-----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, Sjk3ESHDuWSReY7gxKYWpvHRoPjyi4NLgKMfVwr5AjwRv+W1yjKy9I3wljoHa/8l ybwg28ztYSFWQtszoAjKFQ== 0001116502-04-001701.txt : 20040702 0001116502-04-001701.hdr.sgml : 20040702 20040701183206 ACCESSION NUMBER: 0001116502-04-001701 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040701 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040702 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOLLYWOOD MEDIA CORP CENTRAL INDEX KEY: 0000912544 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 650385686 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14332 FILM NUMBER: 04896540 BUSINESS ADDRESS: STREET 1: 2255 GLADES RD STREET 2: STE 237 W CITY: BOCA RATON STATE: FL ZIP: 33431 BUSINESS PHONE: 5619988000 MAIL ADDRESS: STREET 1: 2255 GLADES RD STREET 2: STE 237 W CITY: BOCA RATON STATE: FL ZIP: 33431 FORMER COMPANY: FORMER CONFORMED NAME: HOLLYWOOD COM INC DATE OF NAME CHANGE: 20000511 FORMER COMPANY: FORMER CONFORMED NAME: BIG ENTERTAINMENT INC DATE OF NAME CHANGE: 19930924 8-K 1 hollywood8k.htm CURRENT REPORT <B>BP (x1-53481) Hollywood Media 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)  July 1, 2004




HOLLYWOOD MEDIA CORP.

(Exact name of registrant as specified in its charter)



                      

Florida

        

0-22908

        

65-0385686

 

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

   
 

                                             

 

                                             

 

                                             



2255 Glades Road, Suite 221A, Boca Raton, Florida 33431

(Address of Principal Executive Office) (Zip Code)



(561) 998-8000

(Registrant’s telephone number, including area code)



Not Applicable

(Former Name or Former Address, If Changed Since Last Report.)











Item 5.     Other Events and Regulation FD Disclosure.


The Registrant, Hollywood Media Corp., reports that on July 2, 2004 it issued a press release announcing that it consummated its acquisition of Studio Systems, Inc. in a transaction that closed on July 1, 2004. The press release is filed as Exhibit 99 to this report on Form 8-K and is incorporated by reference herein.


Item 7.     Financial Statements and Exhibits.


(c)

Exhibits.


The following exhibit is furnished in connection with the disclosure pursuant to Item 5 of this Form 8-K.


 

Exhibit No.

     

Description                                                                                                  

    
 

99

 

Press Release of Hollywood Media Corp. dated July 2, 2004

(Hollywood Media Corp. Announces Completion of Acquisition of

Studio Systems, Inc.).







2







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.



                                                                                      

HOLLYWOOD MEDIA CORP.

  

                                                                       

   

Date:  July 2, 2004

By:  

/s/ MITCHELL RUBENSTEIN

  

Mitchell Rubenstein

Chief Executive Officer

  






3





INDEX TO EXHIBITS



Exhibit No.

     

Description                                                                                                  

   

99

 

Press Release of Hollywood Media Corp. dated July 2, 2004

(Hollywood Media Corp. Announces Completion of Acquisition of

Studio Systems, Inc.).







EX-99 2 exhibit99.htm PRESS RELEASE BP (x1-53481) Hollywood Media Corp. Exhibit 99

EXHIBIT 99


HOLLYWOOD MEDIA CORP. ANNOUNCES COMPLETION OF ACQUISITION

OF STUDIO SYSTEMS, INC.


(Boca Raton, FL – July 2, 2004) - Hollywood Media Corp. (Nasdaq: HOLL), a leading provider of news, information and ticketing covering the entertainment and media industries, today announced that on July 1, 2004 it consummated its acquisition of Studio Systems, Inc., pursuant to the previously announced definitive agreement for the transaction. Based in Los Angeles, Studio Systems provides entertainment industry database and information services to the entertainment and media industries on a subscription basis. As a result of the acquisition, Studio Systems, Inc. became a subsidiary of Hollywood Media Corp. and its business will be integrated with Hollywood Media Corp.’s Baseline/Filmtracker subsidiary.


In closing the acquisition, Hollywood Media Corp. made cash payments aggregating $3,950,000, issued 73,249 shares of its common stock, and agreed to make 12 monthly payments of $42,500 each. A portion of the cash paid at closing was deposited in escrow to cover potential post-closing adjustments and indemnities. Hollywood Media Corp. funded the closing payments with cash on hand.


About Hollywood Media Corp.


Hollywood Media Corp. is a leading provider of news, information and ticketing covering the entertainment and media industries. On the strength of its history in developing comprehensive entertainment industry databases, as well as its major strategic partners and unique content, the Company has launched a network of media businesses. The Company's Data Business includes CinemaSource, EventSource, AdSource and Baseline/StudioSystem. The Company’s Broadway Tickets business includes Broadway.com, 1-800-Broadway and Theatre Direct International. These services supply thousands of media outlets with specific information on entertainment events such as movies, live theater and concerts, and sell tickets for Broadway. The Company's businesses also include an intellectual property business, as well as Hollywood.com and a minority interest in MovieTickets.com. In addit ion, the Company owns and operates the cable television network, Totally Hollywood TV.


Statements in this press release may be “forward-looking statements” within the meaning of federal securities laws. The matters discussed herein that are forward-looking statements are based on current management expectations that involve risks and uncertainties that may result in such expectations not being realized. Actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous potential risks and uncertainties including, but not limited to, the need to manage our growth and integrate new businesses, our ability to develop strategic relationships, our ability to compete with other media, data and Internet companies, technology risks, the volatility of our stock price, and other risks and factors described in Hollywood Media Corp.'s filings with the Securities and Exchange Commissi on including our Form 10-K for 2003. Such forward-looking statements speak only as of the date on which they are made.


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