Sale of EPE (but not of Graceland)
- Impresario Pays $100 Mln for Elvis Presley Estate
(Yahoo! News / Reuters December 16, 2004)
The Elvis Presley estate is getting all shook up. Impresario Robert F.X. Sillerman said on Thursday he agreed to buy 85 percent of Presley's estate, including rights to the singer's name and the management of his famed Graceland mansion, in a deal worth $100 million. Sillerman, who founded and later sold radio operator SFX Broadcasting and concert promoter SFX Entertainment, will acquire the stake in Elvis Presley Enterprises from Presley's daughter, Lisa Marie Presley. He called Elvis, famed as the "King of Rock 'n' Roll" the "most significant icon in American pop culture."
As well as running Graceland, Presley's home in Memphis, Tennessee, Sillerman will own his name and likeness, the rights to his photographs and revenue from his music, TV shows and films such as "Jailhouse Rock." The title to Graceland and its surrounding property, including most of Presley's personal effects, will remain with Lisa Marie Presley. Graceland's visitor complex and "Heartbreak Hotel" across the street will be sold.
Presley, who died at Graceland in 1977, starred in 31 films and has sold over a billion records. More than 600,000 people visit Graceland each year. Elvis Presley Enterprises generated $45 million in revenue in 2003 and $38 million in the first three quarters of this year.
Sillerman said in a statement he would pay $53 million in cash, assume $25 million of Elvis Presley Enterprises debt and pay the balance in shares.
Lisa Marie Presley said she had sought a partner for several years to help expand Elvis Presley Enterprises and hoped the deal would preserve her father's legacy. "My greatest responsibility to my father is to preserve and protect his legacy, and this is an exciting new structure that opens up an incredible array of opportunities," she said.
Priscilla Presley, Lisa Marie's mother and Presley's former wife, will remain executive consultant to the business.
- Elvis Presley Estate Gets New Management
By Julie MacIntosh
(ABC News / Associated Press December 16, 2004)
Lisa Marie keeps the house, but the Elvis Presley estate is coming under new management. Businessman Robert F.X. Sillerman, founder of promoter SFX Entertainment, announced Thursday that he has an agreement with Elvis Presley Enterprises Inc. to purchase 85 percent of the company's assets. ... [as below]
- Elvis Presley estate under new management
(USA TODAY / Associated press December 16, 2004)
Lisa Marie keeps the house, but the Elvis Presley estate is coming under new management. Businessman Robert F.X. Sillerman, founder of promoter SFX Entertainment, announced Thursday that he has an agreement with Elvis Presley Enterprises Inc. to purchase 85% of the company's assets. Elvis Presley Enterprises is the business arm of the estate, which was inherited by the king of rock 'n' roll's only child, Lisa Marie Presley.
Sillerman is forming a new company, CKX Inc., to take over the business of the estate, Elvis Presley Enterprises said. Current estate managers referred to the sale as a "new partnership." Under the agreement, Ms. Presley will hold title to her father's home, Graceland, and the more than 13 acres it sits on. She also will keep most of her father's "personal effects," an announcement on the agreement said. Graceland attracts more than 650,000 visitors a year. Thousands of Presley's fans flock to Graceland each August to remember the anniversary of his death there in 1977.
The new partnership will handle Graceland's tourist business and control trademark rights to Presley's name and likeness. The purchase covers intellectual property owned by the estate as well as its music publishing catalog. Ms. Presley said she expects the new managers to increase the marketing of her father's name and image. "I feel confident that Bob Sillerman and his team are the right people to do this with. My greatest responsibility to my father is to preserve and protect his legacy, and this is an exciting new structure that opens up an incredible array of opportunities with a major infusion of new investment capital to do just that," she said in a statement.
- Sports Entertainment Enterprises, Inc. Announces Transaction with Robert F.X. Sillerman and Elvis Presley Estate
(BUSINESS WIRE December 16, 2004)
Sillerman Will Obtain Majority Control of Company Simultaneous with an Acquisition of an 85% Stake in Elvis Presley Enterprises and Related Assets. Sports Entertainment Enterprises, Inc. announced today that it has entered into a definitive agreement with two entities controlled by Lisa Marie Presley and RFX Acquisition LLC (RFX), a company formed and controlled by Robert F.X. Sillerman, in which RFX will acquire a controlling interest in SPEA simultaneous with and conditioned upon SPEA's acquisition of a controlling interest in entities which control the commercial utilization of the name, image and likeness of Elvis Presley, the operation of Graceland and the surrounding properties, as well as revenue derived from Elvis' music, films and television specials.
