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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): January 22, 1997
SFX BROADCASTING, INC.
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(Exact name of registrant as specified in charter)
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Delaware 0-22486 13-3649750
(State or Other Jurisdiction (Commission File No.) (IRS Employer Identification No.)
of Incorporation)
150 East 58th Street, 19th Floor, New York, New York 10155
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 407-9191
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
Supplement to Prospectus Supplement
The Prospectus Supplement of SFX Broadcasting, Inc. (the "Company") dated
January 17, 1997 (to the Prospectus dated December 10, 1996) was filed as
Exhibit 99.1 to the Company's Current Report on Form 8-K dated January 17,
1997. A supplement to the Prospectus Supplement dated January 22, 1997
is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Supplement dated January 22, 1997, to Prospectus Supplement of SFX
Broadcasting, Inc., dated January 17, 1997 and Prospectus dated
December 10, 1996.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereto duly authorized.
SFX BROADCASTING, INC.
By: /s/ Howard J. Tytel
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Name: Howard J. Tytel
Title: Executive Vice President
and Secretary
Date: January 22, 1997
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PROSPECTUS SUPPLEMENT
(To Prospectus Supplement dated January 17, 1997
and Prospectus dated December 10, 1996)
2,250,000 Shares
SFX Broadcasting, Inc.
12 5/8% Series E Cumulative Exchangeable Preferred Stock
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This Prospectus Supplement supplements the Prospectus Supplement
dated January 17, 1997 (the "Existing Prospectus Supplement") of SFX
Broadcasting, Inc. (the "Company") relating to $225,000,000 aggregate
liquidation preference of 12 5/8% Series E Cumulative Exchangeable Preferred
Stock of the Company.
In preparing the Statement of Operations Data for the Nine Months
Ended September 30, 1996 provided in the Summary Consolidated Financial Data
set forth at page S-15 of the Existing Prospectus Supplement, (i) the Company
netted approximately $3,320,000 of investment income against interest expense
of $22,169,000, instead of reflecting such investment income separately in the
line item "Other (income) loss/net," and (ii) the Company omitted to reflect a
extraordinary charge of $15,219,000 associated with the refinancing of the
Company's long-term debt in May, 1996. The extraordinary item had been properly
recorded and reported in the Company's report on Form 10-Q for the quarter
ended June 30, 1996 and all subsequent filings of the Company.
Attached as Exhibit A hereto are unaudited Statement of Operations
Data for the Nine Months Ended September 30, 1996 on a historical basis
adjusted for the items described above. Exhibit A hereto should be read
in conjunction with the Summary Consolidated Financial Data contained in the
Existing Prospectus Supplement (including the footnotes thereto) and
supersedes the historical information provided with respect to the Nine Months
Ended September 30, 1996 on page S-15 of the Existing Prospectus Supplement.
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The date of this Prospectus Supplement is January 22, 1997.
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EXHIBIT A
SUMMARY CONSOLIDATED FINANCIAL DATA
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
The Summary Consolidated financial Data as of September 30, 1996, and for the
nine months ended September 30, 1996 and 1995, have been derived from the
unaudited consolidated financial statements and notes thereto of SFX
Broadcasting, Inc, (the "Company") which are incorporated herein by reference.
Operating results for the nine months ended September 30, 1996, are not
necessarily indicative of the results that may be achieved for the fiscal
year ending December 31, 1996. See "Unaudited Pro Forma Condensed Combined
Financial Statements."
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NINE MONTHS ENDED SEPTEMBER 30,
STATEMENT OF OPERATIONS DATA: (unaudited)
1996
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Net Revenues ........................................ $ 92,840
Station operating expenses........................... 61,448
Depreciation, amortization, duopoly integration
costs and acquisition related costs ................ 10,663
Corporate expenses .................................. 4,475
Non-recurring charges including adjustments to
broadcast rights agreement ........................ 27,489
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Operating income (loss) ............................. (11,235)
Other (income) loss/net ............................. (3,320)
Interest expense, including amortization of
deferred financing costs............................ 22,169
Minority interest ................................... ---
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Income (loss) before income taxes, extraordinary
item and cumulative effect of a change in
accounting principle ............................... (30,084)
Income tax expense (benefit) ........................ ---
Extraordinary loss on debt retirement ............... 15,219
Cumulative effect of a change in accounting principle ---
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Net income (loss) ................................... (45,303)
Redeemable preferred stock dividends and accretion . 3,551
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Net income (loss) applicable to common stock ........ $ (48,854)
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Net income (loss) per share ......................... $ (6.61)
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Weighted average common shares outstanding .......... 7,394
Ratio of earnings to fixed charges ................. ---
Ratio of earnings to combined fixed charges and
preferred stock dividends .......................... ---
OTHER OPERATING DATA:
Broadcast Cash Flow ................................. $ 31,392
EBITDA .............................................. 26,917
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