Capital, LP 86,956 $5.75/$500,000
Paul Kagan 86,956 $5.75/$500,000
Fred B. Tarter 26,087 $5.75/$150,000
Joseph Stein, Jr. 6,609 $5.75/$38,000
Mitchell Rubenstein is the Chairman and Chief Executive Officer of the
Company. The transaction was structured as a private placement to accredited
investors and the Company has agreed to register the shares for resale by the
investors. The financing was structured as a PIPEs transaction and thus most of
the investors will fund the purchase price for the shares when the Securities
and Exchange Commission declares a registration statement registering the shares
for resale by the investors effective.
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.
1. Purchase Agreement effective as of September 29, 2000 among
Hollywood.com, Inc. and the Purchasers named therein.
2. Press Release dated as of October 5, 2000.
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EXHIBIT INDEX
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Exhibit Number Description
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10.1 Purchase Agreement effective as of September 29, 2000 among
Hollywood.com, Inc. and the Purchasers named therein.
99.1 Press Release dated October 5, 2000
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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: October 4, 2000
