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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) June 1, 1996
HEFTEL BROADCASTING CORPORATION
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 0-24516 99-0113417
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
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6767 West Tropicana Avenue, Suite 102
Las Vegas, Nevada 89103
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (702) 367-3322
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Item 5. Other Events
On June 1, 1996, Registrant and Clear Channel Radio, Inc. ("Clear
Channel") entered into a Tender Offer Agreement pursuant to which Clear Channel
agreed to make a tender offer for all of the shares of Class A Common Stock and
Class B Common Stock of Registrant at a price of $23 per share. Completion of
the purchase of shares in the tender offer is subject to approval of the
Federal Communications Commission and expiration of the waiting period under
the Hart-Scott-Rodino Antitrust Improvements Act of 1976, among other
conditions. Cecil Heftel, Carl Parmer and members of Mr. Heftel's family
agreed to sell the shares of Class A Common Stock and Class B Common Stock
owned by them to Clear Channel at the tender offer price pursuant to a
Stockholder Purchase Agreement dated June 1, 1996.
For further information see Exhibits 1.1.1 and 1.1.2 attached hereto.
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Item 7. Financial Statements and Exhibits
c. Exhibits
1.1.1 Tender Offer Agreement, dated June 1, 1996, between Registrant and
Clear Channel Radio, Inc. ("Clear Channel") (incorporated herein by
reference to Exhibit 99(c)(1) of the Schedule 14D-1 of Clear Channel
filed on June 7, 1996) (Schedules omitted).
1.1.2 Amendment No. 1 to Tender Offer Agreement, dated June 6, 1996, between
Registrant and Clear Channel (incorporated herein by reference to
Exhibit 99(c)(9) of Clear Channel's Schedule 14D-1 filed on June 7,
1996).
Registrant agrees to furnish supplementally a copy of any omitted Schedules to
the Commission upon request.
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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 hereunto duly authorized.
Dated: June 14, 1996 HEFTEL BROADCASTING CORPORATION
By: /s/ John T. Kendrick
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John T. Kendrick,
Senior Vice President and
Chief Financial Officer
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