-----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, QoJZWqIGQ4xqwOqk3tWkWDz0nzheHYxExb6Gfjzv+AzTR5FGVNPASZrFZ8EF7Xw/ pdj+nii3IPpvuNXDKtZFEw== 0000950144-98-013254.txt : 19981124 0000950144-98-013254.hdr.sgml : 19981124 ACCESSION NUMBER: 0000950144-98-013254 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981123 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981123 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: SEC FILE NUMBER: 001-11604 FILM NUMBER: 98756613 BUSINESS ADDRESS: STREET 1: 1301 FIRST AVE CITY: COLUMBUS STATE: GA ZIP: 31901 BUSINESS PHONE: 4045763400 MAIL ADDRESS: STREET 1: P O BOX 391 CITY: COLUMBUS STATE: GA ZIP: 31994 8-K 1 CARMIKE CINEMAS 1 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 23, 1998 ------------------------------- CARMIKE CINEMAS, INC. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-14993 58-1469127 - ------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 1301 First Avenue, Columbus, Georgia 31901 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (706) 576-3400 ---------------------------- - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5 Other Events On November 23, 1998, Carmike Cinemas, Inc. (the "Company") issued a press release with respect to a $55 million investment by GS Capital Partner III, L.P. in shares of the Company's convertible preferred stock. The information contained in such press release is hereby incorporated by reference into this Report. ITEM 7 Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99 Press Release of the Company dated November 23, 1998. -2- 3 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. Registrant /s/ John O. Barwick, III ------------------------------- John O. Barwick, III Senior Vice President-Finance Dated: November 23, 1998 -3- 4 EXHIBIT INDEX Exhibit Number Description ------- ----------- 99 Press release of Carmike Cinemas, Inc. (the "Company") dated November 23, 1998. -4- EX-99 2 PRESS RELEASE 1 EXHIBIT 99 Contacts: John O. Barwick III Senior Vice President and Chief Financial Officer (706) 576-3416 Janice J. Kuntz Fleishman-Hillard (404) 659-4446 FOR IMMEDIATE RELEASE CARMIKE CINEMAS ANNOUNCES $55 MILLION INVESTMENT BY GOLDMAN SACHS AND AFFILIATES COLUMBUS, GA, AND NEW YORK, NY, NOVEMBER 23, 1998 -- Carmike Cinemas, Inc. (NYSE: CKE) today announced that GS Capital Partners III, L.P., an affiliate of Goldman, Sachs & Co., will invest $55 million in Carmike Cinemas. The investment will position Carmike Cinemas to pursue its growth strategy with greater financial flexibility. Carmike Cinemas will issue to GS Capital Partners III convertible preferred stock representing, upon conversion to common stock, approximately 16 percent of Carmike Cinemas' outstanding shares. Michael W. Patrick, president and chief executive officer of Carmike Cinemas, stated, "We are very pleased with the transaction and the partnership we are creating today. Goldman's investment will help us achieve our growth objectives by strengthening our balance sheet and giving us increased financial flexibility as we move forward with our expansion plans. We are also looking forward to having Goldman Sachs as a partner. Goldman brings to Carmike Cinemas a wealth of financial expertise and experience, plus substantial resources, and we look forward to blending these strengths with our strong operations for the benefit of all our shareholders." Richard A. Friedman, head of the Principal Investment Area of Goldman Sachs, stated, "The investment by GS Capital Partners III in Carmike Cinemas reflects our enormous confidence in its management team, its operational strength, and its growth strategy." As previously announced, Carmike Cinemas plans to open approximately 82 new screens in the fourth quarter of 1998 and over 350 screens next year. All of Carmike Cinemas' new complexes will be state-of-the-art, stadium seating complexes with Lucasfilm's THX (R) certified auditoriums, digital surround sound, and high-back luxury seating with cup holders. Of the planned new screens, approximately 48 percent will be in markets new to Carmike Cinemas, shifting the focus of its construction from improving the company's current markets to developing new sources of cash flow. 2 Carmike Cinemas, Inc. is the largest motion picture exhibitor in the United States in terms of the number of theaters operated. The Company currently operates 2,731 screens in 496 theaters located in 36 states. # # # Note regarding Private Securities Litigation Reform Act: Except for historical information contained herein, this press release contains forward-looking statements that involve a number of risks and uncertainties. Actual results could differ materially from those indicated by such forward-looking statements due to a number of factors, including the level of consumer spending, the strength of the motion picture and entertainment industry and the risks detailed from time to time in statements and reports which Carmike Cinemas, Inc. has filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----