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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): OCTOBER 15, 1999
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TRI-STATE OUTDOOR MEDIA GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
KANSAS 333-59137 48-1061763
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number ) Identification No.)
3416 Highway 41 South
Tifton, GA 31793
(Address of Principal Executive Offices) (Zip Code)
800-732-8261
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On October 15th, 1999, Tri-State Outdoor Media Group, Inc. (the "Company")
acquired outdoor advertising assets from PNE Media Holdings, LLC and PNE Media,
LLC ("PNE") for approximately $12.2 million in cash. The 401 outdoor advertising
faces acquired from PNE are located primarily in Missouri, North Carolina,
Kansas, and Texas with additional units in South Dakota, Nebraska, Iowa and
Minnesota. In addition, the Company purchased 593 outdoor advertising faces from
two companies in southern Georgia for total consideration of approximately $4.7
million. All the assets acquired are in the Company's existing markets.
The financing of $19 million in debt for the acquisitions was provided to
S G H Holdings, Inc., the parent company of the Company, which contributed the
funds to the Company in the form of equity. The nature and amount of the
consideration paid in the acquisitions were determined by negotiation between
the Company and the sellers. Prior to the acquisitions there was no material
relationship between any of the sellers and the Company or any of its
affiliates, directors or officers.
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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 William G. McLendon, Chief Financial Officer, hereunto duly
authorized.
TRI-STATE OUTDOOR MEDIA GROUP, INC.
Date: October 27, 1999 By: William G. McLendon
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William G. McLendon
Chief Financial Officer