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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 (Date of earliest event reported): OCTOBER 2, 2000
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CUMULUS MEDIA INC.
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(Exact Name of Registrant as specified in its charter)
ILLINOIS 000-24525 36-4159663
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
3060 Peachtree Road NW, Suite 730, Atlanta, GA 30305
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (404) 949-0700
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111 E. Kilbourn Ave., Suite 2700, Milwaukee, WI 53202
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(Former name or former address, if changed since last report)
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On November 29, 1999, Cumulus Broadcasting, Inc. ("Cumulus Broadcasting"),
a wholly owned subsidiary of Cumulus Media Inc. (the "Company"), entered into an
Asset Purchase Agreement (the "Asset Purchase Agreement") with Connoisseur
Communications Partners, L.P., Continuity Partners, L.P., Connoisseur
Communications of Flint, L.P., Connoisseur Communications of Mercer County,
L.P., Connoisseur Communications of Muskegon, L.P., Connoisseur Communications
of Quad Cities, L.P., Connoisseur Communications of Rockford, L.P., Connoisseur
Communications of Saginaw, L.P., Connoisseur Communications of Waterloo, L.P.,
Connoisseur Communications of Youngstown, L.P. and Abry Broadcast Partners III,
L.P. (collectively, the "Connoisseur Sellers"). Pursuant to the terms of the
Asset Purchase Agreement, Cumulus Broadcasting was to acquire 35 stations (the
"Acquired Stations") in 9 Midwestern markets.
The markets and stations acquired are as follows:
YOUNGSTOWN-WARREN, OHIO (Market Rank # 97 of 276) - WHOT-FM, WYFM-FM, WPIC-AM,
and WSOM-AM. Also, in adjacent Western Pennsylvania, WWIZ-FM and WLLF-AM.
FLINT, MICHIGAN (Market Rank # 119) - WDZZ-FM, WRSR-FM, WWCK-FM, and WFDF-AM.
CANTON, OHIO (Market Rank # 123) - WQXK-FM and WRQK-FM.
SAGINAW-BAY CITY-MIDLAND, MICHIGAN (Market Rank # 125) - WTLZ-FM.
QUAD CITIES, ILLINOIS-IOWA (Market Rank # 133) - KBOB-FM, KORB-FM, KQLI-FM,
WXLP-FM, and KJOC-AM.
ROCKFORD, ILLINOIS (Market Rank # 148) - WLUV-FM (which is pending acquisition
by Connoisseur), WXXQ-FM, WZOK-FM, and WROK-AM.
EVANSVILLE, INDIANA (Market Rank # 152) - WGBF-FM, WTRI-FM, and WYNG-FM, and
WGBF-AM.
MUSKEGON, MICHIGAN (Market Rank # 217) - WMRR-FM, WMUS-FM, WSHZ-FM, WMHG-AM, and
WMUS-AM.
WATERLOO-CEDAR FALLS, IOWA (Market Rank # 233) - KCRR-FM, KKCV-FM, KOEL-FM, and
KOEL-AM.
On October 2, 2000 the Company completed the acquisition of the Acquired
Stations for a total purchase price of $257.8 million in cash.
The purchase price was funded from (i) cash on hand, (ii) escrow deposits
previously made in accordance with the agreements, and (iii) the initial
proceeds from the first and second phases of asset exchanges with and asset
sales to Clear Channel Communications.
Prior to this transaction, no material relationship existed between the Company
and the Connoisseur Sellers.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(A) Financial Statements of Businesses Acquired
Audited financial statements of the Connoisseur Sellers required pursuant
to regulation S-X cannot be provided at this time, but shall be filed as
soon as practicable and in no event later than 60 days after the date by
which this Report on Form 8-K is required to be filed.
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(B) Pro Forma Financial Information
The pro forma financial information required pursuant to Article 11 of
Regulation S-X cannot be provided at this time, but shall be filed as soon
as practicable and in no event later than 60 days after the date by which
this Report on Form 8-K is required to be filed.
(C) Exhibits
2.1 Asset Purchase Agreement dated as of November 29, 1999, by and
among Cumulus Broadcasting, Inc. and the Connoisseur Sellers.
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 hereunto duly authorized.
CUMULUS MEDIA INC.
By: /s/ Martin R. Gausvik
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Martin R. Gausvik
Executive Vice President,
Treasurer and CFO
Date: October 17, 2000
