-----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, I+fUlxYBZyRgNfUh0ck/uwIErlWGycgHu0cGt9js0/3lo3FTfiMpcs0SK+ARr7Mu Prc1jsl+Bv7lVgypibVZOw== 0000909518-97-000601.txt : 19971017 0000909518-97-000601.hdr.sgml : 19971017 ACCESSION NUMBER: 0000909518-97-000601 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971014 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19971016 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GALOOB TOYS INC CENTRAL INDEX KEY: 0000751968 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 941716574 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09599 FILM NUMBER: 97696491 BUSINESS ADDRESS: STREET 1: 500 FORBES BLVD CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 4159521678 FORMER COMPANY: FORMER CONFORMED NAME: GALOOB LEWIS TOYS INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 GALOOB TOYS, INC. 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): October 14, 1997 ---------------- GALOOB TOYS, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE 333-34571 94-1716574 - --------------- ----------- ---------------- (State or Other (Commission (I.R.S. Employer Jurisdiction File Number) Identification No.) of Incorporation) 500 FORBES BOULEVARD, SOUTH SAN FRANCISCO, CALIFORNIA 94080 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (415) 952-1678 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS On October 14, 1997, Galoob Toys, Inc., a Delaware corporation (the "Company"), and Lucas Licensing Ltd., a California corporation ("Licensor"), entered into a Toy License Agreement (the "License Agreement") pursuant to which, on the terms and subject to the conditions set forth therein, the Licensor will grant a worldwide license to the Company to manufacture, distribute and sell small scale figures, vehicles, play-sets and accessories for the next three Star Wars movies. On the same date, the Company issued a press release announcing the execution of the Agreement. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by this reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Financial Statements of Businesses Acquired Not applicable. (b) Pro Forma Financial Information Not applicable. (c) Exhibits 99.1 Press Release, dated October 14, 1997. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GALOOB TOYS, INC. Date: October 15, 1997 By: /s/ Mark D. Goldman ------------------------------ Name: Mark D. Goldman Title: President and Chief Executive Officer EXHIBIT INDEX Exhibit No. - ----------- 99.1 Press Release, dated October 14, 1997. EX-99 2 EXHIBIT 99.1 EXHIBIT 99.1 NEWS RELEASE Galoob Toys, Inc. CONTACT: ROGER KOWALSKY EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER 500 FORBES BOULEVARD SO. SAN FRANCISCO, CA 94080 PHONE: (415) 952-1678, EXT. 2282 FAX: (415) 589-5092 JEANNE COLE, LUCASFILM LTD. PHONE: (415) 662-1962 FOR IMMEDIATE RELEASE OCTOBER 14, 1997 GALOOB TOYS SECURES SMALL-SCALE-TOY RIGHTS FOR THE NEXT THREE STAR WARS MOVIES LUCAS COMPANIES TAKE MAJOR EQUITY STAKE IN GALOOB SO. SAN FRANCISCO, Calif. (October 14, 1997) -- Galoob Toys, Inc. (NYSE: GAL) today announced that it has entered into an exclusive, worldwide license with Lucas Licensing Ltd. to make small-scale figures, vehicles, playsets and accessories for the next three Star Wars movies. Building on a relationship that began in 1992 with the highly successful introduction of Star Wars Micro Machines(R), this Star Wars license will last well into the next decade. In addition, Galoob's current rights to market toys based on the original Star Wars trilogy have been included in the new license. In a separate agreement Galoob has also acquired long-term preferential negotiating rights from Lucasfilm Ltd. for the same categories of toys based on new Lucasfilm movies. "Star Wars is the great long-term growth opportunity in boys' action toys for years to come," said Mark Goldman, president and CEO of Galoob Toys, Inc., "and it is extraordinary for a company of Galoob's size to be given an opportunity so large. These arrangements fundamentally change Galoob, creating a stability and an assured access to growth previously unavailable to us." "Galoob has shown outstanding creativity and an extraordinary ability in this toy category," said Gordon Radley, president of Lucasfilm Ltd. "Our long-term commitment to Galoob in this toy category represents a very large investment in Galoob's exciting future, and we look forward to the opportunity of working with Galoob not only on Star Wars but on other Lucasfilm movies." In consideration of these agreements Galoob has granted the Lucas companies warrants for slightly less than 20% of Galoob's issued and outstanding common stock, equal to approximately 3.6 million shares as of the closing date, at an exercise price of $15.00 per share. The new Star Wars agreement also calls for advance payments against future royalties of $140 million payable as the three new films are released. "Galoob's leadership in small-scale toys is undisputed," said Howard Roffman, vice president of Lucas Licensing Ltd. "We are looking forward to working with Galoob on the new Star Wars films to bring the magic of Star Wars to a new generation of children around the world." "Star Wars is the most successful film-based merchandising program in history," said Gary Niles, Galoob's executive vice president, marketing. "With the highly anticipated new Star Wars films, we expect growth of a magnitude greater than ever experienced in our company's history." The cornerstones of the Star Wars licensing program have been the categories of basic toys and games, small-scale toys, which are the subject of the new agreement with Galoob, video and computer games, and a broad-based book and comic publishing program. Galoob Toys, Inc. designs, develops, markets and sells high quality toys worldwide. For more information about the Company and its products, visit Galoob's World Wide Web site at http://www.galoob.com. Lucasfilm Ltd. is one of the leading film and entertainment companies in the world. Lucasfilm Ltd.'s businesses include George Lucas' film and television production and distribution activities as well as the business activities of the THX Group. Lucasfilm's feature films have won 17 Oscars and received 56 Academy Award nominations, and its television projects have won 12 Emmy Awards. The Lucas group of companies also include LucasArts Entertainment Company, Lucas Digital Ltd., and Lucas Licensing Ltd. LucasArts Entertainment Company is a leading international developer and publisher of entertainment software, whose games have won critical acclaim with more than 100 industry awards for excellence. Lucas Digital Ltd., which consists of Industrial Light & Magic (ILM) and Skywalker Sound, services the digital needs of the entertainment industry for visual effects and audio post-production. ILM has won 14 Academy Awards for Best Visual Effects and 12 Technical Achievement Awards. Skywalker Sound has been honored with 10 Academy Awards. Lucas Licensing Ltd. is responsible for the licensing of all of Lucasfilm's film and television properties. ***** -----END PRIVACY-ENHANCED MESSAGE-----