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DWA > SEC Filings for DWA > Form 8-K on 31-Aug-2012All Recent SEC Filings

Show all filings for DREAMWORKS ANIMATION SKG, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for DREAMWORKS ANIMATION SKG, INC.


31-Aug-2012

Completion of Acquisition or Disposition of Assets, Financial Stat


Item 2.01. Completion of Acquisition or Disposition of Assets.

On August 29, 2012, DreamWorks Animation SKG, Inc. (the "Company") completed the acquisition contemplated by the Securities Purchase Agreement (the "Purchase Agreement"), dated as of July 20, 2012, by and among the Company, Boomerang Media Holdings I LLC (the "Seller") and Boomerang Media Holdings II LLC ("Boomerang").

Pursuant to the Purchase Agreement, the Company purchased from the Seller all the issued and outstanding equity securities of Boomerang for approximately $155.7 million in cash (net of Boomerang's estimated cash on hand at closing), including amounts to be used to retire Boomerang's outstanding indebtedness, and after giving effect to estimated working capital adjustments at closing. The purchase price is subject to final post-closing working capital adjustments in accordance with the terms of the Purchase Agreement. Boomerang, through its wholly-owned subsidiaries, is the sole owner of Classic Media, a global media company with an extensive portfolio of family-oriented TV, film and publishing properties.

A copy of the Purchase Agreement was filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 23, 2012 and is incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.         Description

2.1                 Securities Purchase Agreement, dated as of July 20, 2012, by
                    and among DreamWorks Animation SKG, Inc., Boomerang Media
                    Holdings I LLC and Boomerang Media Holdings II LLC
                    (incorporated by reference from Exhibit 2.1 to the Company's
                    Current Report on Form 8-K filed on July 23, 2012).*

* The Company hereby undertakes to furnish supplementally a copy of any omitted schedule or exhibit to such agreement to the U.S. Securities and Exchange Commission upon request.


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