-----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, SrRvTS+v+YZ1unoRQ6z2OQ/ZqNQKtqyZeqyoKUtutF/l2qPsTkxyNxcRc+5KNCiA 9V7cSEiYd7W5jQ/+k7ittw== 0001104659-03-021868.txt : 20031001 0001104659-03-021868.hdr.sgml : 20031001 20031001092323 ACCESSION NUMBER: 0001104659-03-021868 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030930 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031001 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SINCLAIR BROADCAST GROUP INC CENTRAL INDEX KEY: 0000912752 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 521494660 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26076 FILM NUMBER: 03919065 BUSINESS ADDRESS: STREET 1: 2000 WEST 41ST ST CITY: BALTIMORE STATE: MD ZIP: 21211 BUSINESS PHONE: 4104675005 MAIL ADDRESS: STREET 1: 2000 W 41ST ST CITY: BALTIMORE STATE: MD ZIP: 21211 8-K 1 a03-3760_18k.htm 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

 


 

Date of Report (Date of earliest

 

Commission File Number 000-26076

event reported)  September 30, 2003

 

 

 

SINCLAIR BROADCAST GROUP, INC.

(Exact name of registrant)

 

Maryland

 

52-1494660

(State of organization)

 

(I.R.S. Employer Identification Number)

 

10706 Beaver Dam Road

Cockeysville, MD  21030

(Address of principal executive offices and zip code)

 

(410) 568-1500

(Registrant’s telephone Number)

 

 



 

SINCLAIR BROADCAST GROUP, INC.

 

 

Item 5.  Other Events

 

As filed in the press release filed herewith as Exhibit 99.1, Sinclair Broadcast Group, Inc. has completed the creation of a modified holding company structure.

 

Item 7.  Financial Statements and Exhibits

 

No financial statements are filed as part of this report.

 

The following exhibit is filed as part of this report:

 

Exhibit  99.1 Sinclair Broadcast Group, Inc.  Press Release (Dated September 30, 2003) – Sinclair Completes Modified Holding Company Structure, Transfers Substantially All Assets and Liabilities to Wholly-Owned Subsidiary

 

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.

 

 

 

 

 

 

 

 

SINCLAIR BROADCAST GROUP, INC.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ David R. Bochenek

 

 

 

 

 

 

 

Name:

David R. Bochenek

 

 

 

 

 

 

 

Title:

Chief Accounting Officer/Controller

 

 

Dated: September 30, 2003

 

3


EX-99.1 3 a03-3760_1ex99d1.htm EX-99.1

Exhibit 99.1

 

News
Release

 

Contact:

David Amy, EVP & Chief Financial Officer

 

Lucy Rutishauser, VP Corporate Finance & Treasurer

 

(410) 568-1592

 

SINCLAIR COMPLETES MODIFIED HOLDING COMPANY STRUCTURE

Transfers Substantially All Assets and Liabilities to Wholly-Owned Subsidiary

 

    BALTIMORE (September 30, 2003) – Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) announced today that it has completed the creation of a modified holding company structure, as previously contemplated and publicly disclosed.

 

    In creating the modified holding company, SBGI has transferred substantially all of its television broadcast assets and liabilities to Sinclair Television Group, Inc. (“STG”), a wholly-owned subsidiary of SBGI.  As such, STG has become the primary obligor under Sinclair’s existing bank credit agreement, the 8.75% Senior Subordinated Notes due 2011, and the 8% Senior Subordinated Notes due 2012.  SBGI will provide a guarantee of these obligations.  SBGI’s class A Common Stock, class B Common Stock, Series D Convertible Exchangeable Preferred Stock, and the 4.875% Convertible Senior Subordinated Notes remain at SBGI and are not obligations or securities of STG.  Pursuant to their terms, the 4.875% Convertible Senior Subordinated Notes automatically became 4.875% Convertible Senior Notes of SBGI, although they continue to be structurally subordinated to STG’s debt.

 

   Commenting on the structure, David Amy, Executive Vice President and CFO of Sinclair Broadcast Group, Inc. stated, “The modified holding company allows us to return to a leverage profile reflective of what was in place prior to our June 2003 refinancing of the $200 million 11.625% High Yield Trust Originated Preferred Securities (HYTOPS), which were excluded from our leverage calculations under our bank credit agreement, but, by refinancing, allowed us to save approximately $10 million per year in interest costs.”

 

    Sinclair Broadcast Group, Inc., one of the largest and most diversified television broadcasting companies, owns and operates, programs or provides sales services to 62 television stations in 39 markets.  Sinclair’s television group includes FOX, WB, ABC, CBS, NBC, and UPN affiliates and reaches approximately 24.0% of all U.S. television households.  For more information, please visit Sinclair’s website at www.sbgi.net.

 

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