-----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, WPH5qYQ6UWbXqkRb41vn6faJSUXveXifrrtwVKaH2+XP1PF3Jc061dyI5u2oOgh4 JCP6SkFNHi5Qrkl1S3H0tw== 0000950128-00-000847.txt : 20000523 0000950128-00-000847.hdr.sgml : 20000523 ACCESSION NUMBER: 0000950128-00-000847 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITADEL BROADCASTING CO CENTRAL INDEX KEY: 0001042742 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 860703641 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 333-36771 FILM NUMBER: 641416 BUSINESS ADDRESS: STREET 1: CITY CENTER W STE 400 STREET 2: 7201 W LAKE MEAD BLVD CITY: LAS VEGAS STATE: NV ZIP: 89128 BUSINESS PHONE: 7028045200 MAIL ADDRESS: STREET 1: CITY CENTER WEST STE 400 STREET 2: 7201 WEST LAKE MAED BLVD CITY: LAS VEGAS STATE: NV ZIP: 89128 10-Q/A 1 CITADEL BROADCASTING COMPANY 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to ____________ Commission file number: 333-36771 CITADEL BROADCASTING COMPANY - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 86-0703641 ------ ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) City Center West, Suite 400, 7201 West Lake Mead Blvd., Las Vegas, Nevada 89128 - -------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (702) 804-5200 -------------- - -------------------------------------------------------------------------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No __ - -------------------------------------------------------------------------------- As of May 3, 2000, there were 45,000 shares of common stock, $.001 par value per share, outstanding. 2 INTRODUCTORY STATEMENT This report amends Item 6 of Citadel Broadcasting Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2000. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION OF EXHIBIT ------- ---------------------- 4.1 Global Assignment Agreement dated as of February 10, 2000 among Citadel Broadcasting Company, Citadel Communications Corporation, Credit Suisse First Boston, as Administrative Agent, Collateral Agent and Issuing Bank, and the lenders named therein (incorporated by reference to Exhibit 4.5 to Citadel Communications Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 1999). 4.2 Amended and Restated Credit Agreement dated as of February 10, 2000 among Citadel Broadcasting Company, Citadel Communications Corporation, Credit Suisse First Boston, as lead Arranger, Administrative Agent and Collateral Agent, FINOVA Capital Corporation, as Syndication Agent, First Union National Bank and Fleet National Bank, as Co-Documentation Agents, and the lenders named therein (incorporated by reference to Exhibit 4.6 to Citadel Communications Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 1999). 27 Financial Data Schedule (incorporated by reference to Exhibit 27 to Citadel Broadcasting Company's Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2000). (b) Reports on Form 8-K - During the quarter ended March 31, 2000, Citadel Broadcasting Company filed the following reports on Form 8-K. (i) Form 8-K filed on January 6, 2000 reporting (i) Citadel Broadcasting's December 23, 1999 acquisition of all the equity interests of Caribou Communications Co. from CAT Communications, Inc. and Desert Communications III, the two former equity holders of Caribou Communications, for approximately $61.5 million in cash and (ii) the new $400.0 million credit facility signed on December 17, 1999 by and among Citadel Broadcasting Company, Citadel Communications Corporation and Credit Suisse First Boston, as Lead Arranger, Administrative Agent and Collateral Agent and the Lenders named therein. 20 3 Financial Statements - The following financial Statements of Caribou Communications Co. were included in this report: Balance Sheets as of September 30, 1999 and 1998 (unaudited) Statements of Operations for the nine months ended September 30, 1999 and 1998 (unaudited) Statements of Changes in Partners' Equity for the nine months ended September 30, 1999 and 1998 (unaudited) Statements of Cash Flows for the nine months ended September 30, 1999 and 19998 (unaudited) Notes to Unaudited Financial Statements Pro Form Financial Information - The following pro forma financial information of Citadel Broadcasting Company was reported: Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 30, 1999 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the nine months ended September 30, 1999 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the twelve months ended December 31, 1998 (ii) Form 8-K filed on January 26, 2000, reporting Citadel Broadcasting's entry into a definitive stock purchase agreement to purchase all of the issued and outstanding capital stock of Bloomington Broadcasting Holdings, Inc. Financial Statements - The following financial statements of Bloomington Broadcasting Holdings, Inc. and subsidiaries were included in this report: Independent Auditors' Report Consolidated Balance Sheet as of December 31, 1998 Consolidated Statement of Income for the year ended December 31, 1998 Consolidated Statement of Stockholders' Equity for the year ended December 31, 1998 Consolidated Statement of Cash Flows for the year ended December 31, 1998 Notes to Consolidated Financial Statements Consolidated Balance Sheet as of September 30, 1999 (unaudited) Consolidated Statements of Operations for the nine months ended September 30, 1999 and 1998 (unaudited) Consolidated Statements of Stockholders' Equity for the nine months ended September 30, 1999 (unaudited) Consolidated Statements of Cash Flows for the nine months ended September 30, 1999 and 1998 (unaudited) Notes to Condensed Consolidated Financial Statements (unaudited) Pro Forma Financial Information - The following pro forma financial information of Citadel Broadcasting Company was reported: Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 30, 1999 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the nine months ended September 30, 1999 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the twelve months ended December 31, 1998 21 4 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. CITADEL BROADCASTING COMPANY Date: May 22, 2000 By: /s/ LAWRENCE R. WILSON ------------ ------------------------------- Lawrence R. Wilson Chairman of the Board and Chief Executive Officer (Principal Executive Officer) Date: May 22, 2000 By: /s/ DONNA L. HEFFNER ------------ ------------------------------- Donna L. Heffner Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 22 -----END PRIVACY-ENHANCED MESSAGE-----