8-K 1 d387769d8k.htm FORM 8-K Form 8-K












Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 31, 2012




(Exact name of registrant as specified in its charter)




Delaware   000-22555   94-3156448

(State or other jurisdiction of




File Number)


(I.R.S. Employer

Identification No.)

1800 – 114th Avenue SE


(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (425) 943-8000



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:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ 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 July 31, 2012, Redbox Automated Retail, LLC (“Redbox”), a wholly-owned subsidiary of Coinstar, Inc. (“Coinstar”), entered into an Amended and Restated Copy Depth License Agreement (the “Restated Agreement”) with SPHE Scan Based Trading Corporation (“Sony”) regarding, among other things, Sony waiving its termination right to end its DVD licensing arrangement with Redbox at the end of September 2012, and giving Redbox the option to license Blu-ray™ DVD product as part of the arrangement. In addition, Sony received, at its sole discretion, the option for two one-year extensions following the initial five-year agreement term, which is scheduled to end in September 2014.

Certain statements in the foregoing are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “will,” “expected,” “may,” and variations of such words, and similar expressions identify forward-looking statements, but their absence does not mean that the statement is not forward-looking. The forward-looking statements in this release include statements regarding Redbox’s relationship with Sony relating to, among other things, a DVD licensing arrangement. Forward-looking statements are not guarantees of future performance and actual results may vary materially from the results expressed or implied in such statements. Differences may result from actions taken by Coinstar, Redbox or Sony, including those beyond our or Redbox’s control. Such risks and uncertainties include, but are not limited to, the renegotiation on materially adverse terms of the Restated Agreement and other studio arrangements, Sony’s options to extend the licensing arrangement, and failure to abide by the terms and requirements of the Restated Agreement. The foregoing list of risks and uncertainties is illustrative, but by no means exhaustive. For more information on factors that may affect future performance, including our relationship with Sony, please review “Risk Factors” described in our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. These forward-looking statements reflect Coinstar, Inc.’s expectations as of the date hereof. Coinstar, Inc. undertakes no obligation to update the information provided herein.


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.



/s/ Donald R. Rench

Date: July 31, 2012

    Donald R. Rench
    Chief Legal Officer, General Counsel and Corporate Secretary