As part of the transaction, RFX will contribute $3.43 million to SPEA in exchange for 34,320,124 newly issued shares of SPEA common stock. In addition to the shares received from the company, RFX will receive warrants to purchase 8,689,599 shares of the common stock at $1.00 per share, warrants to purchase 8,689,599 shares of common stock at $1.50 per share, and warrants to purchase 8,689,599 shares of common stock at $2.00 per share. Simultaneous with this exchange, RFX will also acquire an aggregate of 2,240,397 shares of the company's common stock directly from certain principal stockholders of the company at a price of $0.10 per share. Upon consummation of these transactions, RFX and its affiliates including Mr. Sillerman will own approximately 94 percent of the outstanding common stock of the Company, and assuming exercise of the warrants, will own approximately 96 percent of the then outstanding common stock of the company.
Simultaneous with RFX's contribution, Ms. Presley will contribute 85 percent of the outstanding equity interests of the two entities that own the assets of and control the Presley businesses in exchange for total consideration of approximately $100 million, consisting of approximately $53 million in cash, approximately $22 million in Preferred Stock of SPEA, 500,000 shares of SPEA common stock and the assumption or extinguishment of approximately $25 million of outstanding indebtedness. Ms. Presley will retain a 15 percent interest in the two Presley entities, which will operate as 85 percent-controlled subsidiaries of the company.
Though RFX has made a deposit of $5 million, to be credited towards the purchase price when the closing occurs, the closing of the transaction remains subject to a number of significant conditions, including a three year audit of the combined operations of the Presley entities which is currently being conducted by Deloitte & Touche LLP. In addition, RFX and the Presley entities have the right, under certain limited circumstances, to require SPEA to assign its rights under the proposed transaction to another inactive publicly traded company. Accordingly, there can be no assurance that the transactions will be consummated or, if consummated, that SPEA will be a participant. Approval of SPEA's shareholders will not be required to consummate the transactions. Though the transaction does not have a financing condition, RFX Acquisition may seek equity or debt financing on behalf of SPEA to fund the cash portion of the Presley purchase price. If financing is not available on terms that RFX deems reasonable, RFX and its principals will consider providing additional debt and equity capital to the company. Any financing may result in additional dilution to SPEA's stockholders.
On a combined and unaudited basis, the "Elvis" businesses had total revenue of $44.9 million for the twelve months ended December 31, 2003 and $37.9 million for the nine months ended September 30, 2004. Net operating income, before depreciation and amortization, for those periods was $12.0 million and $9.4 million, respectively.
Mr. Sillerman, the founding and controlling member of RFX, was the founder, a major shareholder and served as Executive Chairman of SFX Entertainment from its inception in 1997 until its sale to Clear Channel Communications in August 2000. SFX Entertainment was the largest presenter, promoter and producer of live entertainment in the world. Prior to that, Mr. Sillerman was a founder, major shareholder and served as Executive Chairman of SFX Broadcasting, Inc., a major owner and operator of radio stations, from its inception in 1992 through its sale in 1998 to an affiliate of buyout firm Hicks, Muse Tate & Furst. Mr. Sillerman is also a founder and the controlling member of MJX Asset Management LLC, a company engaged in the management of, and investment in, collateralized debt obligation funds. MJX Asset Management currently has approximately $1.5 billion under management.
If and when the transaction is consummated and upon compliance with all applicable rules and regulations, it is anticipated that Mr. Sillerman and his designees, will assume control of the company's Board of Directors. Following completion of the transaction, Mr. Sillerman will have sufficient voting control to elect the Board of Directors, although at least 50 percent of the Directors will be unaffiliated with Mr. Sillerman and meet the standard for "independence" as defined by the major stock exchanges. In connection with her receipt of the Preferred Stock, Ms. Presley will have the right to either serve as a director of the company or to designate an individual to serve on her behalf. In accordance with Rule 14(f) of the Securities Exchange Act of 1934, as amended, a Schedule 14F will be mailed to SPEA's stockholders prior to effectuation of the change of control. It is contemplated that following the closing, the current executive officers of SPEA will resign. It is anticipated that Deloitte & Touche will be appointed auditors for the company following the transaction.
