DIGITAL DOMAIN MEDIA GROUP, INC. FORM 8-K (Current report filing) Filed 09/07/12 for the Period Ending 09/07/12 Address Telephone CIK Symbol SIC Code Industry Sector Fiscal Year 10250 SW VILLAGE PARKWAY PORT ST. LUCIE, FL 34987 772-345-8000 0001490930 DDMGQ 7812 - Motion Picture and Video Tape Production Motion Pictures Services 12/31 http://www.edgar-online.com (C) Copyright 2013, EDGAR Online, Inc. All Rights Reserved. Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use. 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 Date of Report (Date of earliest event reported): September 7, 2012 Digital Domain Media Group, Inc. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 001-35325 (Commission File Number) 27-0449505 (IRS Employer Identification No.) 10250 SW Village Parkway, Port St. Lucie, Florida (Address of principal executive offices) Registrant's telephone number, including area code: 34987 (Zip Code) (772) 345-8000 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): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02. Departure of Directors or Certain Officers; Election Of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 7, 2012, John C. Textor, former Chief Executive Officer, Chairman of the Board and Director of Digital Domain Media Group, Inc. (the "Company"), furnished the Company with written correspondence concerning his resignation as a Director of the Company. A copy of Mr. Textor's correspondence is filed as Exhibit 17.1 to this Current Report on Form 8-K. Item 8.01. Other Events. As previously disclosed, on August 29, 2012, Mr. Textor filed a Schedule 13D with the Securities and Exchange Commission in which he indicated that he is considering making a proposal for a strategic alternative transaction with the Company in which he or entities affiliated with him might participate. Item 9.01. Financial Statements and Exhibits. (d) Exhibit The following Exhibit is filed as a part of this Current Report on Form 8-K: Exhibit No. 17.1 Description Letter from John C. Textor SIGNATURE 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 Domain Media Group, Inc. Dated: September 7, 2012 By: /s/ Edwin C. Lunsford, III Edwin C. Lunsford, III Senior Vice President and General Counsel EXHIBIT INDEX Exhibit No. Description 17.1 Letter from John C. Textor EXHIBIT 17.1 To the Directors of Digital Domain Media Group: I hereby resign as a director of Digital Domain Media Group, Inc. (the "Company") effective as of the close of business on September 6, 2012. As you are aware, I am in profound disagreement with the decision to close our animation and visual effects studio in the wonderful community of Port St. Lucie, Florida. The people of Florida welcomed us with open arms and we certainly owed them greater consideration. We were able to hire and train local residents and have them mentored by the very best of our industry. Our incredibly talented artists and filmmakers were building something truly special in Port St. Lucie, not just our favorite first film, The Legend of Tembo , but also our first home, Tradition Studios. I am deeply saddened and heartbroken by this decision. I believe that each of you as directors, and specifically those on the Strategic Alternatives Committee, have tried to do your very best to deal with the unfortunate consequences of our life as a public company. I also know that, in making your decision, you relied on the counsel of highly qualified advisors and legal representatives. That said, I think the outcome was not only unwise, but also without compassion. While I understand and support the effort to streamline costs, I believe this to be the wrong path. It is never a bad time to reconsider a bad decision. This can be reversed immediately. Although I will no longer be a member of the Board, I intend to stay actively involved as a shareholder of the Company, and a believer in Florida. This decision will hopefully give me greater flexibility to independently consider other strategic alternatives for the Company, the Port St. Lucie studio and the people affected. God bless you and thank you for your service. Sincerely, /s/ John C. Textor