0001209191-18-056782.txt : 20181101
0001209191-18-056782.hdr.sgml : 20181101
20181101164328
ACCESSION NUMBER: 0001209191-18-056782
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181031
FILED AS OF DATE: 20181101
DATE AS OF CHANGE: 20181101
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RLJ SPAC Acquisition, LLC
CENTRAL INDEX KEY: 0001512917
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35675
FILM NUMBER: 181154437
BUSINESS ADDRESS:
STREET 1: 3 BETHESDA METRO CENTER
STREET 2: SUITE 1000
CITY: BETHESDA
STATE: MD
ZIP: 20814
BUSINESS PHONE: 301-280-7737
MAIL ADDRESS:
STREET 1: 3 BETHESDA METRO CENTER
STREET 2: SUITE 1000
CITY: BETHESDA
STATE: MD
ZIP: 20814
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RLJ ENTERTAINMENT, INC.
CENTRAL INDEX KEY: 0001546381
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822]
IRS NUMBER: 454950432
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 8515 GEORGIA AVENUE
STREET 2: SUITE 650
CITY: SILVER SPRING
STATE: MD
ZIP: 20910
BUSINESS PHONE: 301-608-2115
MAIL ADDRESS:
STREET 1: 8515 GEORGIA AVENUE
STREET 2: SUITE 650
CITY: SILVER SPRING
STATE: MD
ZIP: 20910
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-10-31
1
0001546381
RLJ ENTERTAINMENT, INC.
RLJE
0001512917
RLJ SPAC Acquisition, LLC
3 BETHESDA METRO CENTER, SUITE 1000
BETHESDA
MD
20814
0
0
1
0
Common Stock, par value $0.001 per share
2018-10-31
4
J
0
6794465
6.25
D
0
D
Warrants
3.00
2018-10-31
4
J
0
1500000
3.25
D
2016-10-14
2020-05-20
Common Stock, par value $0.001 per share
1500000
0
D
RLJ Entertainment, Inc. ("RLJE"), AMC Networks, Inc. ("AMC"), Digital Entertainment Holdings LLC, an indirect subsidiary of AMC ("DEH") and River Merger Sub, Inc., a subsidiary of DEH ("Merger Sub") are parties to the Agreement and Plan of Merger, dated as of July 29, 2018 as amended by Amendment No. 1 dated as of October 2, 2018 (the "Merger Agreement") providing for the merger of Merger Sub with and into RLJE with RLJE surviving as a wholly-owned subsidiary of DEH (the "Merger").
On October 31, 2018, RLJE and Merger Sub consummated the Merger pursuant to the terms of the Merger Agreement. On October 31, 2018, immediately prior to the Merger, pursuant to the terms of the Contribution Agreement, dated as of July 29, 2018, by and among Robert L. Johnson, The RLJ Companies, LLC, RLJ SPAC Acquisition LLC ("RLJ SPAC"), DEH and AMC Digital Entertainment Holdings LLC (the "Contribution Agreement"), RLJ SPAC contributed to DEH all of its shares of common stock, par value $0.001 per share of RLJE ("Common Stock") and warrants to purchase shares of Common Stock from RLJE with an exercise price of $3.00 and an initial exercise date of May 20, 2015 (the "2015 Warrants") in exchange for membership interests in DEH.
The shares of Common Stock and 2015 Warrants held by RLJ SPAC were valued in accordance with the Merger consideration paid to holders of Common Stock and 2015 Warrants pursuant to the Merger Agreement.
Dawn A. Martens, Attorney-in-fact
2018-11-01