Mr. Sillerman has agreed that, following completion of the transaction and subject to certain minor conditions and exceptions, he and certain of his affiliates will conduct all of their active media and entertainment-related activities through the Company.
Bear Stearns & Co. Inc. is representing Mr. Sillerman in the transaction and Ms. Presley is being represented by Provident Financial Management and The Salter Group.
SPEA disposed of all of its operating businesses in the second and third quarters of 2002. As a result, the company now has no business operations and only minimal assets and liabilities. SPEA's primary objective is to seek out and pursue a transaction with a business enterprise that might have a desire to take advantage of the company's status as a public corporation. If the transactions described herein are not consummated, there is no assurance that SPEA will acquire a favorable business opportunity through such a transaction.
- Elvis listing plan rocks OTC stock: Shares of Sports Entertainment Enterprises soar
By By Steve Gelsi
( CBS.MarketWatch.com December 17, 2004)
Shares of Sports Entertainment Enterprises stayed hot for a second straight day Friday after the stock soared more than 6,000 percent on plans to convert the shell company into a vehicle to market Elvis Presley's estate. In a $100 million deal cleared by Presley's sole heir Lisa Marie Presley, entertainment producer and founder of SFX Entertainment Robert Sillerman said Thursday he'll buy Elvis Presley Enterprises Inc., founded after the star's 1977 death....
- Lisa Marie Presley Selling Elvis Estate
By WOODY BAIRD
(Yahoo! News / Associated Press December 17, 2004)
Lisa Marie Presley is keeping Graceland but selling the bulk of the Elvis estate, including rights to her father's name and image, in a deal worth approximately $100 million. Elvis Presley Enterprises Inc. announced an agreement Thursday to sell 85 percent of its assets to businessman Robert F.X. Sillerman, founder of music and sports promoter SFX Entertainment. The Presley estate brought in almost $45 million last year. Sillerman said more aggressive marketing, supported by capital raised through a new publicly traded company, can make Elvis an even bigger earner.
... As Presley's only child, Lisa Marie is the sole heir to the estate, most of which is now to become part of a publicly traded company that will be called CKX Inc. The agreement will pay her $53 million in cash and absolve her of $25 million in debts owed by the estate. She also is to get shares in the new company expected to be worth more than $20 million.
Lisa Marie will retain possession of her father's home, its more than 13 acres of land and many of her father's "personal effects," an announcement on the agreement said. "For the past few years, I've been looking for someone to join forces with to expand the many facets of (Elvis Presley Enterprises), to take it to new levels internationally and to make it an even greater force in the entertainment industry," Ms. Presley, also a singer, said in a statement.
Tours of Graceland, which gets 650,000 visitors a year, will continue unchanged. The throngs of fans drawn to Memphis each August on the anniversary of Presley's 1977 death will notice little different, Sillerman said.
Although Elvis already ranks No. 1 on the Forbes magazine list of top-earning dead celebrities, Sillerman said new markets and business opportunities may be available, including abroad. ... Sillerman said the staff at Graceland will remain in place.
Elvis Presley Enterprises was created in 1980 by Priscilla Presley, the singer's ex-wife and mother of Lisa Marie, who was still a child then. She is to remain as a consultant to the new owners.
Sillerman founded SFX Entertainment in 1977 and ran the company until it was bought by Clear Channel Communications in 2000. He said he expected the sale to wrap up within two months, pending standard regulatory approval.
- Impresario Pays $100 Mln for Elvis Presley Estate
(Yahoo! News / Reuters December 16, 2004)
The Elvis Presley estate is getting all shook up. Impresario Robert F.X. Sillerman said on Thursday he agreed to buy 85 percent of Presley's estate, including rights to the singer's name and the management of his famed Graceland mansion, in a deal worth $100 million. Sillerman, who founded and later sold radio operator SFX Broadcasting and concert promoter SFX Entertainment, will acquire the stake in Elvis Presley Enterprises from Presley's daughter, Lisa Marie Presley. He called Elvis, famed as the "King of Rock 'n' Roll" the "most significant icon in American pop culture."
