<PAGE> 1
===============================================================================
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): November 10, 2000
SPANISH BROADCASTING SYSTEM, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-27823 13-3827791
------------------- ---------------- ------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3191 CORAL WAY, MIAMI, FLORIDA 33145
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (305) 441-6901
-------------------------------------------------------------
(Former name or former address, if changed since last report.)
===============================================================================
<PAGE> 2
Item 1. Changes in Control of the Company.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
On May 8, 2000, Spanish Broadcasting System, Inc. ("SBS"), entered into a
stock purchase agreement, by and among Rodriguez Communications, Inc. ("RCI"),
each of the stockholders of RCI identified on Annex I thereto, and SBS, to
purchase all of the outstanding capital stock of RCI; and an Asset Purchase
Agreement, by and between New World Broadcasters Corp. ("New World") and SBS, to
purchase radio station KTCY-FM in Texas (the "KTCY"). RCI owned and operated
three radio stations in California: KFOX-FM, KREA-FM and KXJO-FM, and one radio
station in Texas: KSAH-AM.
On November 10, 2000, SBS completed the purchase of KTCY and all of the
outstanding capital stock of RCI; in consideration for which SBS paid to RCI,
the shareholders of RCI and New World, total consideration of $165.2 million,
consisting of $43.5 million of SBS's Class A common stock and $121.7 million in
cash.
The consideration paid on the sale was determined through arms-length
negotiations between SBS, RCI, the shareholders of RCI and New World
Communications. SBS financed the purchase of RCI and KTCY with previously
unissued shares of its Class A common stock, cash on hand and borrowings under
its Credit Agreement, among SBS, the several banks and other financial
institutions or entities from time to time party to the Credit Agreement and
Lehman Commercial Paper, Inc., as administrative agent, dated as of July 6,
2000.
Item 3. Bankruptcy or Receivership.
Not Applicable.
Item 4. Changes in Company's Certifying Accountant.
Not Applicable.
Item 5. Other Events.
Not Applicable.
Item 6. Resignation of Company's Directors.
Not Applicable.
2
<PAGE> 3
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
a. Financial Statements
The financial statements of RCI and KTCY shall be filed as an
amendment to this initial report on Form 8-K within 60 days of the
filing of this initial report.
b. Pro Forma Financial Information
The pro forma financial information relating to SBS's purchase of
RCI and KTCY shall be filed as an amendment to this initial report
on Form 8-K within 60 days of the filing of this report.
c. Exhibits
1. Stock Purchase Agreement, dated as of May 8, 2000, by and
among Rodriguez Communications, Inc., each of the
stockholders of RCI identified on Annex I thereto, and
Spanish Broadcasting System, Inc. (Incorporated by reference
to Exhibit 10.1 to the Company's Amended Quarterly Report,
Amendment No. 1 to Form 10-Q/A, filed on August 11, 2000)
2. Asset Purchase Agreement, dated as of May 8, 2000, by and
between New World Broadcasters Corp. and Spanish
Broadcasting System, Inc. (Incorporated by reference to
Exhibit 10.2 to the Company's Amended Quarterly Report,
Amendment No. 1 to Form 10-Q/A, filed on August 11, 2000)
Item 8. Change in Fiscal Year.
Not Applicable.
Item 9. Sales of Equity Securities Pursuant to Regulation S.
Not Applicable.
3
<PAGE> 4
SIGNATURES
Pursuant to the requirement 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.
SPANISH BROADCASTING SYSTEM, INC.
(Registrant)
November 24, 2000 /s/ Joseph A. Garcia
-------------------------------------------
Joseph A. Garcia
Chief Financial Officer, Executive Vice
President and Secretary
4
