0001144204-13-050947.txt : 20130916 0001144204-13-050947.hdr.sgml : 20130916 20130916150933 ACCESSION NUMBER: 0001144204-13-050947 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130916 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130916 DATE AS OF CHANGE: 20130916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAGA COMMUNICATIONS INC CENTRAL INDEX KEY: 0000886136 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 383042953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11588 FILM NUMBER: 131098633 BUSINESS ADDRESS: STREET 1: 73 KERCHEVAL AVE CITY: GROSSE POINTE FARMS STATE: MI ZIP: 48236 BUSINESS PHONE: 3138867070 MAIL ADDRESS: STREET 1: 73 KERCHEVAL AVE CITY: GROSSE POINTE FARMS STATE: MI ZIP: 48236 8-K 1 v355179_8k.htm 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): September 16, 2013

 

 

SAGA COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   1-11588   38-3042953
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)       Identification No.)
         
73 Kercheval Avenue    
Grosse Pointe Farms, MI   48236
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (313) 886-7070

 

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:

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

Item 2.02. Results of Operations and Financial Condition.

 

On September 16, 2013, Saga Communications, Inc. issued a press release with respect to (i) anticipated gross revenues for the third quarter in comparison to the corresponding period last year and (ii) Board approval of an amendment to the 2005 Incentive Compensation Plan, subject to stockholder approval. The press release, dated September 16, 2013, is attached as Exhibit 99.1 to this Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits.

 

99.1Press Release dated September 16, 2013.

 

 

 

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.

 

 

  SAGA COMMUNICATIONS, INC.
   
   
Dated: September 16, 2013 By:  /s/ Samuel D. Bush                                
        Samuel D. Bush
        Senior Vice President and Chief
         Financial Officer

 

 
 

INDEX OF EXHIBITS

 

Exhibit No. Description
99.1 Press Release dated September 16, 2013.

 

 

 EX-99.1 2 v355179_ex99-1.htm EXHIBIT 99.1

Saga Communications, Inc. Reports 3rd Quarter Gross Revenue Anticipated to increase up to 2% and Board Approval of 2005 Incentive Compensation Plan Amendment

GROSSE POINTE FARMS, Mich., Sept. 16, 2013 /PRNewswire/ -- Saga Communications, Inc. (NYSE MKT: SGA) today reported that it anticipates gross revenues for the third quarter ending September 30, 2013 to be flat to up 2.0% in comparison to the corresponding period last year.

Saga also reported that its Compensation Committee and Board of Directors approved amending Saga's 2005 Incentive Compensation Plan (the "Plan") to, among other things, increase the number of authorized shares by 233,334 shares of Common Stock, resulting in a total of 562,869 shares of Common Stock available for grant, and extend the date for making awards under the Plan to September 6, 2018. The amendment to the Plan will be subject to stockholder approval by written consent.

Saga is a broadcasting company whose business is devoted to acquiring, developing and operating broadcast properties. Saga owns or operates broadcast properties in 25 markets, including 61 FM and 30 AM radio stations, 3 state radio networks, 2 farm radio networks, 4 television stations and 4 low-power television stations. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacommunications.com.

This press release is not a solicitation of written consents. This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as "believes," "expects," "anticipates," "guidance" and similar expressions are intended to identify forward-looking statements. Key risks, including risks associated with Saga's ability to effectively integrate the stations it acquires and the impact of federal regulation on Saga's business, are described in the reports Saga periodically files with the U.S. Securities and Exchange Commission, including Item 1A of our Annual Report on Form 10-K. Readers should note that these statements may be impacted by several factors, including national and local economic changes and changes in the radio and television broadcast industry in general, as well as Saga's actual performance. Results may vary from those stated herein and Saga undertakes no obligation to update the information contained here.



CONTACT: Samuel D. Bush, 313/886-7070