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): June 29, 2000
CENTRAL NEWSPAPERS, INC.
(Exact name of registrant as specified in its charter)
INDIANA 1-10333 35-0220660
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
200 EAST VAN BUREN STREET, PHOENIX, ARIZONA 85004
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (602) 444-8000
NONE
(Former name or former address, if changed since last report.)
<PAGE>
ITEM 5. OTHER EVENTS.
In a press release dated June 28, 2000, the Registrant and Gannett Co.,
Inc. announced that they have entered into a definitive agreement for Gannett's
acquisition of the Registrant for an approximate cash purchase price of $2.6
billion.
Attached as Exhibits and incorporated herein by reference to this Form
8-K is a copy of the following documents: (a) press release, dated June 28,
2000, jointly issued by the Registrant and Gannett Co., Inc, (b) Agreement and
Plan of Merger dated as of June 28, 2000 among the Registrant, Gannett Co., Inc.
and Pacific and Southern Indiana Corp. and (c) Voting and Tender Agreement dated
as of June 28, 2000 by and among the Eugene C. Pulliam Trust, Gannett Co., Inc.,
and Pacific and Southern Indiana Corp.
ITEM 7. EXHIBITS
(c) Exhibits.
EXHIBIT
NUMBER DESCRIPTION
------ -----------
2.1 Agreement and Plan of Merger dated as of June 28, 2000
among Central Newspapers, Inc., Gannett Co., Inc. and
Pacific and Southern Indiana Corp.
2.2 Voting and Tender Agreement dated as of June 28, 2000
by and among the Eugene C. Pulliam Trust, Gannett Co.,
Inc. and Pacific and Southern Indiana Corp.
99.1 Press Release dated June 28, 2000
<PAGE>
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.
CENTRAL NEWSPAPERS, INC.
Date: June 29, 2000 By: /s/ THOMAS K. MACGILLIVRAY
------------------------------
Thomas K. MacGillivray
Senior Vice President
and Chief Financial Officer
(Principal Financial Officer and Duly
Authorized Officer)
3
