8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

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 11, 2005

 


 

Knight-Ridder, Inc.

(Exact name of registrant as specified in its charter)

 


 

Florida   1-7553   38-0723657

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

50 W. San Fernando Street, Suite 1500, San Jose, California   95113
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (408) 938-7700

 


 

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 11, 2005, Knight-Ridder, Inc. issued a press release announcing plans to repurchase 10 million shares of its common stock. As part of this repurchase program, the company purchased 5 million shares of its common stock from Goldman, Sachs & Co. in a private transaction in connection with an accelerated stock buyback arrangement. The shares were repurchased for an upfront payment of approximately $312 million, or $62.36 per share, subject to a price adjustment provision. The remaining 5 million shares will be repurchased over the next six to nine months.

 

Item 9.01 Financial Statements and Exhibits

 

(c) Exhibits.

 

Exhibit 99.1      Press Release of Knight-Ridder, Inc. dated August 11, 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.

 

KNIGHT-RIDDER, INC.
By:  

/s/ Gary R. Effren


    Gary R. Effren
    Vice President/Finance

 

Dated: August 12, 2005


EXHIBIT INDEX

 

Exhibit

Number


 

Name


99.1   Press Release of Knight-Ridder, Inc. dated August 11, 2005