-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DKCVweWr97Tm3wFAqg6zr/b50Q92QVesXtS75fKTqHWxeH2H8z+q69w9YlEgT1J6 nKHgubI8cr4O2UImBA0nWA== 0001193125-05-176415.txt : 20050829 0001193125-05-176415.hdr.sgml : 20050829 20050829172513 ACCESSION NUMBER: 0001193125-05-176415 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050829 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050829 DATE AS OF CHANGE: 20050829 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COX RADIO INC CENTRAL INDEX KEY: 0001018522 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 581620022 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12187 FILM NUMBER: 051056431 BUSINESS ADDRESS: STREET 1: C/O COX ENTERPRISES INC STREET 2: 6205 PEACHTREE DUNWOODY ROAD CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 678-645-0000 MAIL ADDRESS: STREET 1: C/O COX ENTERPRISES INC STREET 2: 6205 PEACHTREE DUNWOODY ROAD CITY: ATLANTA STATE: GA ZIP: 30328 8-K 1 d8k.htm FORM 8-K Form 8-K

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): August 29, 2005

 


 

Cox Radio, Inc.

(Exact name of registrant as specified in its charter)

 


 

Delaware   1-12187   58-1620022

(State or other

jurisdiction of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

6205 Peachtree Dunwoody Road Atlanta, Georgia   30328
(Address of principal executive offices)   (Zip Code)

 


 

(678) 645-0000

(Registrant’s telephone number, including area code)

 

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:

 

¨ 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 8.01. Other Events.

 

On August 29, 2005, Cox Radio, Inc. issued a press release announcing that its board of directors has authorized Cox Radio to repurchase up to $100 million of its Class A common stock. A copy of this press release is attached hereto as Exhibit 99.1

 

Item 9.01. Financial Statements and Exhibits.

 

  (a) Not applicable.

 

  (b) Not applicable.

 

  (c) Exhibit:

 

  99.1     Press Release dated August 29, 2005.


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.

 

        COX RADIO, INC.

Date: August 29, 2005

      By:  

/s/ Neil O. Johnston

       

Name:

Title:

 

Neil O. Johnston

Vice President and

Chief Financial Officer

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

COX

RADIO, INC.

      NEWS

 


FOR IMMEDIATE RELEASE

 

COX RADIO ANNOUNCES SHARE REPURCHASE AUTHORIZATION

 

ATLANTA, August 29, 2005 — Cox Radio, Inc. (NYSE: CXR) today announced that its Board of Directors has authorized a share repurchase program through which Cox Radio, from time to time, may repurchase up to $100 million of its Class A common stock in the open market or through privately negotiated transactions, with the amount and timing of repurchases to be determined by the Company’s management.

 

Robert F. Neil, President and CEO stated: “Cox Radio’s strong free cash flow generation has allowed us to de-lever and strengthen our balance sheet considerably over the last several years. This share repurchase program provides us with flexibility in the use of our free cash flow and an attractive vehicle for enhancing shareholder value.”

 

As of June 30, 2005, Cox Radio had 42.1 million shares of Class A common stock outstanding. Cox Radio has no obligation to repurchase shares under the Board’s authorization, and the timing, actual number and price of shares that are purchased will depend on a number of factors, including the market value of Cox Radio’s Class A common stock. Cox Radio may suspend or discontinue this repurchase program at any time.

 

Cox Radio is one of the largest radio companies in the United States based on revenues. Cox Radio owns, operates or provides sales and marketing services for 79 stations (66 FM and 13 AM) clustered in 18 markets, including major markets such as Atlanta, Houston, Miami, Orlando, San Antonio and Tampa. Cox Radio shares are traded on the New York Stock Exchange under the symbol: CXR.

 

Forward-Looking Statements

 

Statements in this release are “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, which are statements that relate to Cox Radio’s future plans, earnings, objectives, expectations, performance, and similar projections, as well as any facts or assumptions underlying these statements or projections. Actual results may differ materially from the results expressed or implied in these forward-looking statements due to various risks, uncertainties or other factors. These factors include competition within the radio broadcasting industry, advertising demand in our markets, the possibility that advertisers may cancel or postpone schedules in response to political events, competition for audience share, our success in executing and integrating acquisitions, our ability to generate sufficient cash flow to meet our debt service obligations and finance operations, our ability to execute our Internet strategy effectively, and other risk factors described from time to time in Cox Radio’s filings with the Securities and Exchange Commission. Cox Radio assumes no responsibility to update the forward-looking statements contained in this release as a result of new information, future events or otherwise.

 

Contact:    
Analysts and Investors  

Analysts,Investors, Press or Media

Neil Johnston  

John Buckley/Jonathan Lesko

Vice President & Chief Financial Officer  

BrainerdCommunicators, Inc.

Cox Radio, Inc.  

212-986-6667

678-645-4310

   
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