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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities and Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
April 2, 1998
FAMILY GOLF CENTERS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-25098 11-3223246
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) No.)
225 Broadhollow Road
Melville, New York 11747
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(Address of principal executive offices)
Registrant's Telephone Number, including
area code: (516) 694-1666
Not Applicable
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(Former Address, if changed since last report)
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Item 5. Other Events.
On April 2, 1998, Family Golf Centers, Inc. (the "Company") entered
into a definitive merger agreement pursuant to which Eagle Quest Golf Centers,
Inc. ("Eagle Quest") will become a wholly-owned subsidiary of the Company.
Privately-held Eagle Quest is the second largest owner, operator and manager
of golf driving ranges in North America, with 18 golf centers currently owned
and managed in the United States and Canada. Eagle Quest has signed letters of
intent to acquire eight additional golf centers. Pursuant to the terms of the
merger agreement, at the effective date of the merger, the Company will issue
approximately 1,152,860 shares of the Company's common stock, par value $.01
per share ("Common Stock"), for all the outstanding shares, options and
warrants of Eagle Quest. The transaction, which will be accounted for as a
pooling of interest, is expected to close early in the third quarter of 1998.
The transaction is subject to a number of conditions including Eagle
Quest shareholder approval, obtaining judicial approval under Canadian law, SEC
review of the pooling of interest accounting treatment, approval under the
Hart-Scott-Rodino Act, further due diligence and other customary terms.
In addition, the Company declared a 3-for-2 stock split on its Common
Stock to be paid as a 50 percent stock dividend on May 4, 1998 to shareholders
of record as of April 20, 1998.
The number of shares issued to Eagle Quest were calculated on a
pre-split basis.
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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.
April 6, 1997.
FAMILY GOLF CENTERS, INC.
By:/s/ Pamela S. Charles
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Pamela S. Charles,
Vice President and Secretary
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