-----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, ScLezV7/PTQwGe0Y5wVP1YKBk5YjQjW9VQKYT1OzmeNM/UUDTNgNbKAedzkRrT0u XMK315dqXcCG3WvFNtixEQ== 0000898430-01-501018.txt : 20010615 0000898430-01-501018.hdr.sgml : 20010615 ACCESSION NUMBER: 0000898430-01-501018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010531 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010614 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: 1660356 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 d8k.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) May 31, 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 April 19, 2001, Four Star Lighting, Inc. ("Four Star") which is a subsidiary of Matthews Studio Equipment Group (the "Company") signed an Asset Purchase Agreement with Four Star Acquisition Company, LLC (the "Buyer") to sell Four Star's operation for $12.65 million. The transaction is a sale of assets, with the Buyer assuming only specified liabilities. The transaction was reached through arms' length negotiation. The Company reported its entry into the Asset Purchase Agreement in the Company's Form 8-K report filed on May 2, 2001. The parties completed this transaction on May 31, 2001, with Four Star receiving $12.65 million in cash on closing as the purchase price. In connection with the closing, Four Star and the Buyer entered into a First Amendment to Asset Purchase Agreement on May 31, 2001. The amendment concerns the assignability of the Asset Purchase Agreement. A copy of the Company's press release reporting the consummation of this sale transaction and the First Amendment to Asset Purchase Agreement are 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. 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: June 14, 2001 By: /s/ Ellen Gordon ---------------------- Ellen Gordon Estate Representative (2)(c) Exhibits EXHIBIT INDEX Exhibit Document Description - ------- -------------------- 99.13 Press Release 10.30 First Amendment to Asset Purchase Agreement EX-99.13 2 dex9913.txt PRESS RELEASE EXHIBIT 99.13 Burbank, June 13, 2001 5:00 p.m. Eastern Time Company Press Release Matthews Completed Sale of Assets On May 31, 2001, Four Star Lighting, Inc. ("Four Star"), which is a subsidiary of Matthews Studio Equipment Group (the "Company"), completed the sale of its operation to Four Star Acquisition Company, LLC for $12.65 million paid in cash on closing. Four Star rented theatrical and industrial lighting equipment. The Company, which filed for bankruptcy in April 2000, 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. Contact: Matthews Studio Equipment Group, Burbank 818/525-5200 Ellen Gordon EX-10.30 3 dex1030.txt FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT EXHIBIT 10.30 First Amendment to Asset Purchase Agreement This First Amendment to Asset Purchase Agreement (the "Amendment") is --------- dated May 31, 2001, by and between Four Star Acquisition Company, LLC, a Delaware limited liability company ("Buyer") and Four Star Lighting, Inc., a New ----- York corporation ("Seller"), to amend that certain Asset Purchase Agreement ------ dated as of April 19, 2001, between Buyer and Seller (the "Agreement"). --------- Section 9.9 of the Agreement is hereby amended and restated in full as follows: "9.9 Assignment. This Agreement shall not be assignable or ---------- otherwise transferable by Buyer or Seller without prior written consent of the other; provided, however, that from and after the Closing, Seller shall have the right to assign this Agreement to any person (it being understood and agreed that no such assignment by Seller pursuant to this proviso shall relieve Seller of any of its obligations hereunder); and provided, further, Buyer shall have the right to assign its rights under this Agreement and its rights under any Assigned Contracts to one or more institutional lenders and/or to a trust or similar entity controlled by Buyer." Except as expressly modified by this Amendment, the terms and provisions of the Agreement remain in full force and effect. Upon the execution of this Amendment by both parties hereto, this Amendment shall become a part of this Agreement. IN WITNESS WHEREOF, Seller and Buyer have caused this Agreement to be duly executed as of the date first above written. Four Star Acquisition Company, LLC By: /s/ Robert A. Manners ---------------------- Name: Robert A. Manners Title: Vice President Four Star Lighting, Inc. By: /s/ Ellen Gordon ----------------- Name: Ellen Gordon Title: Estate Representative -----END PRIVACY-ENHANCED MESSAGE-----