0000899243-17-016781.txt : 20170620
0000899243-17-016781.hdr.sgml : 20170620
20170620171602
ACCESSION NUMBER: 0000899243-17-016781
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170620
FILED AS OF DATE: 20170620
DATE AS OF CHANGE: 20170620
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RLJ ENTERTAINMENT, INC.
CENTRAL INDEX KEY: 0001546381
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822]
IRS NUMBER: 454950432
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 8515 GEORGIA AVENUE
STREET 2: SUITE 650
CITY: SILVER SPRING
STATE: MD
ZIP: 20910
BUSINESS PHONE: 301-608-2115
MAIL ADDRESS:
STREET 1: 8515 GEORGIA AVENUE
STREET 2: SUITE 650
CITY: SILVER SPRING
STATE: MD
ZIP: 20910
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AMC Networks Inc.
CENTRAL INDEX KEY: 0001514991
STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35675
FILM NUMBER: 17921523
BUSINESS ADDRESS:
STREET 1: 11 PENN PLAZA
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: (212) 324-8500
MAIL ADDRESS:
STREET 1: 11 PENN PLAZA
CITY: NEW YORK
STATE: NY
ZIP: 10001
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-06-20
0
0001546381
RLJ ENTERTAINMENT, INC.
RLJE
0001514991
AMC Networks Inc.
11 PENN PLAZA
NEW YORK
NY
10001
0
0
1
0
Common Stock
2017-06-20
4
O
0
1667000
3.00
A
1891807
I
By Subsidiary
Common Stock Warrant (Right to Buy)
3.00
2017-06-20
4
O
0
1667000
3.00
D
2016-10-14
2021-10-14
Common Stock
1667000
3333000
I
By Subsidiary
AMC Networks Inc. ("AMC") owns warrants ("Warrants") to purchase from RLJ Entertainment, Inc. ("RLJE") shares of RLJE common stock, par value $0.001 per share ("Common Stock") (a share of Common Stock issuable upon exercise of a Warrant, a "Warrant Share"). On June 20, 2017, AMC partially exercised its Class A Warrant by surrendering indebtedness outstanding under the Credit Agreement, dated October 14, 2016, between Digital Entertainment Holdings LLC ("DEH") and RLJE (as amended, the "Credit Agreement"), having a principal amount equal to the aggregate exercise price and was issued 1,667,000 shares of Common Stock at an exercise price of $3.00 per Warrant Share.
AMC may be deemed to beneficially own the Warrants and all shares of Common Stock issued and issuable upon exercise of the Warrants indirectly through its wholly-owned subsidiaries. The Warrants are held directly by DEH, an indirect wholly-owned subsidiary of AMC. DEH is a direct wholly-owned subsidiary of IFC Entertainment Holdings LLC. IFC Entertainment Holdings LLC is a direct wholly-owned subsidiary of Rainbow Programming Holdings LLC. Rainbow Programming Holdings LLC is a direct wholly-owned subsidiary of Rainbow Media Enterprises, Inc. Rainbow Media Enterprises, Inc. is a direct wholly-owned subsidiary of Rainbow Media Holdings, LLC. Rainbow Media Holdings, LLC is a direct wholly-owned subsidiary of AMC.
The exercise price per Warrant Share is subject to adjustment from time to time in order to prevent dilution of the purchase rights granted under the Class A Warrant.
The number of Warrant Shares is subject to adjustment from time to time in order to prevent dilution of the purchase rights granted under the Class A Warrant.
/s/ James G. Gallagher, Executive Vice President and General Counsel of AMC Networks Inc.
2017-06-20