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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
(AMENDMENT NO. 3)
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 12, 1999
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AMFM OPERATING INC.
(Exact name of Registrant as specified in its charter)
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DELAWARE 0-22486 13-3649750
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of incorporation) Identification Number)
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600 CONGRESS AVENUE
SUITE 1400 78701
AUSTIN, TEXAS (Zip code)
(Address of principal
executive offices)
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Registrant's telephone number, including area code: (512) 340-7800
NOT APPLICABLE
(Former name or former address, if changed since last report)
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The registrant, AMFM Operating Inc., formerly Capstar Communications,
Inc. (the "Company"), hereby amends its Current Report on Form 8-K filed October
12, 1999, as amended on October 28, 1999 and November 9, 1999, as set forth
herein.
ITEM 5. OTHER EVENTS.
In a press release dated November 23, 1999, a copy of which is filed as
Exhibit 99.4 hereto, the Company, an indirect subsidiary of AMFM Inc., announced
that it had completed its solicitation of consents from the holders of its
12 5/8% Series E Cumulative Exchangeable Preferred Stock due October 31, 2006
(the "Preferred Stock") to certain amendments to the Certificate of
Designations, Preferences and Relative, Participating, Optional and Other
Special Rights and Qualifications, Limitations and Restrictions Thereof
governing the Preferred Stock, and had completed an exchange of the Preferred
Stock for the Company's 12 5/8% Senior Subordinated Exchange Debentures due
2006.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
99.1 -- Press release, dated October 12, 1999.(1)
99.2 -- Press release, dated October 25, 1999.(2)
99.3 -- Press release, dated November 5, 1999.(3)
99.4 -- Press release, dated November 23, 1999.
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(1) Previously filed as an exhibit to the Form 8-K of the Company filed
October 12, 1999.
(2) Previously filed as an exhibit to the Form 8-K/A of the Company filed
October 28, 1999.
(3) Previously filed as an exhibit to the Form 8-K/A of the Company filed
November 9, 1999.
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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.
AMFM OPERATING INC.
(Registrant)
By: /s/ W. Schuyler Hansen
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W. Schuyler Hansen
Senior Vice President and
Chief Accounting Officer
Date: November 23, 1999
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EXHIBIT 99.4
AMFM INC. COMPLETES SOLICITATION OF CONSENTS
AND EXCHANGE OF DEBENTURES FOR SERIES E PREFERRED STOCK
AUSTIN AND DALLAS, TEXAS, NOVEMBER 23, 1999 -- AMFM Operating Inc.,
formerly Capstar Communications, Inc. (the "Company"), an indirect subsidiary of
AMFM Inc. (NYSE:AFM) ("AMFM"'), announced today that it has completed its
consent solicitation regarding its 12 5/8% Series E Cumulative Exchangeable
Preferred Stock due October 2006 (the "Preferred Stock"), which commenced on
October 12, 1999 and expired as of 5:00 p.m., New York City time, on Friday,
November 12, 1999 (the "Expiration Date"). The purpose of the consent
solicitation was to modify certain timing restrictions on the Company's ability
to exchange all shares of the Preferred Stock for the Company's 12 5/8% Senior
Subordinated Exchange Debentures due 2006 (the "Debentures"). On November 15,
1999, each holder of shares of Preferred Stock who provided consents to the
modifications that were not withdrawn prior to the Expiration Date received a
consent payment of $0.25 per share of Preferred Stock for which a consent was
delivered.
Deutsche Bank Securities Inc. served as the Dealer Manager and
MacKenzie Partners, Inc. served as the Information Agent for the consent
solicitation.
Following the successful completion of its consent solicitation, the
Company announced on November 19, 1999 its election to exchange the shares of
Preferred Stock for Debentures.
Today, holders of record of Preferred Stock on November 18, 1999
received $100 principal amount of Debentures for each share of Preferred Stock
owned, and all accrued and unpaid dividends on the Preferred Stock up to, but
not including, today.
The Company is an indirect subsidiary of AMFM, the nation's largest
radio broadcasting entity, consisting of the AMFM Radio Group, including The
AMFM Radio Networks and the Chancellor Marketing Group, and the AMFM New Media
Group, including Katz Media and AMFM's Internet operations. Reflecting announced
transactions, AMFM Radio Group with over 440 stations in 100 markets reaches a
weekly listener base of approximately 64 million people. The AMFM Radio Networks
offers syndicated programming nationwide. Chancellor Marketing Group is a
full-service sales promotion firm developing integrated marketing programs for
Fortune 1000 companies. Katz Media is the only full-service media representation
firm in the United States serving multiple types of electronic media. AMFM's
Internet operations focus on developing AMFM's E-commerce web sites, streaming
online broadcasts of AMFM's on-air programming and other media, and promoting
emerging Internet and new media concerns.
For more information contact:
Kevin Mischnick
AMFM Inc.
Telephone No. (512) 340-7800
