UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 10, 2005
Regal Entertainment Group
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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001-31315 |
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02-0556934 |
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(State or Other
Jurisdiction |
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(Commission |
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(IRS Employer |
9110 East Nichols Avenue, Suite 200, Centennial, CO 80112
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: 303-792-3600
N/A
(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 (see General Instruction A.2. below):
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 2.02. Results of Operations and Financial Condition.
On February 10, 2005, Regal Entertainment Group (“Regal”) announced its financial results for its fourth fiscal quarter and fiscal year ended December 30, 2004. A copy of the earnings release is furnished to the United States Securities and Exchange Commission (the “Commission”) with this current report on Form 8-K as exhibit 99.1. The earnings release contains certain non-GAAP financial measures for the periods set forth therein, including adjusted earnings per diluted share, excluding loss on debt extinguishment, merger and restructuring expenses and amortization of deferred stock compensation (net of related tax effect). The most directly comparable GAAP financial measure to this non-GAAP financial measure is earnings per diluted share, which is set forth in the earnings release and below for the relevant periods set forth in the earnings release:
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Quarter Ended |
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Dec. 30, 2004 |
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Jan. 1, 2004 |
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Adjusted earnings per diluted share |
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0.22 |
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0.41 |
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Reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures are included in the earnings release.
Regal is also furnishing to the Commission as Exhibit 99.2 to this current report on Form 8-K certain other financial information for its last four completed fiscal quarters, including reconciliations to the most directly comparable GAAP financial measures of the non-GAAP financial measures included therein.
Item 8.01 Other Events.
On February 10, 2005, Regal’s board of directors declared a cash dividend in the amount of $0.30 per share of Class A and Class B common stock, payable on March 15, 2005 to the Class A and Class B common stockholders of record on March 1, 2005.
Item 9.01 Financial Statements and Exhibits.
(c)
Exhibits.
99.1 Earnings release dated February 10, 2005 furnished pursuant to Item 2.02
99.2 Reconciliations of Non-GAAP Financial Measures furnished pursuant to Item 2.02
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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 hereunto duly authorized.
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REGAL ENTERTAINMENT GROUP |
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Date: February 10, 2005 |
By: |
/s/ AMY E. MILES |
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Name: |
Amy E. Miles |
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Title: |
Chief Financial Officer |
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EXHIBIT INDEX
99.1 Earnings release dated October 26, 2004 furnished pursuant to Item 2.02
99.2 Reconciliations of Non-GAAP Financial Measures furnished pursuant to Item 2.02
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