-----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, UstDkKYeDbsl5ui9PLS+JFgNI01qZNxKNY/fX1fdp77FtTAugHMI6UFIEpAAT+iq uT8f3Elw2QWAD++fZkGiBw== 0000950123-07-012142.txt : 20070830 0000950123-07-012142.hdr.sgml : 20070830 20070830123504 ACCESSION NUMBER: 0000950123-07-012142 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070824 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070830 DATE AS OF CHANGE: 20070830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CKX, Inc. CENTRAL INDEX KEY: 0000793044 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812] IRS NUMBER: 270118168 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17436 FILM NUMBER: 071090301 BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128383100 MAIL ADDRESS: STREET 1: 650 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: SPORTS ENTERTAINMENT ENTERPRISES INC DATE OF NAME CHANGE: 19990727 FORMER COMPANY: FORMER CONFORMED NAME: LAS VEGAS DISCOUNT GOLF & TENNIS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: LAGUNA CAPITAL CORP DATE OF NAME CHANGE: 19890123 8-K 1 y39255e8vk.htm FORM 8-K 8-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): August 24, 2007
CKX, INC.
(Exact name of registrant as specified in charter)
         
Delaware   0-17436   27-0118168
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)
         
    650 Madison Avenue   10022
    New York, New York   (Zip Code)
    (Address of principal    
    executive offices)    
Registrant’s telephone number, including area code: (212) 838-3100
 
(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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-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))
 
 

 


 

Item 8.01 Other Events
On August 24, 2007, CKX, Inc. (“CKX” or the “Company”), announced that FX Real Estate and Entertainment Inc. (formerly FX Luxury Real Estate, Inc.), its 25%-owned subsidiary, had filed a registration statement with the Securities and Exchange Commission (the “SEC”) to register the shares of FX Real Estate and Entertainment common stock that will be distributed to CKX’s stockholders. The plan to distribute the shares was previously announced on June 1, 2007 in connection with CKX’s investment in FX Real Estate and Entertainment’s business and its acceptance of an offer to be acquired by 19X, Inc. for $13.75 per share. CKX stockholders will receive one share of FX Real Estate and Entertainment common stock for every ten shares of CKX common stock owned on the record date for the distribution, which is expected to be ten days after the registration statement is declared effective by the SEC. The distribution of shares of FX Real Estate and Entertainment to CKX stockholders is expected to occur approximately 20 days after the registration statement is declared effective by the SEC. The shares being distributed will represent 25% of the outstanding shares of common stock of FX Real Estate and Entertainment. The distribution is not contingent upon the closing of the proposed merger transaction that will result in the sale of CKX. For more information about both the distribution and the proposed sale of CKX, please see the Company’s Current Reports on Form 8-K, dated June 1, 2007 and July 9, 2007, as amended by the Form 8-K/A filed with the SEC on August 16, 2007, and the Company’s Current Report on Form 8-K filed with the SEC on June 18, 2007.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
     
Exhibit No.   Description
99.1
  Press Release dated August 24, 2007.

 


 

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 thereunto duly authorized.
             
    CKX, INC.    
 
           
 
  BY:   /s/ Jason K. Horowitz
 
   
    Name: Jason K. Horowitz    
    Title: Senior Vice President    
 
           
DATE: August 30, 2007
           

 


 

INDEX TO EXHIBITS
     
Exhibit No.   Description
99.1
  Press Release dated August 24, 2007.

 

EX-99.1 2 y39255exv99w1.htm EX-99.1: PRESS RELEASE EX-99.1
 

Exhibit 99.1
FOR IMMEDIATE RELEASE
         
 
      CKX, INC.
 
 
  Media Contact: Sean Cassidy
 
      212-981-5233
 
 
      Ed Tagliaferri
 
      212-981-5182
CKX Announces Filing of Registration Statement by
FX Real Estate and Entertainment Inc.
Shares to be distributed to CKX stockholders following
completion of SEC registration process
New York – August 24, 2007 – CKX, Inc. (NASDAQ: CKXE), announced today that FX Real Estate and Entertainment Inc. has filed a registration statement with the Securities and Exchange Commission to register the shares of FX Real Estate and Entertainment common stock that will be distributed to CKX’s stockholders. The plan to distribute the shares was previously announced in connection with CKX’s investment in FX Real Estate and Entertainment’s business and its acceptance of an offer to be acquired by 19X, Inc. for $13.75 per share.
A registration statement relating to FX Real Estate and Entertainment common stock has been filed with the Securities and Exchange Commission. These shares may not be distributed or sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. The distribution will be made only by means of a prospectus. This press release does not constitute and shall not constitute an offer to sell or the solicitation of an offer to distribute or buy, nor shall there be any distribution or sale of such shares in any state or jurisdiction in which such distribution, offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About CKX, Inc.
CKX, Inc. is engaged in the ownership, development and commercial utilization of entertainment content. To date, the Company has focused on acquiring globally recognized entertainment content and related assets, including the rights to the name, image and likeness of Elvis Presley, the operations of Graceland, the rights to the name, image and likeness of Muhammad Ali and proprietary rights to the IDOLS television brand, including the American Idol series in the United States and local adaptations of the IDOLS television show format which, collectively, air in over 100 countries around the world. On June 1, 2007 CKX entered into a merger agreement with 19X, Inc., a private company owned and controlled by Robert F.X. Sillerman, Chairman and Chief Executive Officer of CKX, and Simon R. Fuller, a director of CKX and the Chief Executive Officer of 19 Entertainment Limited, a wholly-owned subsidiary of CKX, that will result in the sale of CKX to 19X at a price of $13.75 per share in cash. For more information about CKX, Inc., visit its corporate website at www.ckx.com.
###

1

-----END PRIVACY-ENHANCED MESSAGE-----