-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D/RIk4QGAglMz0tHrSVXNZu3ZgAKn2d3FHHaAosUvchq98ZCUVUIPQ6NetaGcc8a scd+PVetlTcf+Ow1wRFqGQ== 0000950130-02-007907.txt : 20021114 0000950130-02-007907.hdr.sgml : 20021114 20021114111831 ACCESSION NUMBER: 0000950130-02-007907 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021113 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FOX ENTERTAINMENT GROUP INC CENTRAL INDEX KEY: 0001068002 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812] IRS NUMBER: 954066193 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14595 FILM NUMBER: 02822656 BUSINESS ADDRESS: STREET 1: 1211 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2128527000 MAIL ADDRESS: STREET 1: 1211 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 8-K 1 d8k.txt FORM 8-K UNITED STATES 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): November 13, 2002 FOX ENTERTAINMENT GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 1-14595 95-4066193 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification Number) Incorporation) 1211 Avenue of the Americas New York, New York 10036 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 852-7111 (Former name or former address, if changed since last report) Not applicable FOX ENTERTAINMENT GROUP, INC. Item 5 - Other Events On November 13, 2002, Fox Entertainment Group, Inc. ("FEG") announced the pricing of its public offering of 50,000,000 shares of its Class A Common Stock. A copy of the press release issued by FEG announcing the pricing of the shelf offering is attached as Exhibit 99.1 to this Report and is incorporated herein by reference. Item 7 - Financial Statements and Exhibits (c) Exhibits Exhibit Document ------- -------- 99.1 Press Release dated November 13, 2002. - 2 - 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. FOX ENTERTAINMENT GROUP, INC. By: /s/ Lawrence A. Jacobs ------------------------------- Lawrence A. Jacobs Secretary Dated: November 13, 2002 - 3 - EXHIBIT INDEX ------------- 99.1 Press Release dated November 13, 2002. - 4 - EX-99.1 3 dex991.txt PRESS RELEASE Exhibit 99.1 [Fox Logo Appears here] FOX ENTERTAINMENT GROUP - ------------------------------------------------------------------------------- N E W S R E L E A S E - ------------------------------------------------------------------------------- For Immediate Release Contact: Andrew Butcher 212 852 7070 Fox Entertainment Group Prices Public Offering Of 50 Million Shares Of Class A Common Stock - ------------------------------ New York, NY, November 13, 2002 - Fox Entertainment Group, Inc. (NYSE: FOX) today announced that it has priced its public offering of 50 million shares of its Class A Common Stock which will result in approximately $1.2 billion of net proceeds to the Company. The shares are being offered under the Company's shelf registration statement that was declared effective by the Securities and Exchange Commission on May 3, 2002. The offering is being underwritten by Goldman Sachs & Co. as the sole bookrunning manager of the offering, with Merrill Lynch acting as co-manager. Fox Entertainment Group intends to use the net proceeds for the repayment of indebtedness to News Corporation. Upon completion of this offering, News Corporation's equity ownership in Fox Entertainment Group will be reduced from approximately 85.3 percent to approximately 80.6 percent. Copies of the registration statement and the Company's other SEC filings are available at http://www.sec.gov ------------------ The registration statement relating to these securities has been filed with the Securities and Exchange Commission and has been declared effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities law of any such state. Fox Entertainment Group, Inc. (NYSE: FOX) is principally engaged in the development, production and worldwide distribution of feature films and television programs, television broadcasting and cable network programming. Fox had total assets as of June 30, 2002 of approximately US$23 billion and total annual revenues of approximately US$10 billion. The Company's studios, production facilities and film and television library provide high-quality creative content, and the Company's broadcasting and cable networks provide extensive distribution platforms for the Company's programs. - ------------------------------------------------------------------------------- 1211 AVENUE OF THE AMERICAS NEW YORK, NEW YORK 10036 fox.com -----END PRIVACY-ENHANCED MESSAGE-----