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): October 16, 2000
SHOP AT HOME, INC.
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(Exact name of registrant as specified in its charter)
Tennessee 0-25596 62-1282758
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
5388 Hickory Hollow Parkway, Antioch, Tennessee 37013
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(Address, including zip code, of principal executive office)
(615) 263-8000
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(Registrant's telephone number, including area code)
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Item 5. Other Events
On October 11, 2000, the Company signed a Letter Agreement with LBI
Holdings II, Inc., affiliated with Liberman Broadcasting, Inc., to sell its
Houston Television Station, KZJL-TV, Channel 61, for $57 million. The parties
agreed to file for the FCC approval of the transfer as soon as practical and
agreed to enter a Definitive Agreement within thirty (30) days subject to
customary due diligence. This transaction is subject to certain governmental
approvals including approval by the Federal Communications Commission and the
Federal Trade Commission.
The Press Release that the Company released on Friday, October 13,
2000, concerning this event is attached hereto as Exhibit 99.1.
Item 7. Exhibits
99.1 Press Release
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.
SHOP AT HOME, INC.
(Registrant)
By: /s/ George J. Phillips
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George J. Phillips
Executive Vice President, General Counsel & Secretary
Date: October 16, 2000
<PAGE>
Exhibit 99.1
Contact: Ariane Amiri
Investor Relations
615-263-8604
FOR RELEASE-Friday, Oct 13
Shop At Home Announces Agreement to Sell Its Houston Television Station
NASHVILLE, Tennessee (October 13, 2000) - - Shop At Home, Inc. (Nasdaq: SATH),
an electronic commerce leader in both the broadcast and Internet channels,
announced today that it has reached an agreement to sell television station KZJL
Channel 61 serving the Houston, Texas metropolitan area, the nation's 11th
largest Designated Marketing Area (DMA), for $57 million to Liberman
Broadcasting Incorporated.
Shop At Home completed the purchase of KZJL and signed the station on the air in
June of 1996 for approximately $6 million. It is expected that the transaction
will close in the first quarter of 2001. As part of the transaction, the Company
will retain 50% of the station's valuable Channel 59-69 rights. This transaction
values each Houston cable household at $68 dollars. The Company's remaining
stations in San Francisco, Boston, Cleveland and Raleigh Durham reach, in the
aggregate, 4,525,000 cable households under existing must-carry agreements.
Kent Lillie, Shop At Home's president and CEO said, "This sale, along with our
previously announced Bridgeport television station sale for $37.5 million,
represents a tremendous return on our investment and is projected to contribute
as much as $88 million in after tax cash to the Company. Shareholders should
also be pleased that the Company will retain the right to share in one-half of
any potential gains realized as part of an early migration from the 700 MHz or
Channel 59-69 spectrum in Houston, providing additional upside potential to an
already substantial return on this investment.
"The Company will continue to seek and evaluate similar opportunities to provide
significant returns, improve liquidity and enhance shareholder value."
KZJL-Houston is licensed to the city of Houston and has full market cable
coverage. The Station currently reaches 1,712,060 television households
over-the-air including 840,000 cable households. The Company reaches over 60
million unique cable households nationwide for at least a portion of each day,
equating to 25 million full time equivalent households. It is expected that the
Company will more than replace the Houston cable households under new affiliate
agreements currently under negotiation, prior to the transfer of the station's
license and assets.
The transaction was brokered by Media Venture Partners, Inc. on behalf of Shop
At Home, and is subject to Liberman's completion of the due diligence on the
station and certain governmental approvals including the FCC's approval of the
transfer of the station's license.
About Liberman Broadcasting
Liberman Broadcasting, Inc. is a privately owned media company. Their current
holdings include five radio stations, two television stations and a production
company. Their corporate offices are located in Burbank, CA.
About Shop At Home
Shop At Home, Inc., a leader in converged technology, is a premier retailer of
specialty consumer products, primarily collectibles, through interactive
electronic media including broadcast, cable and satellite television and,
increasingly, over the Internet. Shop At Home Network reaches over 60 million
unique cable and satellite households and has full power television stations in
San Francisco, Boston, Houston, Cleveland, Raleigh and Bridgeport, which is
licensed to the New York market. The Company previously announced an agreement
to sell its Bridgeport television station to Azteca America, for a total
purchase price of $37.5 million.
Shop At Home also operates collectibles.com, a leading online site for the
retail sale of collectibles products that features state-of-the-art technology
from Oracle Corp. (Nasdaq: ORCL), and others to offer collectors a unique online
shopping experience. collectibles.com has completed exclusive-to-the-Internet
distribution agreements with more than 85 of the leading manufacturers and
licensees of collectibles products.
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"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of
1995 - This release contains forward-looking statements within the meaning of
Section 27A of Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Actual results may differ materially from those
identified, such as whether the proceeds anticipated from the sale of KZJL in
Houston or WSAH in Bridgeport will be actually received, whether the
definitive agreement between Liberman Broadcasting and Shop At Home will
be finalized, and whether the transactions will close for a number of reasons.
More details about the reasons actual results may differ from forecasts are
discussed from time to time in Shop At Home's SEC reports, including but not
limited to the registration statement on Form S-3 as amended filed on June 11,
1999 and the registration statement on October 11, 2000, the report on Form
10-K for the year ended June 30, 2000 (Business and Management's Discussion
and Analysis of Financial Condition and Results of Operations), any recent
Forms 8-K, and the registration statement on Form S-1 as amended filed on March
23, 1998. Consequently, all forward-looking statements made herein are
qualified by these cautionary statements and there can be no assurance that
the actual results, events or developments referenced herein will occur or be
realized.
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