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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM i 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Lions Gate Entertainment Corp.
(Exact name of registrant as specified in charter)
i British
Columbia, Canada
(State or Other Jurisdiction of Incorporation)
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| | N/A |
(Commission File Number) | | (IRS
Employer Identification No.) |
(Address of principal executive offices)
i 250 Howe Street, i 20th Floor
i Vancouver,
i British Columbia i V6C 3R8
and
i 2700
Colorado Avenue
i Santa Monica, i California i 90404
Registrant’s telephone number, including area code: ( i 877) i 848-3866
No Change
(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: |
| |
i ☐ | Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
i ☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
i ☐ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class | | Trading Symbol(s) | | Name of Each Exchange on Which Registered |
i Class
A Voting Common Shares, no par value per share | | i LGF.A | | i New York Stock
Exchange |
i Class B Non-Voting Common Shares, no par value per share | | i LGF.B | | i New
York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company i ☐
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.02 Unregistered Sales of Equity Securities.
On
October 21, 2016, Lions Gate Entertainment Corp. (the “Company”), its indirect subsidiary Lions Gate Entertainment Inc. (“LGEI”) and AT&T Media Holdings (“AT&T”) entered into a Securities Issuance and Payment Agreement (the “Securities Issuance Agreement”), pursuant to which the Company and LGEI agreed to issue to AT&T $50 million in, at LGEI’s election, (a) an equal number of the Company’s Class A voting shares and Class B non-voting shares, (b) cash or (c) a combination thereof, and paid in three $16.67 million annual installments, beginning on the first anniversary of December 8, 2016, the consummation of the
Company’s acquisition of Starz. On December 19, 2019, in connection with the Securities Issuance and Payment Agreement, the Company issued 929,023 of the Company's Class A voting shares and 980,392 of the Company's Class B non-voting shares to AT&T. The Company’s Class A voting shares and Class B non-voting shares were deemed to have a value equal to the 30-day volume weighted average price of the Company’s Class A voting shares and Class B non-voting shares on the New York Stock Exchange, respectively,
as of the business day immediately prior to the applicable payment date. The Company’s Class A voting shares and Class B non-voting shares issued pursuant to the Securities Issuance Agreement were issued as a private placement to AT&T in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended.
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.
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Date:
| | LIONS GATE ENTERTAINMENT CORP. |
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| | General Counsel |
