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: April 8, 1999
CHILDREN'S BROADCASTING CORPORATION
(Exact name of registrant as specified in its charter)
MINNESOTA 0-21534 41-1663712
(State or other (Commission File No.) (IRS Employer ID No.)
jurisdiction
of incorporation)
5501 EXCELSIOR BOULEVARD, MINNEAPOLIS, MINNESOTA 55416
(Address of principal executive offices)
(612) 925-8840
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
(a) Reference is made to the Press Release issued to the public by the
Registrant on April 8, 1999, and attached hereto as an exhibit, relating to the
Company's announcement to repurchase up to 500,000 shares of its Common Stock.
(b) Reference is made to the cautionary statements of the Registrant,
presented in the Registrant's Form 10-KSB for the year ended December 31, 1998.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Press Release dated April 8, 1999.
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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.
Dated: April 9, 1999 CHILDREN'S BROADCASTING CORPORATION
BY: /s/ James G. Gilbertson
James G. Gilbertson
ITS: Chief Operating Officer and
Chief Financial Officer
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EXHIBIT INDEX
99.1 Press Release dated April 8, 1999.
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact: Christopher T. Dahl, President/CEO 612/925-8840
CHILDREN'S BROADCASTING CORPORATION
ANNOUNCES REPURCHASE AUTHORIZATION
MINNEAPOLIS, MN - APRIL 8, 1999 - Children's Broadcasting Corporation
(Children's NNM: AAHS) announced today that its Board of Directors has
authorized the repurchase of up to 500,000 additional shares of its Common
Stock. The 500,000 shares represent approximately 7.6% of the 6,575,742 shares
of Common Stock currently outstanding.
Stock repurchases will be made from time to time through the open market or in
block purchase transactions in accordance with Exchange Act Rule 10b-18. The
timing of repurchases is subject to the availability of stock, trading price,
market conditions and Children's financial performance. The repurchases will
begin promptly and authority by the Board of Directors will continue for 12
months, unless sooner terminated. No shares will be repurchased from Children's
officers or directors. Repurchased shares will be canceled and returned to
Children's authorized capital stock.
Information about repurchases under this program will be included in Children's
periodic reports with the SEC and in press releases discussing quarterly
earnings per share results. Children's does not intend to otherwise make
available information with respect to the program or repurchases thereunder.
Previously Children's had repurchased 271,000 shares of Common Stock under a
1998 shares repurchase authorization.
Christopher T. Dahl, President, Chief Executive Officer and Chairman of
Children's said: "We continue to believe that Children's Common Stock, in light
of our current repositioning into the television commercial production industry,
is significantly undervalued. Therefore, the Board of Directors believes that
stock repurchases represent a good investment of available funds."
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Certain statements in this news release constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those anticipated. Such
factors include, but are not limited to, changes in economic conditions,
Children's ability to expand into new markets and the risks and uncertainties
described in the company's filings with the SEC.
