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 September 1, 2000 Commission File No. 333-76649
(Date of earliest event reported)
SALEM COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 77-0121400
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
4880 SANTA ROSA ROAD, SUITE 300
CAMARILLO, CALIFORNIA 93012
(Address of principal executive offices)
(805) 987-0400
Registrant's telephone number, including area code
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On September 1, 2000, Salem Communications Corporation, (the "Company"),
completed its asset exchange with Cox Radio, Inc. to exchange the assets of
radio station KKHT-FM (Houston, Texas) for the assets of radio stations WALR-FM
(Atlanta, Georgia), KLUP-AM (San Antonio, Texas) and WSUN-AM (Tampa, Florida).
The acquired assets consist principally of FCC licenses and tangible assets used
in the radio broadcasting business. The Company did not acquire the format or
intellectual property of WALR-FM or WSUN-AM. The parties have estimated the
value of assets exchanged by each party to be approximately $80 million.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Since the substantial portion of the assets acquired relate to WALR-FM and
the Company did not acquire the related format or intellectual property,
historical financial statements would not be meaningful to readers of this
report.
(b) Pro Forma Financial Information.
At the time of this report on Form 8-K, it is not practical to provide the
pro forma financial information required by Item 7(b). In accordance with Item
7(b)(2) of Form 8-K, pro forma financial information reflecting the disposition
of KKHT-FM and the acquisition of assets will be filed within 60 days of the due
date of this filing by an amendment to this report on Form 8-K/A. Since the
substantial portion of the assets acquired relate to WALR-FM and the Company did
not acquire the related format or intellectual property, a pro forma statement
of operations reflecting the acquisition would not be meaningful to readers of
this report.
(c) Exhibits.
EXHIBITS
10.08.06* Asset Exchange Agreement dated as of May 31, 2000 by and among
Salem; South Texas Broadcasting, Inc.; Cox Radio, Inc.; and CXR Holdings, Inc.
(WALR-FM, Athens, GA; WSUN-AM, Plant City, FL, KLUP-AM, Terrell Hills, TX,
KKHT-FM, Conroe, TX).
* Incorporated by reference to the exhibit of the same number of the
Company's Quarterly Report on Form 10-Q, filed with the Securities and Exchange
Commission on August 14, 2000.
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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 thereunto duly authorized.
SALEM COMMUNICATIONS CORPORATION
Date: September 18, 2000
By: /s/ EDWARD G. ATSINGER III
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Edward G. Atsinger III
President and Chief Executive Officer
Date: September 18, 2000
By: /s/ EILEEN E. HILL
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Eileen E. Hill
Vice President Financial Planning and Analysis
(Principal Financial Officer)
