-----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, HDGMEMJOnMGb428d4fZa9uhb5y+zsjwjao7pshZqzxU37YjqAa7DVpLm6qnMPUz+ rRZqvV6zGd0katewty6Mog== 0000904454-97-000062.txt : 19970416 0000904454-97-000062.hdr.sgml : 19970416 ACCESSION NUMBER: 0000904454-97-000062 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970415 ITEM INFORMATION: Changes in control of registrant FILED AS OF DATE: 19970415 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KING WORLD PRODUCTIONS INC CENTRAL INDEX KEY: 0000756764 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822] IRS NUMBER: 132565808 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09244 FILM NUMBER: 97580414 BUSINESS ADDRESS: STREET 1: 1700 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2123154000 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) April 15, 1997 ___________________ KING WORLD PRODUCTIONS, INC. _____________________________________________________ (Exact Name of Registrant as Specified in Charter) Delaware 1-9244 13-2565808 ___________________________________________________________________ (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 1700 Broadway, New York, New York 10019 ___________________________________________________________________ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (212) 315-4000 ______________ ___________________________________________________________________ (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. _____________ On April 15, 1997, the Company announced that the Board of Directors had approved a program to repurchase up to 5,000,000 shares of its Common Stock and had declared a special dividend distribution of $2.00 per share. Under the share repurchase program, the Company may from time to time purchase shares of Common Stock in the open market and in privately negotiated transactions, at such prices and times as it deems advantageous. Purchases under the share repurchase program will be financed out of the Company's available cash and liquid investments. If the Company were to repurchase all shares authorized to be repurchased at an average price equal to the closing price of the Common Stock on the New York Stock Exchange on April 11, 1997 ($35.50 per share), approximately $177.5 million of the Company's cash reserves would be used in the share repurchase program. The special dividend will be payable on May 16, 1997 to stock- holders of record on April 25, 1997 and will be financed out of the Company's available cash and liquid investments. Approximately $75 million of the Company's cash reserves will be used to pay the special dividend. Item 7. Financial Statements, Pro Forma Financial Information and Exhib- its. ________________________________________________________________ ____ (c) Exhibits. 99.1 Press Release dated April 15, 1997 captioned "King World Declares Special Dividend." 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, thereunto duly authorized. KING WORLD PRODUCTIONS, INC., By: /s/Michael King Name: Michael King Title: President and Chief Executive Officer Date: April 15, 1997 INDEX TO EXHIBITS Exhibit Description _______ ___________ 10.1 Press Release dated April 15, 1997 captioned "King World Declares Special Dividend." EX-99 2 PRESS RELEASE EXHIBIT 99.1 KING WORLD DECLARES SPECIAL DIVIDEND Authorizes Share Repurchase Program NEW YORK, N.Y., April 15, 1997 -- King World Productions, Inc. (NYSE: KWP) today announced today that its Board of Directors has declared a special dividend of $2.00 per common share. The dividend will be payable on May 16, 1997 to shareholders of record on April 25, 1997. King World also announced today that it has authorized a share repurchase program that will allow the Company to purchase up to 5,000,000 shares of King World's common stock, representing approximately 13% of shares outstanding. Michael King, King World's President and Chief Executive Officer, said. "King World's first priority is and always will be the creation of value for its shareholders. We consider our shareholders to be our partners and appreciate the longstanding support we have received from them. We believe this is the right time to reward our shareholders for their confidence and patience. To that end, we are pleased to announce this special dividend. Going forward, we anticipate that our cash balance will be used for acquisitions and to fund production of new and existing programs. "The stock repurchase program, in addition to being accretive to earnings per share, underscores management's belief in the future of the Company. King World is poised for growth, and we truly believe there is no better investment available today than King World common stock. With some of the most impressive franchises in the history of television as well as a pristine balance sheet, King World is well positioned for the future. As we implement our strategy over the next several months, we are confident that our results will corroborate the confidence we have shown today." Under the 5 million share repurchase program announced today, shares will be purchased from time to time in the open market and in privately negotiated transactions. The new buyback program follows the recent completion of a four year buyback under which King World purchased 2.0 million shares for a total cost of $71 million. The purchased shares will be used for general corporate purposes. King World is the leading worldwide distributor of first-run program- ming, including WHEEL OF FORTUNE, JEOPARDY! and THE OPRAH WINFREY SHOW, the three highest-rated, first-run strips in syndication. The Company produces and distributes INSIDE EDITION and AMERICAN JOURNAL, and distributes THE GERALDO RIVERA SHOW, the MR. FOOD insert and a library of feature films and television programs. The Company's barter subsidiary, Camelot Entertain- ment Sales, Inc., sells national advertising time in King World and other TV programming. Another subsidiary, King World Direct, is a worldwide, full-service, direct marketing company. WHEEL OF FORTUNE and JEOPARDY! are produced by Califon Productions, Inc. and Jeopardy Productions, Inc., which are wholly-owned subsidiaries of Columbia TriStar Television, a Sony Pictures Entertainment company. THE OPRAH WINFREY SHOW is produced by HARPO Productions, Inc. THE GERALDO RIVERA SHOW is produced by Tribune Entertainment. For further information, contact: Arthur Sando King World Productions (212) 315-4000 Adam Miller/Rob Lerner The Abernathy MacGregor Group, Inc. (212) 371-5999 -----END PRIVACY-ENHANCED MESSAGE-----