As well as running Graceland, Presley's home in Memphis, Tennessee, Sillerman will own his name and likeness, the rights to his photographs and revenue from his music, TV shows and films such as "Jailhouse Rock." The title to Graceland and its surrounding property, including most of Presley's personal effects, will remain with Lisa Marie Presley. Graceland's visitor complex and "Heartbreak Hotel" across the street will be sold.
Presley, who died at Graceland in 1977, starred in 31 films and has sold over a billion records. More than 600,000 people visit Graceland each year. Elvis Presley Enterprises generated $45 million in revenue in 2003 and $38 million in the first three quarters of this year.
Sillerman said in a statement he would pay $53 million in cash, assume $25 million of Elvis Presley Enterprises debt and pay the balance in shares.
Lisa Marie Presley said she had sought a partner for several years to help expand Elvis Presley Enterprises and hoped the deal would preserve her father's legacy. "My greatest responsibility to my father is to preserve and protect his legacy, and this is an exciting new structure that opens up an incredible array of opportunities," she said.
Priscilla Presley, Lisa Marie's mother and Presley's former wife, will remain executive consultant to the business.
- Elvis Presley Estate Gets New Management
By Julie MacIntosh
(ABC News / Associated Press December 16, 2004)
Lisa Marie keeps the house, but the Elvis Presley estate is coming under new management. Businessman Robert F.X. Sillerman, founder of promoter SFX Entertainment, announced Thursday that he has an agreement with Elvis Presley Enterprises Inc. to purchase 85 percent of the company's assets. ... [as below]
- Elvis Presley estate under new management
(USA TODAY / Associated press December 16, 2004)
Lisa Marie keeps the house, but the Elvis Presley estate is coming under new management. Businessman Robert F.X. Sillerman, founder of promoter SFX Entertainment, announced Thursday that he has an agreement with Elvis Presley Enterprises Inc. to purchase 85% of the company's assets. Elvis Presley Enterprises is the business arm of the estate, which was inherited by the king of rock 'n' roll's only child, Lisa Marie Presley.
Sillerman is forming a new company, CKX Inc., to take over the business of the estate, Elvis Presley Enterprises said. Current estate managers referred to the sale as a "new partnership." Under the agreement, Ms. Presley will hold title to her father's home, Graceland, and the more than 13 acres it sits on. She also will keep most of her father's "personal effects," an announcement on the agreement said. Graceland attracts more than 650,000 visitors a year. Thousands of Presley's fans flock to Graceland each August to remember the anniversary of his death there in 1977.
The new partnership will handle Graceland's tourist business and control trademark rights to Presley's name and likeness. The purchase covers intellectual property owned by the estate as well as its music publishing catalog. Ms. Presley said she expects the new managers to increase the marketing of her father's name and image. "I feel confident that Bob Sillerman and his team are the right people to do this with. My greatest responsibility to my father is to preserve and protect his legacy, and this is an exciting new structure that opens up an incredible array of opportunities with a major infusion of new investment capital to do just that," she said in a statement.
- Sports Entertainment Enterprises, Inc. Announces Transaction with Robert F.X. Sillerman and Elvis Presley Estate
(BUSINESS WIRE December 16, 2004)
Sillerman Will Obtain Majority Control of Company Simultaneous with an Acquisition of an 85% Stake in Elvis Presley Enterprises and Related Assets. Sports Entertainment Enterprises, Inc. announced today that it has entered into a definitive agreement with two entities controlled by Lisa Marie Presley and RFX Acquisition LLC (RFX), a company formed and controlled by Robert F.X. Sillerman, in which RFX will acquire a controlling interest in SPEA simultaneous with and conditioned upon SPEA's acquisition of a controlling interest in entities which control the commercial utilization of the name, image and likeness of Elvis Presley, the operation of Graceland and the surrounding properties, as well as revenue derived from Elvis' music, films and television specials.
As part of the transaction, RFX will contribute $3.43 million to SPEA in exchange for 34,320,124 newly issued shares of SPEA common stock. In addition to the shares received from the company, RFX will receive warrants to purchase 8,689,599 shares of the common stock at $1.00 per share, warrants to purchase 8,689,599 shares of common stock at $1.50 per share, and warrants to purchase 8,689,599 shares of common stock at $2.00 per share. Simultaneous with this exchange, RFX will also acquire an aggregate of 2,240,397 shares of the company's common stock directly from certain principal stockholders of the company at a price of $0.10 per share. Upon consummation of these transactions, RFX and its affiliates including Mr. Sillerman will own approximately 94 percent of the outstanding common stock of the Company, and assuming exercise of the warrants, will own approximately 96 percent of the then outstanding common stock of the company.
