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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): July 20, 2000
ENTERCOM COMMUNICATIONS CORP.
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 001-14461 23-1701044
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
401 City Avenue, Suite 409, Bala Cynwyd, Pennsylvania 19004
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (610) 660-5610
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OF ASSETS.
On July 20, 2000, Entercom Communications Corp., a Pennsylvania
corporation ("Entercom") announced the completion of its previously announced
acquisition of four radio stations in the Kansas City radio market (KCFX-FM,
KCIY-FM, KQRC-FM and KXTR-FM) from Sinclair Broadcast Group, Inc. for $126.6
million (the "Sinclair Kansas City Acquisition") and the simultaneous sale of
three radio stations in the Kansas City radio market (KCFX-FM, KCMO-AM and
KCMO-FM) to Susquehanna Radio Corp. for $113.0 million (the "Susquehanna Sale").
Entercom has previously announced that regulatory requirements would require it
to divest three radio stations in the Kansas City radio market, where it already
owned seven stations prior to the Sinclair Kansas City Acquisition.
The purchase price of $126.6 million paid by Entercom was determined
through arm's length negotiations between unrelated parties and was financed
through borrowings under Entercom's senior credit agreement with a syndicate of
banks, including Banc of America, N.A. and Key Corporate Capital Inc. and
through the proceeds of the Susquehanna Sale.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements
Financial Statements are not required pursuant to Rule 3-05(b)
of Regulation S-X of the Securities Act of 1933, as amended.
(b) Pro Forma Financial Information
Pro Forma financial information is not required pursuant to
Rule 11-01 of Regulation S-X of the Securities Act of 1933, as
amended.
(c) Exhibits
2.07 Asset Purchase Agreement, dated as of May 11, 2000,
among Entercom, Entercom Kansas City, LLC, Entercom
Kansas City License, LLC and Susquehanna Radio Corp.
(See table of contents for list of omitted schedules
and exhibits, which Entercom hereby agrees to furnish
supplementally to the Securities and Exchange
Commission upon request.*
99.1 Press Release (1)
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* Previously filed.
(1) Filed herewith.
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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 hereunto duly authorized.
ENTERCOM COMMUNICATIONS CORP.
Date: August 3, 2000 By: /s/ David J. Field
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David J. Field, President and
Chief Operating Officer
