-----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, PIGtG2kr0bZtFTZ6dKFaLXIjP0Od3t5JYPn0/g1rilsMy6ASYAFd76ZkmN74YoaV YqzOvtJwzZcgK7DnheUfxQ== 0000950134-98-002984.txt : 19980407 0000950134-98-002984.hdr.sgml : 19980407 ACCESSION NUMBER: 0000950134-98-002984 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980330 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980406 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAPSTAR BROADCASTING PARTNERS INC CENTRAL INDEX KEY: 0001026516 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 752672663 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-25263 FILM NUMBER: 98588178 BUSINESS ADDRESS: STREET 1: 600 CONGRESS AVE STREET 2: SUITE 1400 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 5124046380 MAIL ADDRESS: STREET 1: 600 CONGRESS AVE STREET 2: SUITE 1400 CITY: AUSTIN STATE: TX ZIP: 78701 8-K 1 FORM 8-K 1 ================================================================================ 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): MARCH 30, 1998 ------------------------ CAPSTAR BROADCASTING PARTNERS, INC. (Exact name of Registrant as specified in its charter) DELAWARE 333-25683 75-2672663 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of incorporation) Identification Number)
600 CONGRESS AVENUE SUITE 1400 78701 AUSTIN, TEXAS (Zip code) (Address of principal executive offices) Registrant's telephone number, including area code: (512) 340-7800 NOT APPLICABLE (Former name or former address, if changed since last report) ================================================================================ 2 ITEM 5. OTHER EVENTS. In a press release dated March 30, 1998, a copy of which is filed as Exhibit 99.1 hereto, Capstar Radio Broadcasting Partners, Inc. ("Capstar Radio"), a wholly-owned subsidiary of Capstar Broadcasting Partners, Inc. ("Capstar Partners"), announced the commencement of (i) a tender offer to purchase for cash all of its outstanding 13 1/4% Senior Subordinated Notes due 2003 (the "Notes") and (ii) the solicitation of consents to proposed amendments to eliminate certain restrictive covenants and to amend certain other provisions of the indenture pursuant to which the Notes were issued. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (C) EXHIBITS. 99.1 -- Press release, dated March 30, 1998. 3 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 thereunto duly authorized. CAPSTAR BROADCASTING PARTNERS, INC. (Registrant) By:/s/ KATHY ARCHER ---------------------------- Name: Kathy Archer Title: Vice President Date: April 6, 1998 4 EXHIBIT INDEX
Exhibit Number Exhibit Title - ------- ------------- 99.1 -- Press release, dated March 30, 1998
EX-99.1 2 PRESS RELEASE DATED MARCH 30, 1998 1 EXHIBIT 99.1 CAPSTAR RADIO BROADCASTING PARTNERS, INC. ANNOUNCES OFFER TO PURCHASE OUTSTANDING NOTES AND SOLICITATION OF CONSENTS TO INDENTURE AUSTIN, TEXAS, MARCH 30, 1998 -- Capstar Radio Broadcasting Partners, Inc. ("Capstar Radio"), a subsidiary of Capstar Broadcasting Partners, Inc. ("Capstar Partners"), announced today that it is commencing a tender offer to purchase for cash all of its outstanding 13 1/4% Senior Subordinated Notes due 2003 (the "Notes"). Capstar Radio also announced today that it will solicit consents to proposed amendments to eliminate certain restrictive covenants and to amend certain other provisions of the indenture pursuant to which the Notes were issued (the "Indenture"). As of the commencement date, there was approximately $76.8 million principal amount of Notes outstanding. The principal purposes of the offer and solicitation are to acquire all of the outstanding Notes to reduce Capstar Radio's overall indebtedness and to amend the Indenture to provide Capstar Radio with financial flexibility. The tender offer consideration to be paid for Notes purchased by Capstar Radio and properly delivered consents in the tender and solicitation will be an amount equal to the greater of (x) $1,131.42 per $1.00 principal amount or (y) a price based upon a fixed spread of 75 basis points over the yield to maturity on the 6.250% U.S. Treasury Note maturing May 31, 1999, as calculated in accordance with standard market practice, together, in each case, with accrued and unpaid interest up to but not including the date of payment. Using the fixed spread formula, the purchase price for the 6.250% Notes will be set at 2:00 p.m., New York City time, on Monday, April 13, 1998. Capstar Radio intends to finance the purchase of the Notes out of available cash. Holders who tender their Notes in the tender offer are obligated to consent to the proposed amendments to the Indenture and may not deliver consents without tendering Notes. No separate payment will be made for the consents delivered concurrently with tenders of Notes. The tender offer will expire at 5:00 p.m., New York City time, on Monday, April 27, 1998, unless extended. BT Alex. Brown Incorporated will be acting as the Dealer Manager for the tender offer and the consent solicitation. The tender offer and consent solicitation will be made pursuant to an Offer to Purchase and Consent Solicitation Statement and the related Consent and Letter of Transmittal, which more fully set forth the terms of the tender offer and consent solicitation. Requests for additional information concerning the terms of the tender offer and consent solicitation, tendering Notes and the delivery of consents and conditions to the tender offer and consent solicitation may be directed to BT Alex. Brown Incorporated at (212) 250-9503. Copies of the Offer to Purchase and Consent Solicitation Statement and related documents may be obtained from BT Alex. Brown Incorporated at the same telephone number. Capstar Broadcasting Partners was formed in May 1996, by Chief Executive Officer, R. Steven Hicks, and the Dallas private investment firm of Hicks, Muse, Tate & Furst Incorporated. Capstar currently owns and operates or has agreed to acquire over 300 radio stations in mid-sized markets across the country, making it the largest owner of radio stations in the nation, based on station count, and one of the largest owners and operators of radio stations in terms of revenue and cash flow. For more information contact: Lisa Dollinger Capstar Radio Broadcasting Partners, Inc. 600 Congress Avenue, Suite 1400 Austin, Texas Telephone No. (512) 340-7800 -----END PRIVACY-ENHANCED MESSAGE-----