-----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, OShNiYiWlBY2Z9Buyzuqjz+xnPZMHdtrbdUTb/Jr/2Kv3clu+ik9YPhgwJ0fYXis AwJweZ7gbSul3zVh/6MauQ== 0000898430-01-000458.txt : 20010208 0000898430-01-000458.hdr.sgml : 20010208 ACCESSION NUMBER: 0000898430-01-000458 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010123 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MATTHEWS STUDIO EQUIPMENT GROUP CENTRAL INDEX KEY: 0000855575 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 951447751 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-18102 FILM NUMBER: 1527295 BUSINESS ADDRESS: STREET 1: 3111 N KENWOOD ST CITY: BURBANK STATE: CA ZIP: 91505 BUSINESS PHONE: 8185255200 MAIL ADDRESS: STREET 1: 2405 EMPIRE AVENUE CITY: BURBANK STATE: CA ZIP: 91504 8-K 1 0001.txt FORM 8-K 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) January 23, 2001 MATTHEWS STUDIO EQUIPMENT GROUP ----------------------------------------------------- (Exact name of registrant as specified in its charter) California ---------------------------------------------- (State or other jurisdiction of incorporation) 0-18102 95-1447751 - ------------------------- -------------------------------------- (Commission file number) (I.R.S. Employer Identification Number) 3111 North Kenwood Street, Burbank, CA 91505 - ----------------------------------------- ----------- (Address of principal executive office) (Zip Code) (818) 525-5200 ---------------------------------------------------- (Registrant's telephone number, including area code) N/A ----------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Item 2. Acquisition or Disposition of Assets On December 5, 2000, Matthews Studio Equipment Group (the "Company") and certain of its subsidiaries (Hollywood Rental Company, LLC, HDI Holdings, Inc. and Matthews Studio Sales, Inc.) signed an Asset Purchase Agreement with Hollywood Rentals Production Services, LLC (the "Buyer") to sell the Company's Hollywood Rentals, HDI, ESS, Olesen and Four Star West operations for $17 million. The Company reported its entry into the Asset Purchase Agreement in a Form 8-K report filed on December 13, 2000. The parties completed this sale transaction on January 23, 2001, with the sellers receiving $14.5 million in cash on closing as the purchase price. The Asset Purchase Agreement as originally entered into by the parties provided for a purchase price of $17 million, payable $13 million in cash on closing and $4 million in subordinated notes. The notes would have been payable over five years and subordinated to the Buyer's obligations to its lender. The parties subsequently agreed that the sellers could elect to receive an additional $1.5 million in cash in lieu of the subordinated notes, and the sellers opted for the all cash purchase price. Closing conditions included, among other things, the approval by the United States Bankruptcy Court, Central District of California, San Fernando Valley Division (the "Court"). The Court granted its approval of the transaction, including specifically the sellers' option to receive $1.5 million in cash in lieu of the subordinated notes, on January 4, 2001, in an order entered by the Court on that date. A copy of the Company's press release reporting the consummation of this sale transaction is attached. Item 7. Financial Statements and Exhibits As of the date of this report, the pro forma financial information required by this item is not available. The Company intends to file such financial information within 60 days of the due date of this report, as required under applicable regulations of the Securities and Exchange Commission. 2 SIGNATURES Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. MATTHEWS STUDIO EQUIPMENT GROUP (Registrant) Date: February 7, 2001 By: /s/ Ellen Gordon -------------------------- Ellen Gordon Estate Representative 3 (2)(c) Exhibits EXHIBIT INDEX Exhibit Document Description - ------- -------------------- 99.7 Press Release EX-99.7 2 0002.txt PRESS RELEASE Exhibit 99.7 ------------ Burbank, January 24, 2001 5:00 p.m. Eastern Time Company Press Release Matthews Completed Sale of Assets Matthews Studio Equipment Group (the "Company"), which filed for bankruptcy in April, 2000, announced today that it completed the sale of the Company's Hollywood Rentals, HDI, ESS, Olesen and Four Star West operations to Hollywood Rentals Production Services, LLC ("Buyer") for $14.5 million paid in cash on closing. Hollywood Rentals and HDI rented lighting and grip equipment to the entertainment production industry. ESS and Olesen sold expendable supplies and equipment used in entertainment production and production of live theater, and Four Star West rented theatrical lighting equipment to producers of live theater. The Asset Purchase Agreement as originally entered into by the parties provided for a purchase price of $17 million, payable $13 million in cash on closing and $4 million in subordinated notes. The notes would have been payable over five years and subordinated to the Buyer's lender. (See the Company's press release dated December 11, 2000 and Form 8-K filed on December 13, 2000.) The parties subsequently agreed that the sellers could elect to receive an additional $1.5 million in cash in lieu of the subordinated notes, and the sellers opted for the all cash purchase price. Matthews Studio Equipment Group had been in the business of supplying traditional lighting, grip, transportation, generators, camera equipment, professional video and audio equipment, automated lighting and complete theatrical equipment and supplies to entertainment producers through its worldwide distribution network. _____________________ Matthews Studio Equipment Group, Burbank 818/525-5200 Miles Stover -----END PRIVACY-ENHANCED MESSAGE-----