Simultaneous with RFX's contribution, Ms. Presley will contribute 85 percent of the outstanding equity interests of the two entities that own the assets of and control the Presley businesses in exchange for total consideration of approximately $100 million, consisting of approximately $53 million in cash, approximately $22 million in Preferred Stock of SPEA, 500,000 shares of SPEA common stock and the assumption or extinguishment of approximately $25 million of outstanding indebtedness. Ms. Presley will retain a 15 percent interest in the two Presley entities, which will operate as 85 percent-controlled subsidiaries of the company.
Though RFX has made a deposit of $5 million, to be credited towards the purchase price when the closing occurs, the closing of the transaction remains subject to a number of significant conditions, including a three year audit of the combined operations of the Presley entities which is currently being conducted by Deloitte & Touche LLP. In addition, RFX and the Presley entities have the right, under certain limited circumstances, to require SPEA to assign its rights under the proposed transaction to another inactive publicly traded company. Accordingly, there can be no assurance that the transactions will be consummated or, if consummated, that SPEA will be a participant. Approval of SPEA's shareholders will not be required to consummate the transactions. Though the transaction does not have a financing condition, RFX Acquisition may seek equity or debt financing on behalf of SPEA to fund the cash portion of the Presley purchase price. If financing is not available on terms that RFX deems reasonable, RFX and its principals will consider providing additional debt and equity capital to the company. Any financing may result in additional dilution to SPEA's stockholders.
On a combined and unaudited basis, the "Elvis" businesses had total revenue of $44.9 million for the twelve months ended December 31, 2003 and $37.9 million for the nine months ended September 30, 2004. Net operating income, before depreciation and amortization, for those periods was $12.0 million and $9.4 million, respectively.
Mr. Sillerman, the founding and controlling member of RFX, was the founder, a major shareholder and served as Executive Chairman of SFX Entertainment from its inception in 1997 until its sale to Clear Channel Communications in August 2000. SFX Entertainment was the largest presenter, promoter and producer of live entertainment in the world. Prior to that, Mr. Sillerman was a founder, major shareholder and served as Executive Chairman of SFX Broadcasting, Inc., a major owner and operator of radio stations, from its inception in 1992 through its sale in 1998 to an affiliate of buyout firm Hicks, Muse Tate & Furst. Mr. Sillerman is also a founder and the controlling member of MJX Asset Management LLC, a company engaged in the management of, and investment in, collateralized debt obligation funds. MJX Asset Management currently has approximately $1.5 billion under management.
If and when the transaction is consummated and upon compliance with all applicable rules and regulations, it is anticipated that Mr. Sillerman and his designees, will assume control of the company's Board of Directors. Following completion of the transaction, Mr. Sillerman will have sufficient voting control to elect the Board of Directors, although at least 50 percent of the Directors will be unaffiliated with Mr. Sillerman and meet the standard for "independence" as defined by the major stock exchanges. In connection with her receipt of the Preferred Stock, Ms. Presley will have the right to either serve as a director of the company or to designate an individual to serve on her behalf. In accordance with Rule 14(f) of the Securities Exchange Act of 1934, as amended, a Schedule 14F will be mailed to SPEA's stockholders prior to effectuation of the change of control. It is contemplated that following the closing, the current executive officers of SPEA will resign. It is anticipated that Deloitte & Touche will be appointed auditors for the company following the transaction.
Mr. Sillerman has agreed that, following completion of the transaction and subject to certain minor conditions and exceptions, he and certain of his affiliates will conduct all of their active media and entertainment-related activities through the Company.
Bear Stearns & Co. Inc. is representing Mr. Sillerman in the transaction and Ms. Presley is being represented by Provident Financial Management and The Salter Group.
SPEA disposed of all of its operating businesses in the second and third quarters of 2002. As a result, the company now has no business operations and only minimal assets and liabilities. SPEA's primary objective is to seek out and pursue a transaction with a business enterprise that might have a desire to take advantage of the company's status as a public corporation. If the transactions described herein are not consummated, there is no assurance that SPEA will acquire a favorable business opportunity through such a transaction.
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