8-K (2014.5.2)

0001297401-14-000015.txt : 20140506 0001297401-14-000015.hdr.sgml : 20140506 20140506160958 ACCESSION NUMBER: 0001297401-14-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140502 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140506 DATE AS OF CHANGE: 20140506 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DreamWorks Animation SKG, Inc. CENTRAL INDEX KEY: 0001297401 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812] IRS NUMBER: 680589190 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32337 FILM NUMBER: 14817157 BUSINESS ADDRESS: STREET 1: GRANDVIEW BUILDING STREET 2: 1000 FLOWER STREET CITY: GLENDALE STATE: CA ZIP: 91201 BUSINESS PHONE: (818) 695-5000 MAIL ADDRESS: STREET 1: GRANDVIEW BUILDING STREET 2: 1000 FLOWER STREET CITY: GLENDALE STATE: CA ZIP: 91201 FORMER COMPANY: FORMER CONFORMED NAME: DreamWorks Animation, Inc. DATE OF NAME CHANGE: 20040715 8-K 1 a8-k201452.htm FORM 8-K 8-K (2014.5.2)

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): May 2, 2014

___________________________

DreamWorks Animation SKG, Inc.

(Exact name of registrant as specified in its charter)

___________________________




Delaware	001-32337	68-0589190
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1000 Flower Street, Glendale, California		91201
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (818) 695-5000

___________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


ITEM 1.02.	Termination of a Material Definitive Agreement.

On May 5, 2014, DreamWorks Animation SKG, Inc. (the “Company”) received a letter from M&JK Dream, LLC (“Lessor”) terminating the Amended and Restated Non-Exclusive Aircraft Sublease Agreement dated April 22, 2009 (the “Sublease”) by and between the Lessor and the Company, effective as of May 10, 2014. Lessor is controlled by Jeffrey Katzenberg, the Company’s Chief Executive Officer.

The Sublease provided for the Company’s use of an aircraft leased by the Lessor from another entity that was previously controlled by Mr. Katzenberg and Steven Spielberg, who beneficially owns more than 5% of the Company’s outstanding Class A Common Stock. Under the Sublease, the Company paid all aircraft operating expenses on Mr. Katzenberg’s Company-related flights. In addition, in the event that Mr. Katzenberg used the aircraft for Company-related travel more than an agreed-upon number of hours during a 12-month period, the Company was obligated to pay the Lessor a specified hourly rate, less the fuel expense and flight attendant costs for those flight hours.

A copy of the termination letter received from the Lessor is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. Financial Statements and Exhibits.



(d)		Exhibits:

Exhibit No.		Description
99.1		Letter dated April 30, 2014 from M&JK Dream, LLC to the Company.

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.




	DreamWorks Animation SKG, Inc.
Date: May 6, 2014	By:	/s/ Andrew Chang
		Andrew Chang
		General Counsel

EXHIBIT INDEX




Exhibit No.		Description
99.1		Letter dated April 30, 2014 from M&JK Dream, LLC to the Company.

EX-99.1 2 ex-991terminationofsublease.htm TERMINATION OF SUBLEASE EX-99.1 Termination of Sublease

Exhibit 99.1

M&JK Dream, LLC

11400 W. Olympic Blvd.

Suite 550

Los Angeles, CA 90064

April 30, 2014

Mr. Robert Kelly

Dream Works Animation SKG, Inc.

1000 Flower Street

Glendale, CA 91201

Re: Notice of Termination of Amended and Restated Non-Exclusive Aircraft Sublease

Agreement

Dear Mr. Kelly:

Pursuant to Section 2.1 of the Amended and Restated Non-Exclusive Aircraft Sublease Agreement (the “Sublease”) dated April 22, 2009, by and between M&JK Dream, LLC (“Lessor”) and Dream Works Animation SKG, Inc. (“Lessee”) regarding the dry sublease of a Boeing 737-7BC (Boeing Business Jet) aircraft, serial no. 30782, registered with the Federal Aviation Administration as N800KS, including its engines, accessories, components and parts (collectively, the “Aircraft”), Lessor hereby notifies Lessee that the Sublease shall terminate within ten (10) days of the date of this notice letter.

Upon termination of this Sublease, a copy of this letter of termination will be filed with:

Federal Aviation Administration

Aircraft Registration Branch

ATTN: Technical Section

P.O. Box 25724

Oklahoma City, OK 73125

Pursuant to Section 2.2 of the Lease, Lessee shall settle all accounts and pay Lessor for all amounts due under the Agreement within thirty (30) days of the termination.

Sincerely,

M&JK Dream, LLC

/s/Michael Rutman

By: Michael Rutman

Title: Vice President