SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
RENTRAK CORP.
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(Name of Issuer)
Class A Common Stock, $0.001 Par Value Per Share
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(Title of Class of Securities)
760174 102
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(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ /Rule 13d-1(d)
Check the following box if a fee is being paid with this statement |_|.
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on the following pages)
Page 1 of 7
CUSIP NO. 760174 102
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Blockbuster Inc.
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I.R.S. Identification No. 52-1655102
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(2) Check the Appropriate Box if a Member of Group (See Instructions)
/ / (a) ---------------------------------------------------------
/ / (b) ---------------------------------------------------------
(3) SEC Use Only ----------------------------------------------------------
(4) Citizenship or Place of Organization Delaware
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- - --------------
Number of (5) Sole Voting Power 0
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Shares
Beneficially (6) Shared Voting Power 1,000,000*
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Owned by
Each (7) Sole Dispositive Power 0
------------------------
Reporting
Person With (8) Shared Dispositive Power 1,000,000*
- - -------------- ---------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,000*
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(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
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(11) Percent of Class Represented by Amount in Row (9)
9.37%
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(12) Type of Reporting Person (See Instructions) CO
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(*All shares underlie currently exercisable warrants)
Page 2 of 7
CUSIP NO. 760174 102
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
VIACOM INC.
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I.R.S. Identification No. 04-2949533
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(2) Check the Appropriate Box if a Member of Group (See Instructions)
/ / (a)-----------------------------------------------------------
/ / (b)-----------------------------------------------------------
(3) SEC Use Only
----------------------------------------------------------
(4) Citizenship or Place of Organization Delaware
-------------------------
- - --------------
Number of (5) Sole Voting Power 0
------------------------
Shares
Beneficially (6) Shared Voting Power 1,000,000*
------------------------
Owned by
Each (7) Sole Dispositive Power 0
------------------------
Reporting
Person With (8) Shared Dispositive Power 1,000,000*
- - -------------- ---------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,000*
-----------------------------------------------------------------------
(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
-----------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9)
9.37%
-----------------------------------------------------------------------
(12) Type of Reporting Person (See Instructions) CO
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(*All shares underlie currently exercisable warrants)
Page 3 of 7
CUSIP NO. 760174 102
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
SUMNER M. REDSTONE
-----------------------------------------------------------------------
S.S. No.
-----------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of Group (See Instructions)
/ / (a)-----------------------------------------------------------
/ / (b)-----------------------------------------------------------
(3) SEC Use Only
----------------------------------------------------------
(4) Citizenship or Place of Organization United States
-------------------------
- - --------------
Number of (5) Sole Voting Power 0
------------------------
Shares
Beneficially (6) Shared Voting Power 1,000,000*
------------------------
Owned by
Each (7) Sole Dispositive Power 0
------------------------
Reporting
Person With (8) Shared Dispositive Power 1,000,000*
- - -------------- ---------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,000*
-----------------------------------------------------------------------
(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
-----------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9)
9.37%
-----------------------------------------------------------------------
(12) Type of Reporting Person (See Instructions) IN
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(*All shares underlie currently exercisable warrants)
Page 4 of 7
Item 1. Identity of Issuer
This Amendment No. 1 amends the Statement on Schedule 13G filed with the
Securities and Exchange Commission on March 16, 1998 by the undersigned with
respect to the Common Stock, par value $0.001 per share (the "Common Stock"), of
Rentrak Corp. (the "Issuer"). The Issuer's principal executive offices are
located at One Airport Center, 7700 NE Ambassador Place, Portland, Oregon 97220.
Item 2. Identity of Reporting Persons and Background
This Item 2 is amended as follows:
This Amendment No. 1 is filed on behalf of Blockbuster Inc., a Delaware
corporation ("BI"), with a principal address of 1201 Elm Street, Dallas, Texas
75270, Viacom International Inc., a Delaware corporation ("VII"), with a
principal address of 1515 Broadway, New York, New York 10036, Viacom Inc., a
Delaware corporation ("VI"), with a principal address of 1515 Broadway, New
York, New York 10036, National Amusements, Inc., a Maryland corporation ("NAI"),
with a principal address of 200 Elm Street, Dedham, Massachusetts 02026, and Mr.
Sumner M. Redstone (collectively, the "Reporting Persons").
BI, successor-in-interest to Blockbuster Videos, Inc. and Blockbuster
Entertainment Inc., is a wholly owned subsidiary of VII, which in turn is a
wholly owned subsidiary of VI. Approximately 67% of VI's voting stock is owned
by NAI; Mr. Sumner M. Redstone, a U.S. citizen, is the controlling shareholder,
Chairman, Chief Executive Officer and President of NAI, the Chairman and Chief
Executive Officer of VI and President and Chief Executive Officer of VII.
Item 3. If this Statement is filed pursuant to ss.240.13d-1(c)
check this box /X/.
Item 4. Ownership.
This Item 4 is amended and restated in its entirety as follows:
Each of BI, VII, VI, NAI and Mr. Sumner M. Redstone beneficially own the
one million (1,000,000) shares of Common Stock underlying currently exercisable
warrants, representing approximately 9.37% of the outstanding shares of Common
Stock (based on the number of shares of Common Stock outstanding as of October
31, 1998 as reported by the Issuer).
Due to the relationship of the Reporting Persons described in Item 2
hereof, each of the Reporting Persons may be deemed to share with each of the
other Reporting Persons power (i) to vote or direct the vote and (ii) to dispose
or to direct the disposition of the shares of Common Stock covered by this
Statement.
Page 5 of 7
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
Item 6. Ownership of Five Percent on Behalf of Another Person.
See Items 2 and 4 hereof
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Page 6 of 7
Item 10. Certifications.
By signing below we certify that, to the best of our knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete and
correct. Pursuant to Rule 13d-1(f)(1), we agree that this statement is filed on
behalf of each of us.
Date: February 11, 1999 BLOCKBUSTER INC.
By: /s/Michael D. Fricklas
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Michael D. Fricklas
Senior Vice President
VIACOM INC.
By: /s/Michael D. Fricklas
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Michael D. Fricklas
Senior Vice President and
General Counsel
/s/Sumner M. Redstone
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Sumner M. Redstone,
Individually
Page 7 of 7