SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of Earliest Event Reported): November 17, 2000
Brill Media Company, LLC
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(Exact name of registrant as specified in its charter)
Virginia 333-44177 52-2071822
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(State or other (Commission (IRS employer
jurisdiction of file number) identification no.)
incorporation)
420 N. W. FIFTH STREET, EVANSVILLE, INDIANA 47708
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(Address of principal executive offices)
(Zip code)
Registrant's telephone number, including area code:
(812) 423-6200
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On November 17, 2000, certain wholly-owned subsidiaries of Brill Media Company,
LLC (together with its wholly-owned subsidiaries, the "Company") paid $1,099 in
cash to acquire 100% of the membership interests of TSB IV, LLC (T4L), a
Virginia limited liability company, pursuant to an Agreement for Transfer of
Membership Interest.
Simultaneously, Mr. Alan Brill made a capital contribution of $1,099 in cash to
the Company.
T4L owns and operates WKDQ, a radio station located in the Evansville,
Indiana/Henderson, Kentucky market.
T4L assets constituted cash, accounts receivables, other current assets,
broadcasting equipment and other assets as well as intangibles used in the radio
broadcasting operations and will continue to be utilized by the Company for such
purposes. In addition, T4L liabilities were approximately $14 million at
November 17, 2000 and included accounts payable, other accrued expenses, a
promissory note payable to the Company, as well as other purchase money and
capital lease obligations including a capitalized lease to a related party.
Prior to the transaction, T4L had been a "managed affiliate" of the Company as
described in note 9 to the consolidated financial statements included in the
Annual Report on Form 10-K of the Company for the fiscal year ended February 29,
2000 and was indirectly owned by Mr. Alan Brill. Accordingly the transaction
will be accounted for similar to a pooling-of-interests.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired (to be filed by amendment not
later than January 31, 2001)
(b) Pro Forma Financial Information of Brill Media Company, LLC (to be filed by
amendment not later than January 31, 2001)
(c) Exhibits
1(a) Agreement For Transfer of Membership Interest dated November 17, 2000
between Brill Media Holdings, LLC and BMC Holdings, LLC.
1(b) Agreement For Transfer of Stock dated November 17, 2000 between
Tri-State Holdings Management, Inc. and BMC Holdings, Inc.
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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.
BRILL MEDIA COMPANY, LLC
By: BRILL MEDIA MANAGEMENT, INC.,
Manager
Date: December 4, 2000 By /s/ ALAN R. BRILL
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Alan R. Brill
DIRECTOR, PRESIDENT, AND CHIEF
EXECUTIVE OFFICER
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