SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 12 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: May 8, 2000
LEE ENTERPRISES, INCORPORATED
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(Exact name of registrant as specified in its charter)
Delaware 1-6227 42-0823980
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(State or other (Commission (IRS Employer of
jurisdiction File Number Identification No.)
incorporation)
215 N. Main Street, Davenport, IA 52801-1924
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(Address of principal executive offices) ZIP Code
(319) 383-2100
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(Registrant's telephone number, including area code)
Item 5. Other Events
On May 7, 2000 the Registrant and its wholly-owned subsidiary,
New Mexico Broadcasting Co. ("NMBC"), entered into an agreement to sell certain
of their broadcasting properties, consisting of eight network-affiliated and
seven satellite television stations, to Emmis Communications Corporation
("Emmis")(the "Sale").
The purchase price is approximately $562,500,000. The Sale is
subject to various conditions, including Hart-Scott-Rodino clearance and
approval by the Federal Communications Commission, and other customary
contingencies for a transaction of this nature. The Sale is anticipated to be
completed later this year. The Sale will be effected by Emmis' purchase of all
the outstanding shares of common stock of KOIN-TV, Inc and SJL of Kansas Corp.
from Registrant and the purchase of the assets related to the balance of the
network-affiliated and satellite television stations from Registrant and NMBC or
their affiliates.
In connection with the announcement of the Sale, the
Registrant issued the following news release.
NEWS RELEASE
For release: 5 a.m. CDT May 8, 2000
LEE ENTERPRISES WILL SELL TV STATIONS
TO EMMIS COMMUNICATIONS CORPORATION
DAVENPORT, Iowa (May 8, 2000) -- Emmis Communications Corporation (NASDAQ: EMMS)
has agreed to purchase eight network-affiliated and seven satellite television
stations from Lee Enterprises (NYSE:LEE).
The announcement was made today by Jeffrey H. Smulyan, chairman and chief
executive officer of Emmis Communications, and Richard D. Gottlieb, chairman and
chief executive officer of Lee Enterprises. They said the purchase price is
$562.5 million.
Emmis Communications, which is based in Indianapolis, Ind., currently owns seven
television stations in addition to 15 radio stations that serve the country's
largest markets. Emmis also owns two radio networks, several large regional and
specialty magazines, and related businesses in sales and publishing.
Smulyan said the purchase marks a significant step in the continued
diversification of Emmis Communications. "The Lee portfolio offers Emmis an
excellent opportunity, with attractive properties and a strong upside," he said.
"Emmis believes in the future of over-the-air television, its impact in the
future of local advertising dollars, and the value of the digital spectrum."
Gottlieb said the sale will allow Lee Enterprises to focus on continuing to
expand in publishing, online and information services. Lee owns 21 daily
newspapers and more than 80 other weekly, classified, shopper and specialty
publications, along with associated online services. Lee recently announced
plans to buy three more daily newspapers and 15 other publications in Nebraska
and Wisconsin.
"Two months ago, when we announced that our stations would be sold, we set two
goals," Gottlieb said. "We wanted to conclude the best deal possible for our
shareholders, and we wanted to find a very good home for our 1,000 broadcasting
employees. We believe we have met both goals and are absolutely delighted that
Emmis will become the new owner."
Colleen Brown, president of Lee Broadcasting, said the transaction is expected
to be completed by late summer or early fall, after regulatory clearances and
approval of the Federal Communications Commission. Credit Suisse First Boston
and McFarland Dewey & Co. LLC facilitated the sale for Lee Enterprises.
The Lee television stations being purchased by Emmis Communications are:
* KOIN-6 (CBS), Portland, Oregon (nation's 23rd largest Designated Market
Area).
* KRQE-13 (CBS), Albuquerque, New Mexico (49th DMA); and satellite stations
KREZ-6 (CBS), Durango, Colorado / Farmington, New Mexico; and
KBIM-10 (CBS), Roswell, New Mexico.
* WSAZ-3 (NBC), Huntington / Charleston, West Virginia (59th DMA).
* KSNW-3 (NBC), Wichita, Kansas (65th DMA); and satellite stations
KSNG-11 (NBC), Garden City, Kansas; KSNC-2 (NBC), Great Bend, Kansas;
and KSNK-8 (NBC), Oberlin, Kansas.
* KGMB-9 (CBS), Honolulu, Hawaii (71st DMA); and satellite stations KGMD-9
(CBS), Hilo, Hawaii; and KGMV-3 (CBS), Wailuku, Maui, Hawaii.
* KGUN-9 (ABC), Tucson, Arizona (72nd DMA).
* KMTV-3 (CBS), Omaha, Nebraska (73rd DMA).
* KSNT-27 (NBC), Topeka, Kansas (138th DMA).
The Emmis purchase does not include Lee's remaining television station, KMAZ-48
(Telemundo), El Paso, Texas (96th DMA), which will be sold separately.
Lee is based in Davenport, Iowa. Its stock is traded on the New York Stock
Exchange under the symbol LEE.
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The Private Securities Litigation Reform Act of 1995 provides a "Safe Harbor"
for forward-looking statements. This news release contains certain information
that may be deemed forward-looking that is based largely on the Company's
current expectations and is subject to certain risks, trends, and uncertainties
that could cause actual results to differ materially from those anticipated.
Among such risks, trends, and uncertainties are changes in advertising demand,
newsprint prices, interest rates, regulatory rulings, availability of quality
broadcast programming at competitive prices, changes in the terms and conditions
of network affiliation agreements, quality and ratings of network over-the-air
broadcast programs, legislative or regulatory initiatives affecting the cost of
delivery of over-the-air broadcast programs to the Company's customers, and
other economic conditions and the effect of acquisitions, investments, and
dispositions on the Company's results of operations or financial condition. The
words "believe," "expect," "anticipate," "intends," "plans," "projects,"
"considers," and similar expressions generally identify forward-looking
statements. Readers are cautioned not to place undue reliance on such
forward-looking statements, which are as of the date of this report. Further
information concerning the Company and its businesses, including factors that
potentially could materially affect the Company's financial results, is included
in the Company's annual report on Form 10-K. The Company does not undertake to
publicly update or revise its forward-looking statements.
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A copy of this news release is available at www.lee.net .
For more information, please contact Dan Hayes, 319-383-2163, dan.hayes@lee.net
.
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.
LEE ENTERPRISES, INCORPORATED
By:/s/ G. Chris Wahlig
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G. Chris Wahlig
Vice President-Finance and
Chief Accounting Officer
Dated: May 8, 2000