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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CUMULUS MEDIA INC.
(Exact Name of Registrant as Specified in Its Charter)
Illinois 36-4159663
(State of Incorporation (I.R.S. Employer Identification No.)
or Organization)
111 East Kilbourn Avenue
Suite 2700
Milwaukee, WI 53202
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of
securities pursuant to Section 12(b) of the Exchange Act and
is effective pursuant to General Instruction A.(c), please
check the following box.
/ /
If this form relates to the registration of a class of
securities pursuant to Section 12(g) of the Exchange Act and
is effective pursuant to General Instruction A.(d), please
check the following box.
/XXX/
Securities Act registration statement file number to which this form relates:
333-48849
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
None None
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Securities to be registered pursuant to Section 12(g) of the Act:
Class A Common Stock
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(Title of class)
__% Series A Cumulative Exchangeable
Redeemable Preferred Stock due 2009
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(Title of class)
Item 1. Description of Registrant's Securities to be Registered.
The description of the securities registered hereby is set forth under the
captions "Description of Capital Stock", "Description of the Series A Preferred
Stock and Exchange Debentures" and "Shares Eligible for Future Sale" contained
in the Prospectus filed as part of the Registrant's Registration Statement on
Form S-1, as amended (Registration No. 333-48849) (the "Form S-1"), which
descriptions are incorporated herein by reference.
Item 2. Exhibits.
Exhibit
Number Description of Document
1 Form of Class A Common Stock Certificate (filed as Exhibit No. 4.1 of
the Form S-1 and incorporated herein by reference).
2 Amended and Restated Articles of Incorporation of the Registrant
(filed as Exhibit No. 3.2 of the Form S-1 and incorporated herein by
reference).
3 Amended and Restated Bylaws of the Registrant (filed as Exhibit 3.4 of
the Form S-1 and incorporated herein by reference).
4 Certificate of Designation with respect to Series A Cumulative
Exchangeable Redeemable Preferred Stock Due 2009 (filed as Exhibit 3.5
of the Form S-1 and incorporated herein by reference).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Cumulus Media Inc.
(Registrant)
Date June 24, 1998 By: /s/ Richard Bonick, Jr.
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Richard Bonick, Jr.
Chief Executive Officer
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