<PAGE>
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 24, 1997
CINERGI PICTURES ENTERTAINMENT INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-23958 95-4247952
(State or other (Commission (I.R.S. Employer
jurisdiction of Incorporation) File Number) Identification No.)
2308 BROADWAY, SANTA MONICA, CA 90404
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (310) 315-6000
N/A
(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS
On June 24, 1997, Cinergi Pictures Entertainment Inc. (the "Company")
announced that (i) it has instructed the Company's financial advisor, Jefferson
Capital Group, Ltd., to solicit cash bids from qualified buyers for the purchase
of the Company's slate of approximately twenty wholly-owned development
projects, (ii) it has received an initial bid for the development projects from
Andrew G. Vajna, Chairman of the Board of Directors and Chief Executive Officer
of the Company, (iii) it is in discussions with Twentieth Century Fox regarding
the sale to Twentieth Century Fox of the Company's rights in the film DIE HARD
WITH A VENGEANCE, and (iv) it has commenced negotiations, through a Special
Committee of the Company's Board of Directors, with Mr. Vajna with respect to a
potential merger with an entity controlled by Mr. Vajna that would occur after
the sale of substantially all of the assets of the Company. Additional
information regarding such announcement is contained in the press release filed
herewith as Exhibit 99.1 which is incorporated herein by this reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
The Exhibits listed below are filed as part of this Report.
Exhibit No. Description of Exhibit
----------- ----------------------
99.1 Press Release issued on June 24, 1997.
-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.
CINERGI PICTURES ENTERTAINMENT INC.
Date: June 24, 1997 By: /s/ Warren Braverman
------------------------------------------
Name: Warren Braverman
Title: Chief Operating Officer, Chief
Financial Officer and Executive
Vice President
-3-
<PAGE>
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION OF EXHIBIT
99.1 Press Release issued on June 24, 1997.
-4-
<PAGE>
[LETTERHEAD]
FOR IMMEDIATE RELEASE
CINERGI PICTURES ENTERTAINMENT TO SOLICIT BIDS
FOR COMPANY'S DEVELOPMENT PROJECTS
- REPORTS ON STATUS OF OTHER DISCUSSIONS AND NEGOTIATIONS -
Santa Monica, CA, (June 24, 1997) -- Cinergi Pictures Entertainment Inc.
(Nasdaq: CINE)(the "Company") announced today that it has instructed the
Company's financial advisor, Jefferson Capital Group Ltd., to solicit cash bids
from qualified buyers for the purchase of the Company's slate of approximately
twenty wholly-owned development projects. The Company has received an initial
bid for the development projects of $4,750,000 (plus the reimbursement of
certain of the Company's costs related to such projects) from Andrew G. Vajna,
Chairman of the Board of Directors and Chief Executive Officer of the Company.
Additional qualified bids will be required to be at least fifteen percent higher
than the initial bid. The Company previously announced that it does not
presently intend to commence production on any additional motion pictures and
that it has entered into an agreement to sell to Walt Disney Pictures and
Television substantially all of the films in the Company's motion picture
library and certain other assets (the "Film Library Sale"). Disney is in the
process of completing its due diligence with respect to such transaction. Any
sale of the development projects will be subject, among other things, to
consummation of the Film Library Sale, which is also subject to various
conditions including approval of the Company's stockholders. Not included in the
slate of development projects for which bids are being solicited are
approximately twenty development projects funded by the Company under its
"first-look" arrangement with Oliver Stone and certain of his affiliated
entities. In the event any of these projects are produced by Stone, Stone must
reimburse the related actual costs (plus interest) of the Company and Disney
(which funded the first-look arrangement with Stone through February 1997).
-more-
<PAGE>
CINERGI PICTURES ENTERTAINMENT, 6/24/97 PAGE 2
In addition to the solicitation of bids with respect to the development
projects, the Company is also in discussions with Twentieth Century Fox
regarding the sale to Fox of the Company's rights in DIE HARD WITH A
VENGEANCE. The Company owns DIE HARD WITH A VENGEANCE with Twentieth Century
Fox which controls the sequel rights to the film. The Company is entitled to
significant overages from Fox with respect to those territories and media
(including the United States, Canada and Japan) for which Fox controls
distribution rights. As part of any sale to Fox of the Company's DIE HARD
WITH A VENGEANCE rights, the Company will relinquish the right to receive
such overages.
