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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
Date of Report (Date of earliest event reported):
February 12, 1998
USA NETWORKS, INC. (formerly HSN, INC.)
(Exact name of registrant as specified in charter)
Delaware
(State or other jurisdiction
of incorporation)
0-20570 59-2712887
(Commission File No.) (IRS employer identification no.)
152 West 57th Street, New York, NY 10019
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(212) 247-5810
ITEM 5. OTHER EVENTS
On February 12, 1998, USA Networks, Inc. (formerly HSN,
Inc.) and Universal Studios, Inc., a subsidiary of The Seagram
Company Ltd., issued the joint press release attached hereto as
Exhibit 20.1. This press release is incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(c) Exhibits.
20.1 Joint Press Release of USA Networks, Inc.
and Universal Studios, Inc., dated February
12, 1998
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 thereunto duly
authorized.
USA NETWORKS, INC.
By: /s/ James G. Gallagher
Name: James G. Gallagher
Title: Vice President
Date: February 13, 1998
EXHIBIT INDEX
Exhibit
No. Description
20.1 Joint Press Release of USA
Networks, Inc. and Universal
Studios, Inc., dated February
12, 1998
Exhibit 20.1
[HSN, INC. LETTERHEAD]
FOR IMMEDIATE RELEASE
HSN, INC. AND UNIVERSAL STUDIOS CONCLUDE TRANSACTION
INVOLVING TELEVISION ASSETS;
HSNI RENAMED USA NETWORKS, INC.
New York, NY, February 12, 1998 -- HSN, inc. (NASDAQ: HSNI) and
Universal Studios, Inc., a subsidiary of The Seagram Company
Ltd. (NYSE: VO), announced today that they have consummated the
previously announced transaction through which USA Networks and
Universal's domestic television business have been contributed
to HSNi in exchange for cash and an approximate 45 percent in-
terest in HSNi through common stock and common stock equiva-
lents.
At HSNi's annual meeting held yesterday, all matters submitted
to shareholders were approved by the required majority vote.
Additionally, HSN, inc. has changed its corporate name to USA
Networks, Inc. HSNi Broadcasting will be renamed USA Broad-
casting, the Silver King station group will be renamed USA
Station Group and Universal's television group will be renamed
USA Networks Studios. Beginning Tuesday, February 17, the
newly named company will trade on NASDAQ under the ticker
symbol "USAI."
In connection with the closing, HSN, inc. announced that Edgar
Bronfman, Jr., Seagram's President and Chief Executive Officer,
Robert W. Matschullat, Seagram's Vice Chairman and Chief Finan-
cial Officer, Frank J. Biondi, Jr., Universal Studios' Chairman
and Chief Executive Officer and Samuel Minzberg, Claridge
Inc.'s President and Chief Executive Officer will join the USA
Networks, Inc. Board of Directors. In addition, Barry Diller
has been appointed to Seagram's Board of Directors.
USA Networks, Inc. is a diversified media and electronic com-
merce company with assets that include the following: the USA
Network; the Sci-Fi Channel; USA Networks Studios, which con-
sists of First Run Production & Distribution, TV Movies & Mini-
Series and Network Production & Development; USA Broadcasting,
which includes the USA Station Group and SF Broadcasting; Home
Shopping Network and the Internet Shopping Network. The com-
pany also owns a controlling interest in Ticketmaster Group,
Inc.
Universal Studios, Inc. is a diversified entertainment company
and a worldwide leader in motion pictures, television, music,
home and location-based entertainment. Universal Studios is a
unit of The Seagram Company Ltd., a global beverage and enter-
tainment company.
USA NETWORKS, INC. MEDIA: SEAGRAM MEDIA:
Jennifer Goebel Ray Boyce
212-247-5823 212-572-7172
INVESTOR RELATIONS: Amy Goldberger
Roger Clark 212-572-1118
212-247-0226
INVESTOR RELATIONS:
Joseph Fitzgerald
212-572-7282
Maureen Hannan
212-572-1397