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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):
April 12, 1999
THE ACKERLEY GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-10321 91-1043807
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(Commission File Number) IRS Employer Identification No.
1301 Fifth Avenue, Suite 4000
Seattle, Washington 98101
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (206) 624-2888
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Item 2. Acquisition or Disposition of Assets
On April 12, 1999, The Ackerley Group, Inc. (the "Company") acquired
substantially all of the assets of WOKR(TV), an ABC affiliate licensed to
Rochester, New York, from Sinclair Communications, Inc. pursuant to an Asset
Purchase Agreement dated as of September 25, 1998. The purchase price paid by
the Company was approximately $128.0 million. The Company recorded net assets
with estimated fair values aggregating $9.8 million and goodwill of $118.2
million.
The purchase price was financed principally through funds borrowed under a
Credit Agreement dated as of January 22, 1999 among the Company, First Union
National Bank, Fleet Bank, N.A., Union Bank of California, N.A., KeyBank
National Association, and Bank of Montreal, Chicago Branch, as agents, and the
other lenders party thereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
Audited financial statements for station WOKR(TV) for the year
ending December 31, 1998 and unaudited financial statements for the
three-month period ending March 31, 1999 will be filed by amendment to
this report on or before June 26, 1999.
(b) Pro forma financial information.
Pro forma financial information relative to the Company's
acquisition of station WOKR(TV) will be filed by amendment to this
report on or before June 26, 1999.
(c) Exhibits.
10.1 Asset Purchase Agreement between Sinclair Communications,
Inc. and The Ackerley Group, Inc. dated as of September 25,
1998.(1)
10.2 Credit Agreement dated January 22, 1999, by and among The
Ackerley Group, Inc., First Union National Bank, Fleet
Bank, N.A., Union Bank of California, N.A., KeyBank
National Association, and Bank of Montreal, Chicago Branch,
as agents, and the other lenders party thereto(2)
99 Press release issued by Company, dated April 13, 1999
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(1) Incorporated by reference to Exhibit 10 to the Company's
Quarterly Report on Form 10-Q for the quarter ended September
30, 1998.
(2) Incorporated by reference to Exhibit 10.1 to the Company's
Registration Statement on Form S-4 (Registration No. 333-
71583).
2
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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 hereunto duly authorized.
Dated: April 27, 1999
THE ACKERLEY GROUP, INC.
By: /s/ Keith W. Ritzmann
_________________________________
Keith W. Ritzmann
Senior Vice President and Chief
Information Officer, Assistant
Secretary and Controller
3
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EXHIBIT 99
FOR IMMEDIATE RELEASE
FROM: THE ACKERLEY GROUP, INC., (206) 624-2888
Media Contact: Rosanne Marks, MWW/Savitt, (206) 689-8505
Analyst Contact: Dan Evans, Jr., Vice President Public Affairs
Denis Curley, Co-President and Chief Financial Officer
Leon Berman, The MWW Group, 1-800-724-7602
________________________________________________________________________________
THE ACKERLEY GROUP FINALIZES PURCHASE OF TWO BROADCAST TRANSACTIONS
Acquisitions further enhance company's Digital CentralCasting Strategy
SEATTLE -- April 13, 1999 -- The Ackerley Group (NYSE: AK), a leading media and
entertainment company, today announced it has completed the acquisition of WOKR-
TV, the ABC affiliate in Rochester, New York. The company also recently
completed the acquisition of KMTR-TV, the NBC affiliate in Eugene, Oregon, on
March 16, 1999.
The purchase of both stations is consistent with the company's acquisition
strategy to own or operate stations in contiguous markets in order to realize
operating efficiencies, which can then be reinvested into local news. WOKR will
now join other stations owned or operated by The Ackerley Group in the Central
New York Station Group, including WIXT in Syracuse, WUTR in Utica and WIVT in
Binghamton. KMTR will join the North Coast Station Group which includes KMTZ in
Coos Bay, Oregon, KMTX in Roseburg, Oregon, KVIQ in Eureka, California and KFTY
in Santa Rosa, California.
Ackerley Group stations in these regional groups are able to participate in
Digital CentralCasting, which digitally enhances the quality of the broadcast
and also consolidates functions such as operations, traffic, programming and
--more--
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accounting between stations. The savings realized from this consolidation can
now be reallocated and reinvested into enhancing the quality and quantity of
local news for viewers in Rochester, New York as well as viewers in Eugene,
Oregon.
"We are look forward to delivering the best local news in the market and
being a committed community partner," said Denis Curley, Co-President and Chief
Financial Officer. "We also look forward to giving our viewers the opportunity
to view the highest quality digital programming without having to purchase an
expensive digital TV set."
The Ackerley Group is known for strengthening local news in the markets in
which it operates. Stations managed or owned by The Ackerley Group gain greater
viewership or become leaders in their markets, because of the company's
commitment to provide the most comprehensive local news in a market.
The Ackerley Group is comprised of four operating segments, which contain a
total of 23 independent media and entertainment operations. The Outdoor Media
segment includes outdoor advertising in four major metropolitan markets. The
Television Broadcasting segment owns, operates under management agreements, or
has applications pending with the FCC for 13 stations in California, New York,
Washington, Oregon and Alaska. The Radio Broadcasting segment owns and operates
four radio stations in the Seattle-Tacoma market, with a transaction pending
before the FCC for two additional stations in Alaska. The Sports &
Entertainment segment includes Full House Sports & Entertainment, and the NBA's
Pacific Division Champion Seattle SuperSonics.
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