-----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, TbrDFmLevb0zYZiaHKJZeAmlFLa4L6nrbErDm1QhSDcpFFq3UvZGce4oCWV4KXS+ pHz3A5i3OiJcSeP/pji+ww== 0001032210-02-000436.txt : 20020415 0001032210-02-000436.hdr.sgml : 20020415 ACCESSION NUMBER: 0001032210-02-000436 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020322 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020322 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FISHER COMMUNICATIONS INC CENTRAL INDEX KEY: 0001034669 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 910222175 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22439 FILM NUMBER: 02582765 BUSINESS ADDRESS: STREET 1: 1525 ONE UNION SQ STREET 2: 600 UNIVERSITY ST CITY: SEATTLE STATE: WA ZIP: 98101-3185 BUSINESS PHONE: 2064047000 MAIL ADDRESS: STREET 1: 1525 ONE UNION SQU STREET 2: 600 UNIVERSITY ST CITY: SEATTLE STATE: WA ZIP: 98101-3185 FORMER COMPANY: FORMER CONFORMED NAME: FISHER COMPANIES INC DATE OF NAME CHANGE: 19970226 8-K 1 d8k.txt 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 March 22, 2002 -------------------------------------------- (Date of Report) FISHER COMMUNICATIONS, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Washington 000-22349 91-0222175 - ---------------------------- -------------------------- -------------------- (State or Other Jurisdiction (Commission File No.) (IRS Employer of Incorporation) Identification No.) 1525 One Union Square, 600 University Street, Seattle, Washington, 98101-3185 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices, including Zip Code) (206) 404-7000 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On March 21, 2002 Fisher Communications, Inc. (the "Company") obtained from Merrill Lynch, Pierce, Fenner & Smith Incorporated a $42,400,000 loan (the "Margin Loan") collateralized by 3,000,000 shares of common stock of SAFECO Corporation ("Safeco") owned by the Company. Proceeds from the loan were used to fund partial payment of the Company's unsecured line of credit and to pay amounts due under the Company's bank lines of credit. On March 21, 2002, the Company entered into a variable forward sales transaction (the "Forward Transaction") with Merrill Lynch International ("Merrill Lynch"). The Company's obligations under the Forward Transaction are collateralized by 3,000,000 shares of Safeco common stock owned by the Company (the "Pledged Shares"). Under terms of the Forward Transaction, the Company expects to receive up to $70,000,000. Proceeds from the Forward Transaction will be used to repay the Margin Loan discussed above, to finance construction of the Company's Fisher Plaza project and for general corporate purposes. The Forward Transaction will mature in five separate six-month intervals beginning March 15, 2005 through March 15, 2007. The amount due at each maturity date will be determined based on the market value of Safeco common stock on such maturity date. Although the Company will have the option of settling the amounts due under the Forward Transaction in cash or by delivery of the Pledged Shares, the Company currently intends to settle in cash rather than by delivery of shares. The Company may prepay amounts due under the Forward Transaction. During the term of the Forward Transaction, the Company will continue to receive dividends paid by Safeco; however, any increase in the dividend amount above the present rate must be paid to Merrill Lynch. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits None. 2 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. FISHER COMMUNICATIONS, INC. Dated: March 22, 2002 By /s/ David Hillard -------------------------------------- David D. Hillard Senior Vice President Chief Financial Officer 3 -----END PRIVACY-ENHANCED MESSAGE-----