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PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED OCTOBER 7, 1996)
BENEDEK COMMUNICATIONS CORPORATION
Offer to Exchange its
15.0% Exchangeable Redeemable Senior Preferred Stock due
2007, which have been registered under the
Securities Act of 1933, as amended,
for any and all of its outstanding shares of
15.0% Exchangeable Redeemable Senior Preferred Stock due 2007
The Exchange Offer will expire at 5:00 p.m.
New York City time, on November 6, 1996, unless
extended
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RECENT DEVELOPMENTS
Benedek Communications Corporation (the "Company") recently announced
its results of operations for the three and nine month periods ended September
30, 1996 as follows:
<TABLE>
<CAPTION>
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Three Months Ended Nine Months Ended
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September 30, September 30, September 30, September 30,
1995 1996 1995 1996
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<S> <C> <C> <C> <C>
Net revenues $12,191,064 $29,786,194 $36,249,720 $59,901,222
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Net revenues $28,091,356 $29,786,194 $87,845,440 $89,681,253
(same station) (a)
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Net income (loss) $(1,015,549) $(5,188,874) $6,020,775 $(8,231,513)
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Broadcast cash $4,874,352 $11,285,131 $15,140,159 $23,282,052
flow (b)
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Broadcast cash $10,886,864 $11,285,131 $35,903,714 $34,112,707
flow (same
station) (a)
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Adjusted $4,456,371 $10,591,757 $14,024,418 $21,501,243
EBITDA (c)
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(a) The Company completed the acquisition of 13 television stations on June
6, 1996. Net revenues and broadcast cash flow on a same station basis
refers to the historical net revenues and broadcast cash flow of all 22
stations currently owned by the Company as if such stations were owned
by the Company throughout the period without any other pro forma
adjustments.
(b) Broadcast cash flow is defined as operating income before financial
income as derived from the consolidated statements of operations plus
depreciation and amortization, amortization of program broadcast
rights, corporate expenses and non-cash compensation less payments for
program broadcast rights.
(c) Adjusted EBITDA is defined as operating income before financial income
as derived from the consolidated statements of operations plus
depreciation and amortization, amortization of program broadcast rights
and non-cash compensation less payments for program broadcast rights.
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The increases in net revenues, broadcast cash flow and Adjusted EBITDA
on an historical basis are the result of the acquisition by the Company of 13
network-affiliated television stations which was completed on June 6, 1996.
Prior to that time, the Company owned nine network-affiliated stations.
The results for the nine month period ended September 30, 1996 were
adversely affected by increased expenses at certain of its recently acquired
stations during the second quarter prior to their acquisition by the Company and
by unexpected weakness in advertising revenues for the Company's 12 CBS
affiliated stations and six ABC affiliated stations in the second and third
quarters. As a result, the Company and its wholly-owned subsidiary, Benedek
Broadcasting Corporation ("BBC"), will not meet certain financial ratios
contained in their Bank Credit Agreement. The Company and BBC have requested
that the lenders under the Credit Agreement waive such non-compliance and the
Company and BBC expect to obtain such waivers prior to their formal report on
the results of operations for the third quarter.
Furthermore, the results for the second and third quarters of fiscal
1996 will continue to affect the ability of the Company and BBC to meet
financial ratios in their Bank Credit Agreement for the full fiscal 1996 year
and during fiscal 1997. During the fourth quarter of 1996, the Company and
BBC intend to discuss with their bank lenders a further amendment to their
Bank Credit Agreement.
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This Prospectus Supplement contains forward-looking statements that
involve risks and uncertainties. Actual results could differ materially from
those anticipated in these forward- looking statements as a result of certain
factors, including changes in national and regional economies, competition in
the television business, successful integration of acquired television stations,
pricing fluctuations in local and national advertising, program ratings and
changes in programming costs, among other factors.
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The date of this Prospectus Supplement is October 31, 1996
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