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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 1, 1997
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TRIATHLON BROADCASTING COMPANY
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(Exact name of registrant as specified in charter)
Delaware 0-26530 33-0668235
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(State or Other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
Symphony Towers, 750 B Street, Suite 1920, San Diego, CA 92101
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(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code: (619) 239-4242
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N/A
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(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On October 1, 1997, the radio stations KOLL FM, KSSN FM and KMVK FM,
each operating in the Little Rock, Arkansas market (the "Little Rock
Disposition") were sold to Clear Channel Radio, Inc. ("Clear Channel") by
Triathlon Broadcasting Company (the "Company"). The aggregate sale price was
$20.0 million in cash which was negotiated at arms length between the
Company and Clear Channel. The proceeds of this transaction are being used
entirely to reduce the Company's outstanding indebtedness.
This disposition concludes the Company's radio station ownership
in the Little Rock, Arkansas market. The Company continues to own,
operate and sell advertising on behalf of or provide programming to
21 FM and 10 AM radio stations and one radio network in six markets.
ITEM 7. FINANCIAL STATEMENTS
(b) Pro Forma Financial Information
The Company will not recognize a gain or loss on the Little Rock
Disposition. The Company classified the stations sold as Assets Held for
Sale from the date of acquisition, April 25, 1997, therefore, the
results of operations of these stations were included in the basis of
assets acquired.
The effect of the Little Rock Disposition on the Company's income
statement and pro forma income statement is immaterial and the effect on
the Company's balance sheet and pro forma balance sheet is a reduction of
$20.0 million in debt and an equal reduction in Assets Held for Sale.
Therefore, the Company will not be filing Pro Forma Financial Statements
showing the effect of this transaction.
(c) Exhibits
2.1 Asset Purchase Agreement dated as of April 11, 1997 between
Triathlon Broadcasting of Little Rock, Inc. and Clear Channel Radio, Inc.
and Clear Channel Radio Licenses, Inc. (incorporated by reference to the
Company's Quarterly Report on Form 10-QSB for the three months ending on
March 31, 1997 filed with the Securities and Exchange Commission on
May 15, 1997.)
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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 thereto duly authorized.
TRIATHLON BROADCASTING COMPANY
By: /s/ William G. Thompson
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Name: William G. Thompson
Title: Chief Financial Officer
Date: October 16, 1997
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