0000902595-05-000004.txt : 20120628
0000902595-05-000004.hdr.sgml : 20120628
20050124141111
ACCESSION NUMBER: 0000902595-05-000004
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050124
DATE AS OF CHANGE: 20050124
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: HOLLYWOOD ENTERTAINMENT CORP
CENTRAL INDEX KEY: 0000905895
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-VIDEO TAPE RENTAL [7841]
IRS NUMBER: 930981138
STATE OF INCORPORATION: OR
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-43241
FILM NUMBER: 05543966
BUSINESS ADDRESS:
STREET 1: 9275 SW PEYTON LANE
CITY: WILSONVILLE
STATE: OR
ZIP: 97070
BUSINESS PHONE: 5035701600
MAIL ADDRESS:
STREET 1: 9275 SW PEYTON LANE
CITY: WILSONVILLE
STATE: OR
ZIP: 97070
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: WATTLES MARK J
CENTRAL INDEX KEY: 0000938576
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: 9275 SW PEYTON LANE
CITY: WILSONVILLE
STATE: OR
ZIP: 97070
BUSINESS PHONE: 5035701615
MAIL ADDRESS:
STREET 1: 9275 SW PEYTON LANE
STREET 2: ATTN: BETH M. PIERSON
CITY: WILSONVILLE
STATE: OR
ZIP: 97070
SC 13D/A
1
sc13da.txt
SCHEDULE 13D AMENDMENT NO. 2
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No.2)*
HOLLYWOOD ENTERTAINMENT CORPORATION
(Name of Issuer)
Common Stock
(Title of Class of Securities)
436141 10 5
(CUSIP Number)
Mark J. Wattles
9275 SW Peyton Lane
Wilsonville, Oregon 97070
503-570-1601
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 9, 2005
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box: [ ].
Note. Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.
(Continued on following pages)
__________________
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
page 1 of 5
CUSIP No.436141 10 5 13D/A Page 2 of 5
________________________________________________________________________________
1 NAME OF REPORTING PERSON
Mark J. Wattles
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS
[PF/OO]
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. CITIZEN
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 7,137,600
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 7,137,600
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,137,600 SHARES
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.0%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON
IN
CUSIP No.436141 10 5 13D/A Page 3 of 5
This Amendment No. 2 (this "Amendment") amends and supplements the
Statement on Schedule 13D (the "Statement") filed by Mark J. Wattles on April
7, 2004, as amended by Amendment No. 1 filed on October 15, 2004, relating to
the beneficial ownership of shares of Common Stock of Hollywood Entertainment
Corporation, an Oregon corporation (the "Company"). Capitalized terms used
herein and not otherwise defined shall have the respective meanings ascribed to
them in the Statement, as amended.
Except as specifically provided herein, this Amendment does not modify
any of the information previously reported in the Statement, as amended.
Item 2. Identity and Background.
Item 2(b) is hereby amended and restated in its entirety:
(b) The business address of Mr. Wattles is 7945 W. Sahara #205, Las
Vegas, Nevada 89117.
Item 4. Purpose of Transaction.
Item 4 is hereby amended by addition of the following:
On January 9, 2005, the Company terminated the Amended and Restated
Merger Agreement in connection with its entering into an agreement and plan of
merger (the "MG Merger Agreement") with Movie Gallery, Inc. ("MG") and MG's
wholly owned subsidiary. The Amended and Restated Voting Agreement
automatically terminated pursuant to its terms upon termination of the Amended
and Restated Merger Agreement.
Mr. Wattles may from time to time dispose of all or a portion of his
shares or acquire additional shares in the open market, through private
transactions or otherwise. Although following the termination of the Voting
Agreement and the related agreements, Mr. Wattles has no present intention,
understanding or arrangement in connection with any of the transactions
described in Item 4(a)-(j) of Schedule 13D, Mr. Wattles reserves the right to
formulate other purposes, plans or proposals regarding the Company or the
Common Stock of the Company, including one or more of the transactions
described in Item 4(a)-(j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5(a) is hereby amended and restated in its entirety:
(a) Under the rules and regulations of the Securities and Exchange
Commission, Mr. Wattles may be deemed to be the beneficial owner of a total of
7,137,600 shares of the Company's Common Stock, including 4,000,000 shares
subject to options that are currently exercisable or become exercisable within
60 days of the date of this filing. Mr. Wattles' beneficial ownership of the
Company's Common Stock represents approximately 11.0% of the Company's issued
and outstanding shares. For the purpose of computing the percentage of
outstanding securities beneficially owned, the number of shares issued and
outstanding is as of October 19, 2004, is based on the amount stated in the
Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2004
and includes those shares subject to Mr. Wattles' options.
CUSIP No.436141 10 5 13D/A Page 4 of 5
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
Item 6 is hereby amended and restated in its entirety:
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between Mr. Wattles and any person with respect to any
securities of the Company.
Item 7. Exhibits.
None
CUSIP No.436141 10 5 13D/A Page 5 of 5
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: January 23, 2005
/s/ MARK J. WATTLES
---------------------------------
Mark J. Wattles