-----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, WkHp0I/44aculFCrKbiltmWw7k9MIGmUFunP+NwPIFckM7WS0/Tzs20GA81RhYf8 hIZZJlD3Yb+YqphW5I+Phg== 0000950134-05-018329.txt : 20050926 0000950134-05-018329.hdr.sgml : 20050926 20050926134145 ACCESSION NUMBER: 0000950134-05-018329 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050926 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050926 DATE AS OF CHANGE: 20050926 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIN TELEVISION CORP CENTRAL INDEX KEY: 0000931058 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 133581627 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25206 FILM NUMBER: 051102502 BUSINESS ADDRESS: STREET 1: ONE RICHMOND SQUARE STREET 2: STE 230 E CITY: PROVIDENCE STATE: RI ZIP: 02906 BUSINESS PHONE: 4014542880 MAIL ADDRESS: STREET 1: ONE RICHMOND SQUARE STREET 2: SUITE 230 E CITY: PROVIDENCE STATE: RI ZIP: 02906 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIN TV CORP CENTRAL INDEX KEY: 0001166789 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 050501252 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31311 FILM NUMBER: 051102503 BUSINESS ADDRESS: STREET 1: 4 RICHMOND SQ STREET 2: SUITE 200 CITY: PROVIDENCE STATE: RI ZIP: 02906 BUSINESS PHONE: 401.454.2880 MAIL ADDRESS: STREET 1: 4 RICHMOND SQ STREET 2: SUITE 200 CITY: PROVIDENCE STATE: RI ZIP: 02906 8-K 1 d28973e8vk.htm FORM 8-K e8vk
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 26, 2005
LIN TV Corp.
(Exact Name of Registrant as Specified in Charter)
         
Delaware   001-31311   05-0501252
         
(State or Other
Jurisdiction of
Incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)
LIN Television Corporation
(Exact Name of Registrant as Specified in Charter)
         
Delaware   000-25206   13-3581627
         
(State or Other
Jurisdiction of
Incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)
     
Four Richmond Square, Suite 200, Providence, Rhode
Island
  02906
     
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (401) 454-2880
 
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 8.01 Other Events
LIN TV Corp., a Delaware corporation, and its wholly owned subsidiary, LIN Television Corporation, a Delaware corporation (“LIN Television”), are jointly filing this current report on Form 8-K for the purpose of filing with the Securities and Exchange Commission LIN TV’s press release dated September 26, 2005 announcing that LIN Television has entered into an agreement to sell $190 million aggregate principal amount of 6.5% Senior Subordinated Notes due 2013 (the “Notes Offering”).
A copy of the press release relating to the announcement of the Notes Offering is attached to this current report on Form 8-K as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
     
Exhibit No.   Description
99.1
  Press Release, dated September 26, 2005.

 


 

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.
         
  LIN TV Corp.
 
 
Date: September 26, 2005  By:   /s/William A. Cunningham    
    Name:   William A. Cunningham   
    Title:   Vice President and Controller   
 
         
  LIN Television Corporation
 
 
Date: September 26, 2005  By:   /s/William A. Cunningham    
    Name:   William A. Cunningham   
    Title:   Vice President and Controller   
 

 


 

Exhibit Index
     
Exhibit No.   Description
99.1
  Press Release, dated September 26, 2005.

 

EX-99.1 2 d28973exv99w1.htm PRESS RELEASE exv99w1
 

Exhibit 99.1
         
Contacts:



  Investors:
Vincent L. Sadusky
Chief Financial Officer
401-457-9403
  Media:
Mark Semer
Kekst and Company
212-521-4802
LIN TV CORP. ANNOUNCES THAT ITS LIN TELEVISION CORPORATION
SUBSIDIARY ENTERS INTO AN AGREEMENT TO SELL $190 MILLION
AGGREGATE PRINCIPAL SENIOR SUBORDINATED NOTES DUE 2013
Providence, R.I. — September 26, 2005 — LIN TV Corp. (NYSE: TVL) today announced that its wholly owned subsidiary LIN Television Corporation has entered into an agreement to sell $190 million aggregate principal amount of 6.5% Senior Subordinated Notes due 2013 (the “Notes”).
The Notes will be issued at a discount to their aggregate principal amount at maturity and will generate gross proceeds to LIN Television Corporation of $175.3 million. The yield to maturity of the Notes is 7.875% (computed on a semi-annual bond equivalent basis), calculated from September 29, 2005.
The Notes will be guaranteed by LIN TV Corp. The proceeds from the sale of the Notes will be used to repay the $170.0 million term loan under LIN Television Corporation’s credit facility with the balance, if any, to repay a portion of the outstanding revolving indebtedness under LIN Television Corporation’s existing credit facility. The offering is expected to close on September 29, 2005, subject to customary closing conditions.
The Notes will be issued in private placements and are expected to be resold by the initial purchasers to qualified institutional buyers under Rule 144A of the Securities Act of 1933 and outside of the United States in accordance with Regulation S under the Securities Act of 1933.
The Notes have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This news release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes in any jurisdiction in which such an offer or sale would be unlawful.
Forward-Looking Statements
This announcement includes forward-looking statements, including LIN TV Corp.’s guarantee of the Notes and LIN Television Corporation’s plans regarding the issuance of the Notes and use of proceeds from the sale of the Notes. LIN Television Corporation has based these forward-looking statements on its current expectations and projections about future events. Although LIN Television Corporation believes that its assumptions made in connection with the forward-looking statements are reasonable, no assurances can be given that its assumptions and expectations will prove to have been correct. These forward-looking statements are subject to various risks, uncertainties and assumptions. LIN Television Corporation undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this announcement might not occur.

 

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