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):
January 22, 1997; (December 27, 1996)
AMERICAN RADIO SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-26102 04-3196245
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
116 Huntington Avenue
Boston, Massachusetts 02116
(Address of principal executive offices, including zip code)
(617) 375-7500
(Registrant's telephone number, including area code)
<PAGE>
Item 5. Other Events
On December 27, 1996, American Radio Systems Corporation (the "Company")
announced that it has reached an agreement to exchange radio stations WHAM-AM,
WHTK-AM, and WVOR- FM in Rochester, New York, and $16 million in cash to Jacor
Communications, Inc. ("Jacor") for WKRO-FM in Cincinnati. In addition, American
will assign to Jacor its option to purchase WNVE-FM, Rochester from the Great
Lakes Wireless Talking Machine Limited Liability Corporation. Consummation of
the transaction is subject to, among other conditions, the receipt of regulatory
approval. For more information see the Company's press release, dated December
27, 1996, which is attached herewith as Exhibit 99.1 and incorporated by
reference herein.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 - Press Release, dated as of December 27, 1996.
<PAGE>
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.
AMERICAN RADIO SYSTEMS CORPORATION
(Registrant)
By: /s/ Justin D. Benincasa
Justin D. Benincasa
Vice President and Corporate Controller
Date: January 22, 1997
Exhibit 99.1
[American Radio Logo]
FOR IMMEDIATE RELEASE Contact: Joe Winn, Chief Financial
Officer or Bruce Danziger, Director of
Investor Relations
(617) 375-7500
AMERICAN RADIO SYSTEMS ANNOUNCES TRANSACTION TO
EXCHANGE WHAM-AM, WHTK-AM AND WVOR-FM
FOR WKRO-FM, CINCINNATI, OHIO
Boston, Massachusetts - December 27, 1996 - American Radio Systems Corporation
(NASDAQ: AMRD) announced today that is has reached an agreement to exchange
radio stations WHAM-AM, WHTK-AM, and WVOR-FM in Rochester, New York, and $16
million in cash to Jacor Communications, Incorporated for WKRQ-FM in Cincinnati.
In addition, American will assign to Jacor its option to purchase WNVE-FM,
Rochester from the Great Lakes Wireless Talking Machine Limited Liability
Corporation. Consummation of the transaction is subject to regulatory approval.
Steve Dodge, American's Chairman and CEO, stated, "We're delighted to enter the
Cincinnati market, which we view as one of the most attractive in the country.
And we're especially happy to be able to do so with a market leader of the
quality of WKRQ. We also believe that we are putting WHAM, WHTK and WVOR in the
hands of a very fine and experienced broadcaster who understands these
properties and will continue to move them forward."
American Radio Systems Corporation began trading shares publicly in June, 1995
on NASDAQ. The Company owns and/or manages 46 FM and 23 AM stations in Boston,
Baltimore, Portland, Sacramento, Hartford, Las Vegas, Austin, Buffalo, San Jose,
West Palm Beach, Rochester, Dayton, and Fresno. The Company also has options
and/or agreements to buy additional radio stations in Boston, Baltimore,
Sacramento, San Jose, West Palm Beach, Rochester, Dayton and Fresno. In
addition, on August 5, 1996 the company announced that it had reached an
agreement to merge with EZ Communications, Inc. EZ Communications owns and/or
operates 23 radio stations in seven markets nationwide.
##
---------------------------------------------------------------------
116 Huntington Avenue, Boston, Massachusetts 02116
(617) 375-7500 FAX (617) 375-7575
