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EX-2.7 - Digital Cinema Destinations Corp.e609834_ex2-7.htm
EX-2.6 - Digital Cinema Destinations Corp.e609834_ex2-6.htm
EX-99.1 - Digital Cinema Destinations Corp.e609834_ex99-1.htm

 

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
 
July 9, 2012 (July 9, 2012)
Date of Report (Date of earliest event reported)
 
DIGITAL CINEMA DESTINATIONS CORP.
(Exact name of registrant as specified in its charter)
 
____________________________
 
Delaware
333-178648
27-3164577
(State or other jurisdiction
of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
250 East Broad Street
Westfield, New Jersey
 
07090
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code:  (908) 396-1362
 
Not Applicable
(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))
 
 
 

 
 
Section 1—Registrant’s Business and Operations
 
Item 1.01.
Entry Into a Material Definitive Agreement
 
            On July 9, 2012, we signed a new Asset Purchase Agreement (APA) for the proposed purchase of the 12-plex located at 162 River Road in Lisbon, CT.  The new APA replaces a previously terminated version (originally dated February 13, 2012) and incorporates the provisions of the prior agreement with several new provisions, including an acquisition closing date on or before September 15, 2012 and a $50,000 non-refundable payment by the buyer to the seller which will be applied to the purchase price at closing.  Digiplex’s obligation to purchase Lisbon Cinema is subject to its securing adequate financing.
 
Section 9—Financial Statements and Exhibits
 
Item 9.01.
Financial Statements and Exhibits.
 
Exhibit No.    
Description of Exhibit

2.6 
Asset Purchase Agreement dated as of February 13, 2012, by and between LisbonTheaters, Inc., Daniel C. O’Neil, Timothy M. O’Neil, and DC Lisbon Cinema, LLC.

2.7 
Asset Purchase Agreement dated as of July 9, 2012, by and between LisbonTheaters, Inc., Daniel C. O’Neil, Timothy M. O’Neil, and DC Lisbon Cinema, LLC.

99.1
Press Release dated July 9, 2012.
 
 
 

 
 
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.
 
 
DIGITAL CINEMA DESTINATIONS CORP.
(Registrant)
 
       
Date:  July 9, 2012
By:
/s/ Brian Pflug     
  Name:  Brian Pflug     
  Title:  Chief Financial Officer and Principal Accounting Officer