-----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, VIJO9d93URZrtbNvbDQoVXI5LzwTVvvE4Kjf8eMIUSE7Z7AgzlzPPSdlp1pLy1/K TIvnoXWZRfAg1ShnUqLZzQ== 0000950144-06-006835.txt : 20060724 0000950144-06-006835.hdr.sgml : 20060724 20060724153207 ACCESSION NUMBER: 0000950144-06-006835 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060721 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060724 DATE AS OF CHANGE: 20060724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARMIKE CINEMAS INC CENTRAL INDEX KEY: 0000799088 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE THEATERS [7830] IRS NUMBER: 581469127 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14993 FILM NUMBER: 06976538 BUSINESS ADDRESS: STREET 1: 1301 FIRST AVE CITY: COLUMBUS STATE: GA ZIP: 31901 BUSINESS PHONE: 7065763400 MAIL ADDRESS: STREET 1: P O BOX 391 CITY: COLUMBUS STATE: GA ZIP: 31994 8-K 1 g02497e8vk.htm CARMIKE CINEMAS, INC. CARMIKE CINEMAS, INC.
 

 
 
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):
July 21, 2006
Carmike Cinemas, Inc.
(Exact Name of Registrant as Specified in its Charter)
         
Delaware   000-14993   58-1469127
(State or Other   (Commission   (IRS Employer
Jurisdiction   File Number)   Identification Number)
of Incorporation)        
     
1301 First Avenue, Columbus, Georgia   31901
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (706) 576-3400
Not applicable
(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:
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 3.01.   Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
(a) The press release attached as Exhibit 99.1 to this Current Report on Form 8-K is incorporated into this Item 3.01 by reference.
Item 8.01.   Other Events.
The press release attached as Exhibit 99.1 to this Current Report on Form 8-K is incorporated into this Item 8.01 by reference.
This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words, “believes,” “expects,” “anticipates,” “plans,” “estimates” or similar expressions. Forward-looking statements are only predictions and are not guarantees of performance. Examples of forward-looking statements in this Form 8-K include anticipated effects of the financial restatement, the Company’s strategies, dividend policy and expectations with regard to filing its periodic reports with the Securities and Exchange Commission, obtaining extensions from its lenders and continued listing with the Nasdaq National Market. These statements are based on beliefs and assumptions of the Company’s management, which in turn are based on currently available information. The forward-looking statements also involve risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. Many of these factors are beyond the Company’s ability to control or predict. Important factors that could cause actual results to differ materially from those contained in any forward-looking statement include:
    our ability to finalize the financial statements for our 2005 Form 10-K and first quarter 2006 Form 10-Q;
    our ability to comply with covenants contained in our senior secured credit agreement;
    our ability to maintain our Nasdaq listing;
    our ability to operate at expected levels of cash flow;
    the availability of suitable motion pictures for exhibition in our markets;
    competition in our markets;
    competition with other forms of entertainment;
    the effect of our leverage on our financial condition; and
    other factors, including the risk factors previously disclosed in our Annual Report on Form 10-K Amendment No. 2, for the year ended December 31, 2004 under the caption “Risk Factors.”
The Company believes these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and

 


 

the Company undertakes no obligation to update publicly any of them in light of new information or future events.
Item 9.01.   Financial Statements and Exhibits.
     (d) Exhibits.
     
Exhibit 99.1
  Press release, dated July 21, 2006.

 


 

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.
         
  CARMIKE CINEMAS, INC.
 
 
Date: July 24, 2006  By:   /s/ Lee Champion    
    Lee Champion   
    Senior Vice President, General Counsel and Secretary   
 

 


 

EXHIBIT INDEX
     
Exhibit Number   Description
 
Exhibit 99.1   Press release, dated July 21, 2006.

 

EX-99.1 2 g02497exv99w1.htm EX-99.1 PRESS RELEASE DATED 7-21-06 EX-99.1 PRESS RELEASE DATED 7-21-06
 

Exhibit 99.1
CARMIKE CINEMAS PROVIDES UPDATE
— Completes Lease Accounting Review —
— Requests Extension of Filing Deadline from Lenders and Nasdaq —
— Provides Information on Quarterly Dividend Policy —
COLUMBUS, GA — July 21, 2006 — Carmike Cinemas, Inc. (NASDAQ: CKEC) (“Carmike”) announced today that it has completed the review of its lease accounting. As previously announced, Carmike will restate previously issued financial statements for certain prior periods. Carmike continues its work to complete its financial statements for the year ended December 31, 2005 and the additional restated periods. However, given the complexity of the restatement and required account adjustments, Carmike does not anticipate filing its 2005 Form 10-K, all required restatements and its 2006 first quarter Form 10-Q on or before July 27, 2006 — the extended filing deadline previously agreed to by Carmike’s lenders and the Nasdaq Listing Qualifications Panel.
Requests Amendment to Senior Secured Credit Facility
Given the anticipated delay, Carmike has initiated the amendment process for a further extension from its lenders under the senior secured credit facility. The terms for such amendment are currently under discussion. Carmike anticipates that such extension will be finalized on or prior to July 27, 2006 — the current deadline.
Request for Nasdaq Filing Extension
Carmike has also requested an extension from the Nasdaq Listing Qualifications Panel to file its 2005 Form 10-K, all required restatements, and its 2006 first quarter Form 10-Q on or before August 22, 2006. As previously reported, on April 27, 2006, a hearing was held before the panel regarding Carmike’s appeal of Nasdaq’s determination to delist Carmike’s common stock, and the panel granted an extension to make these filings by July 27, 2006. There can be no assurance that the Nasdaq panel will grant Carmike’s request for an extension to August 22, 2006.
Information on Quarterly Dividend Policy
Carmike currently expects that its Board of Directors will declare the quarterly dividend for the 2006 second quarter following resolution of the matters described above. However, any future dividends are at the discretion of Carmike’s Board of Directors.

 


 

About Carmike Cinemas
Carmike Cinemas, Inc. is a premiere motion picture exhibitor in the United States with 301 theatres and 2,475 screens in 37 states, as of December 31, 2005. Carmike’s focus for its theatre locations is small to mid-sized communities with populations of fewer than 100,000.
This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words, “believes,” “expects,” “anticipates,” “plans,” “estimates” or similar expressions. Forward-looking statements are only predictions and are not guarantees of performance. Examples of forward-looking statements in this press release include anticipated effects of the financial restatement, Carmike’s strategies, Carmike’s dividend policy and Carmike’s expectations with regard to filing its periodic reports with the Securities and Exchange Commission, obtaining extensions from its lenders and continued listing with the Nasdaq National Market. These statements are based on beliefs and assumptions of our management, which in turn are based on currently available information. The forward-looking statements also involve risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. Many of these factors are beyond our ability to control or predict. Important factors that could cause actual results to differ materially from those contained in any forward-looking statement include:
    our ability to finalize the financial statements for our 2005 Form 10-K and first quarter 2006 Form 10-Q;
    our ability to comply with covenants contained in our senior secured credit agreement;
    our ability to maintain our Nasdaq listing;
    our ability to operate at expected levels of cash;
    the availability of suitable motion pictures for exhibition in our markets;
    competition in our markets;
    competition with other forms of entertainment;
    the effect of our leverage on our financial condition; and
    other factors, including the risk factors previously disclosed in our Annual Report on Form 10-K Amendment No. 2, for the year ended December 31, 2004 under the caption “Risk Factors.”
We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.
Company Contact:
Investor Relations

203/682-8211

 

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