CLEAR CHANNEL COMMUNICATIONS INC
10-Q/A, 2000-05-16
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<PAGE>   1
                                   FORM 10-Q/A


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                AMENDMENT TO QUARTERLY REPORT UNDER SECTION 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarter ended March 31, 2000           Commission file number 1-9645


                       CLEAR CHANNEL COMMUNICATIONS, INC.

             (Exact name of registrant as specified in its charter)


            TEXAS                                    74-1787539
  (State of Incorporation)               (I.R.S. Employer Identification No.)



                          200 CONCORD PLAZA, SUITE 600
                          SAN ANTONIO, TEXAS 78216-6940
                                 (210) 822-2828

                          (Address and telephone number
                         of principal executive offices)



     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes   X     No
   --------    --------

Indicate the number of shares outstanding of each class of the issuer's classes
of common stock, as of the latest practicable date.



            Class                            Outstanding at May 12, 2000
- - - - - - - - - - - - - - --            - - - - - - - - -  - - - - - - - - - -
Common Stock, $.10 par value                       338,918,020


                                                                     Page 1 of 5
<PAGE>   2



PART II -- OTHER INFORMATION

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 thereunto duly authorized.

                                   CLEAR CHANNEL COMMUNICATIONS, INC.




Date  May 16, 2000                 /s/  Herbert W. Hill, Jr.
                                   -------------------------------------------
                                        Herbert W. Hill, Jr.
                                        Senior Vice President and
                                        Chief Accounting Officer

                                                                     Page 2 of 5
<PAGE>   3



                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>

EXHIBIT
 NUMBER          DESCRIPTION
- --------         -----------


<S>            <C>
2.1            Agreement and Plan of Merger dated as of October 8, 1998, as
               amended on November 11, 1998, among Clear Channel Communications,
               Inc., CCU Merger Sub, Inc. and Jacor Communications, Inc.
               (incorporated by reference to Annex A to the Company's
               Registration Statement on Form S-4 (Reg. No. 333-72839) dated
               February 23, 1999).

2.2            Agreement and Plan of Merger dated as of October 2, 1999, among
               Clear Channel, CCU Merger Sub, Inc. and AMFM Inc. (incorporated
               by reference to the exhibits of the Company's Current Report on
               Form 8-K filed October 5, 1999.)

2.3            Agreement and Plan of Merger dated as of February 28, 2000, among
               Clear Channel, CCU II Merger Sub, Inc. and SFX Entertainment,
               Inc. (incorporated by reference to the exhibits of the Company's
               Current Report on Form 8-K filed February 29, 2000.)

3.1            Current Articles of Incorporation of the Company (incorporated by
               reference to the exhibits of the Company's Registration Statement
               on Form S-3 (Reg. No. 333-33371) dated September 9, 1997).

3.2            Second Amended and Restated Bylaws of the Company (incorporated
               by reference to the exhibits of the Company's Registration
               Statement on Form S-3 (Reg. No. 333-33371) dated September 9,
               1997).

3.3            Amendment to the Company's Articles of Incorporation
               (incorporated by reference to the exhibits to the Company's
               Quarterly Report on Form 10-Q for the quarter ended September 30,
               1998).

3.4            Second Amendment to the Company's Articles of Incorporation
               (incorporated by reference to the exhibits to the Company's
               Quarterly Report on Form 10-Q for the quarter ended March 31,
               1999).

3.5            Third Amendment to the Company's Articles of Incorporation.
               (incorporated by reference to the exhibits to the Company's
               Quarterly Report on Form 10-Q for the quarter ended March 31,
               2000).

4.1            Buy-Sell Agreement by and between Clear Channel Communications,
               Inc., L. Lowry Mays, B. J. McCombs, John M. Schaefer and John W.
               Barger, dated May 31, 1977 (incorporated by reference to the
               exhibits of the Company's Registration Statement on Form S-1
               (Reg. No. 33-289161) dated April 19, 1984).

4.2            Senior Indenture dated October 1, 1997, by and between Clear
               Channel Communications, Inc. and The Bank of New York as Trustee
               (incorporated by reference to exhibit 4.2 of the Company's
               Quarterly Report on Form 10-Q for the quarter ended September 30,
               1997).

4.3            First Supplemental Indenture dated March 30, 1998 to Senior
               Indenture dated October 1, 1997, by and between the Company and
               The Bank of New York, as Trustee (incorporated by reference to
               the exhibits to the Company's Quarterly Report on Form 10-Q for
               the quarter ended March 31, 1998).

4.4            Second Supplemental Indenture dated June 16, 1998 to Senior
               Indenture dated October 1, 1997, by and between Clear Channel
               Communications, Inc. and the Bank of New York, as Trustee
               (incorporated by reference to the exhibits to the Company's
               Current Report on Form 8-K dated August 27, 1998).

4.5            Third Supplemental Indenture dated June 16, 1998 to Senior
               Indenture dated October 1, 1997, by and between Clear Channel
               Communications, Inc. and the Bank of New York, as Trustee
               (incorporated by reference to the exhibits to the Company's
               Current Report on Form 8-K dated August 27, 1998).

4.6            Fourth Supplement Indenture dated November 24, 1999 to Senior
               Indenture dated October 1, 1997,
</TABLE>


                                                                     Page 3 of 5

<PAGE>   4

<TABLE>
<CAPTION>

EXHIBIT
 NUMBER          DESCRIPTION
- --------         -----------


<S>            <C>

               by the between Clear Channel and The Bank of New York as Trustee
               (incorporated by reference to the exhibits of the Company's
               Annual Report on Form 10-K for the year ended December 31, 1999).

11             Statement re: Computation of Per Share Earnings. (incorporated by
               reference to the exhibits to the Company's Quarterly Report on
               Form 10-Q for the quarter ended March 31, 2000).

12             Statement re: Computation of Ratios(incorporated by reference to
               the exhibits to the Company's Quarterly Report on Form 10-Q for
               the quarter ended March 31, 2000).

27.1           Financial Data Schedule at March 31, 2000

27.2           Financial Data Schedule at March 31, 1999 (incorporated by
               reference to exhibit 27.1 of the Company's Quarterly Report on
               Form 10-Q for the quarter ended March 31, 1999).
</TABLE>

                                                                     Page 4 of 5

<TABLE> <S> <C>

<ARTICLE> 5

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-END>                               MAR-31-2000
<CASH>                                     320,128,847
<SECURITIES>                                         0
<RECEIVABLES>                              744,211,562
<ALLOWANCES>                                31,636,381
<INVENTORY>                                          0
<CURRENT-ASSETS>                         1,172,780,935
<PP&E>                                   3,126,904,989
<DEPRECIATION>                             531,652,390
<TOTAL-ASSETS>                          17,522,629,909
<CURRENT-LIABILITIES>                      684,820,959
<BONDS>                                  2,176,233,000
                                0
                                          0
<COMMON>                                    33,890,443
<OTHER-SE>                              10,106,746,056
<TOTAL-LIABILITY-AND-EQUITY>            17,522,629,909
<SALES>                                              0
<TOTAL-REVENUES>                           782,539,692
<CGS>                                                0
<TOTAL-COSTS>                              519,961,203
<OTHER-EXPENSES>                             (397,806)
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                          55,549,354
<INCOME-PRETAX>                           (37,205,100)
<INCOME-TAX>                                 5,132,676
<INCOME-CONTINUING>                       (42,337,776)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                              (39,401,608)
<EPS-BASIC>                                      (.12)
<EPS-DILUTED>                                    (.12)


</TABLE>


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