UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 5, 2006
CINEMARK, INC.
(Exact name of registrant as specified in charter)
|
|
|
|
|
DELAWARE
|
|
333-116292
|
|
01-0687923 |
(State or Other Jurisdiction
|
|
(Commission
|
|
(IRS Employer |
of Incorporation)
|
|
File Number)
|
|
Identification No.) |
3900 DALLAS PARKWAY, SUITE 500
PLANO, TEXAS 75093
(Address and Zip Code of Principal Executive Offices)
972-665-1000
(Registrants telephone number, including area code)
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:
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
o |
|
Soliciting material pursuant to Rule 4a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2 (b)) |
|
o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4 (c)) |
TABLE OF CONTENTS
Item 2.01 Completion of Acquisition or Disposition of Assets
As previously reported, on October 5, 2006, we completed the acquisition of Century
Theatres, Inc., or Century, a national theatre chain headquartered in San Rafael, California with
77 theatres in 12 states for a purchase price of approximately $681 million and the
assumption of debt of Century.
Amendment
No. 1 on Form 8-K/A amended and supplemented the Current Report on Form 8-K filed
by Cinemark, Inc. on October 12, 2006 in connection with the
acquisition described above. Amendment No. 1 was filed to include the financial information required by Item 9.01.
This
Amendment No. 2 on Form 8-K/A amends and supplements the Current
Report on Form 8-K/A filed by Cinemark, Inc. on December 22, 2006 in connection with
the acquisition described above. This Amendment No. 2 is being filed
to reflect restated financial information of Century Theatres, Inc.
as required by Item 9.01.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
The
following audited consolidated financial statements of Century Theatres, Inc. and Subsidiaries are filed with this Form 8-K/A as Exhibit 99.1:
Report of Independent Certified Public Accountants
Century
Theatres, Inc. and Subsidiaries Consolidated Balance Sheets as of September 28, 2006 and September 29, 2005 (restated).
Century
Theatres, Inc. and Subsidiaries Consolidated Statements of Operations, Consolidated Statement of Stockholders Equity (Deficit) and Consolidated Statements of Cash
Flows for the years
ended September 28, 2006 (restated), September 29, 2005
(restated) and September 30, 2004.
Notes to the Consolidated Financial Statements of Century Theatres, Inc. and
Subsidiaries.
(b)
Unaudited Pro Forma Financial Information
The following unaudited pro forma condensed consolidated financial
information of Cinemark, Inc. are filed with this Form 8-K/A as
Exhibit 99.2:
Unaudited Pro Forma Condensed
Consolidated Balance Sheet of Cinemark, Inc. as of September 30, 2006.
Unaudited Pro Forma
Condensed Consolidated Statements of Operations of Cinemark, Inc. for the
nine months ended September 30, 2006 and the year ended December 31, 2005.
Notes
to the Unaudited Pro Forma Condensed Consolidated Financial
Information of Cinemark, Inc.
(d) Exhibits
|
|
|
Exhibit |
|
|
Number |
|
Description |
99.1 |
|
Consolidated
Financial Statements of Century Theatres, Inc. and
Subsidiaries as of September 28, 2006 and September 29,
2005 (restated) and for
the years ended September 28, 2006 (restated),
September 29, 2005 (restated) and September
30, 2004. |
|
|
|
99.2 |
|
Cinemark, Inc. Unaudited Pro Form Condensed Consolidated Financial
Statements as of September 30, 2006 and for the nine months ended
September 30, 2006 and the year ended December 31, 2005. |