Twentieth Century Fox would receive the Company's rights in DIE HARD WITH A
VENGEANCE subject to the terms of the Company's existing exploitation
agreements relating to such rights, including the Company's agreements with
Disney. The Company, which controls distribution rights to the film in
certain international territories, has previously granted Disney distribution
rights to the film in a portion of those international territories. The
Company has agreed, upon consummation of the Film Library Sale, to relinquish
overages payable by Disney after January 1, 1997 with respect thereto.
However, the Company would still be entitled to receive any overages under
its existing exploitation agreements which relate to DIE HARD WITH A
VENGEANCE and are with parties other than Disney and Fox.
In addition, the Company, through a Special Committee of its Board of Directors,
has commenced negotiations with Mr. Vajna with respect to the terms of a merger
that would follow the Film Library Sale and the sale of all or a portion of the
Company's other assets (including the Company's rights with respect to DIE HARD
WITH A VENGEANCE). The Company anticipates that at the time of such a merger,
assuming consummation of the Film Library Sale and the sale of the Company's
rights with respect to DIE HARD WITH A VENGEANCE, the Company's assets would
consist primarily of cash (and the development projects in the event Mr. Vajna
were to be the
-more-
[LOGO]
<PAGE>
CINERGI PICTURES ENTERTAINMENT, 6/24/97 PAGE 3
prevailing bidder for the development projects). Although a merger agreement
with Mr. Vajna has not been entered into, the Company anticipates that any such
agreement would provide for, among other things, the merger of the Company with
an entity controlled by Mr. Vajna, the receipt by the Company's stockholders of
cash in exchange for their stock in the Company and the cancellation of Mr.
Vajna's employment agreement with the Company, effective upon consummation of
the merger, in exchange for a portion of the compensation otherwise payable
under the employment agreement through its term (which ends December 31, 1998).
Immediately following such a merger, the Company would be privately-held by Mr.
Vajna and have no significant operating assets.
This press release includes forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements may consist of
any statement other than a recitation of historical fact and can be identified
by the use of forward-looking terminology such as "may," "expect" or
"anticipate" or other variations thereon or comparable terminology. All
forward-looking statements are necessarily speculative and involve risks and
uncertainties. Certain factors may cause actual events to differ materially from
those referred to in the forward-looking statements. No assurance can be given
that the Film Library Sale or any sales of the Company's other assets will be
consummated, that an agreement with Twentieth Century Fox or a merger agreement
with Mr. Vajna will be entered into (or entered into on any terms indicated
herein), or that if any such agreement is executed, that it will necessarily be
consummated. The Company anticipates that any merger agreement with Mr. Vajna
will be subject to, among other things, consummation of the Film Library Sale,
the sale of all or a significant portion of the Company's other assets, and
receipt of all applicable approvals, including approval of the Company's
stockholders. Even if the Special Committee and Mr. Vajna are able to agree to
the terms of such a merger, the Company does not anticipate that the merger
would be consummated until at least the late third quarter or fourth quarter of
1997, and
-more-
[LOGO]
<PAGE>
CINERGI PICTURES ENTERTAINMENT, 6/24/97 PAGE 4
could be delayed beyond such time as a result of a variety of factors including
the time required to obtain all necessary approvals. In addition to the
foregoing, the Company and its operations are also subject to the risks and
uncertainties described in the Company's reports filed from time to time with
the Securities and Exchange Commission. The Company does not have a policy of
updating or revising forward-looking statements and it should not be assumed
that silence by management of the Company over time means that actual events are
bearing out as anticipated in such forward-looking statements.
The Company was formed in 1989 as an independent producer and distributer of
motion pictures which are distributed in all domestic and international
theatrical and ancillary markets, including home video, cable and broadcast
television.
# # #
[LOGO]
