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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
Date of Report (Date of earliest event reported): June 28, 2000
AOA HOLDING LLC
(Exact name of registrant as specified in its charter)
Minnesota 333-82145 36-4298658
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File No.) Identification No.)
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AOA CAPITAL CORP.
(Exact name of registrant as specified in its charter)
Minnesota 333-82145-01 36-4298659
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File No.) Identification No.)
1380 West Paces Ferry Road, N.W.
Suite 170, South Wing
Atlanta, GA 30327
(Address of principal executive offices)
(404) 233-1366
(Registrant's telephone number, including area code)
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Item 2. Acquisition or Disposition of Assets.
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On June 28, 2000, Adams Outdoor Advertising Limited Partnership, a
Minnesota limited partnership and a subsidiary of the registrant's (the
"Company"), acquired all of the issued and then outstanding common stock of
Horizon Outdoor Advertising, Inc. from Robert H. Willard. The acquisition
occurred pursuant to the terms of a Stock Purchase Agreement made and entered
into on June 23, 2000 by and between Robert H. Willard, Horizon Outdoor
Advertising, Inc. and the Company (the "Stock Purchase Agreement"). Pursuant to
the terms of the Stock Purchase Agreement, the stock of Horizon Outdoor
Advertising, Inc. was acquired by the Company for a purchase price of
$18,500,000, subject to adjustment, payable as set forth in the Stock Purchase
Agreement.
The purchase price was determined by negotiation with the seller and
was based on an evaluation by the Company of the probable cash flow to be
generated by the acquired assets, the cost of duplicating or replacing the
acquired assets and other similar factors. The Company financed the purchase
price and certain fees and expenses associated therewith from the proceeds of
borrowings under its existing credit facility agented by the Canadian Imperial
Bank of Commerce.
Item 7. Financial Statements and Exhibits
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(a) (4); (b) (2) It is currently impracticable to provide the required
financial statements and pro forma financial information for the transaction
described in Item 2 above at the time of this Report on Form 8-K. The required
financial statements and pro forma financial information shall be filed under
cover of a Form 8-K as soon as is practicable, but not later than 60 days of the
filing of this report on Form 8-K.
(c) Exhibits
Exhibit Number Description
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1 Stock Purchase Agreement dated June 23, 2000 by and
between Robert H. Willard, Horizon Outdoor
Advertising, Inc. and Adams Outdoor Limited
Partnership
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
Date: July 13, 2000 AOA HOLDING LLC
By: / s / J. Kevin Gleason
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J. Kevin Gleason, President and Chief
Executive Officer
AOA CAPITAL CORP.
By: / s / J. Kevin Gleason
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J. Kevin Gleason, President and Chief
Executive Officer
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