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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): AUGUST 25, 1999
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CAPSTAR RADIO BROADCASTING PARTNERS, INC.
(Exact name of Registrant as specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 33-92732 13-3034720
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of incorporation) Identification Number)
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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ITEM 5. OTHER EVENTS.
In a press release dated September 16, 1999, a copy of which is filed
as Exhibit 99.1 hereto, Capstar Radio, an indirect subsidiary of AMFM Inc.,
announced the completion of its change of control offer to purchase for cash all
of its outstanding 9 1/4% Senior Subordinated Notes due 2007.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
99.1 -- Press release, dated September 16, 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.
CAPSTAR RADIO BROADCASTING PARTNERS, INC.
(Registrant)
By: /s/ WILLIAM S. BANOWSKY
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Name: William S. Banowsky, Jr.
Title: Executive Vice President and General Counsel
Date: September 16, 1999
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EXHIBIT INDEX
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EXHIBIT
NUMBER EXHIBIT TITLE
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<S> <C>
99.1 -- Press release, dated September 16, 1999.
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EXHIBIT 99.1
CAPSTAR RADIO BROADCASTING PARTNERS COMPLETES
CHANGE OF CONTROL OFFER FOR ITS 9 1/4% SENIOR SUBORDINATED NOTES
AUSTIN AND DALLAS, TEXAS, SEPTEMBER 16, 1999 -- Capstar Radio Broadcasting
Partners, Inc. ("Capstar Radio"), an indirect subsidiary of AMFM Inc. (NYSE:AFM)
("AMFM," formerly Chancellor Media Corporation) announced today that it
completed its change of control offer (the "Change of Control Offer") to
purchase its 9 1/4% Senior Subordinated Notes due 2007 (the "Notes"). The Change
of Control Offer was required following the acquisition of the Company's former
ultimate parent, Capstar Broadcasting Corporation, by AMFM Inc. The Change of
Control Offer, which commenced on July 27, 1999, expired at 5:00 p.m. New York
City time, on Wednesday, August 25, 1999 (the "Expiration Date"), and the
Company paid for all shares delivered pursuant to the Change of Control Offer on
Thursday, August 26, 1999.
As of the Expiration Date, $66,025,000 in aggregate principal amount of the
Notes representing 33.0% of the then outstanding Notes had been delivered for
repurchase pursuant to the Change of Control Offer. All Notes validly delivered
for repurchase pursuant to the Change of Control Offer were accepted for
payment.
United States Trust Company served as the Dealer Manager for the Change of
Control Offer.
Capstar Radio 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 approximately 451 stations in 101 markets
reaches a weekly listener base of 65 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. AMFM's 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 Joseph N. Jaffoni, Stewart Lewack
AMFM Inc. Jaffoni & Collins Incorporated
(512) 340-7800 (212) 835-8500; [email protected]
