8-K 1 v130799_8-k.htm Unassociated Document

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 3, 2008
 
(Exact name of registrant as specified in its charter)

 
Delaware
000-14234
95-3587522
(State of incorporation or organization)
(Commission file number)
(I.R.S. employer identification number)

468 N. Camden Drive
Beverly Hills, California
(Address of principal executive offices)
 
 
90210
(Zip code)

Registrant’s telephone number, including area code: 310-278-9975

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):
 
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 5.03.
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On November 3, 2008, Kings Road Entertainment, Inc. (the “Company”) filed a Certificate of Amendment (the “Amendment”) to its Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. Pursuant to the Amendment, the Company’s authorized capital was increased from 12,000,000 shares to 52,000,000 shares, including 50,000,000 shares of Common Stock, $.01 par value and 2,000,000 shares of Preferred Stock, $.01 par value.  

A copy of the Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
 
Item 9.01.
Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit
Number
  
Description
3.1
  
Certificate of Amendment to the Restated Certificate of Incorporation of Kings Road Entertainment, Inc.



 

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.
 
     
 
KINGS ROAD ENTERTAINMENT, INC.
 
 
 
 
 
 
Date: November 5, 2008
By:   /s/ Philip Holmes
 
Name: Philip Holmes
Title: Chief Executive Officer