UNITED STATES
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) July 1, 1997
Meredith Corporation
(Exact name of registrant as specified in its charter)
Iowa 1-5128 42-0410230
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1716 Locust Street, Des Moines, Iowa 50309-3023
(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code 515 - 284-3000
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Item 2. Acquisition or Disposition of Assets.
On July 1, 1997, Meredith Corporation (the "Company") purchased the assets of
three television stations from First Media Television, L.P. The three
television stations are KPDX-TV, a Fox network affiliate serving the Portland,
OR market; WHNS-TV, a Fox network affiliate serving the Greenville, SC/
Spartansburg, SC/Asheville, NC market; and KFXO-TV, a Fox network affiliate
serving the Bend, OR market. The purchased assets of all three stations
include their respective FCC licenses, Fox network affiliation contracts and
all real and personal property used in operating each of the three television
stations. The total purchase price for the three stations was $216 million
which the Company believes approximates the fair value of the total assets
acquired based on current market conditions. The acquisition was financed by
cash from short term investments and $125 million under a $360 million, five-
year revolving/term credit facility with a group of seven banks led by Wachovia
Bank, N.A., as agent. The Company intends to continue the operations of KPDX-
TV, WHNS-TV and KFXO-TV as Fox television network affiliates in their
respective markets.
Reference is made to the Company's reports on Form 8-K dated January 24, 1997
and June 2, 1997, related to this acquisition.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
(b) Pro forma financial information.
It is impractical to provide the required financial statements and pro
forma financial information as of this date. The required financial
statements and pro forma financial information will be filed as a Form
8-K/A with the Commission as soon as practicable, but not later than
September 15, 1997, as required.
(c) Exhibits
(2) Asset Purchase Agreement (the "Agreement") by and between First Media
Television, L.P., as seller and Meredith Corporation as Buyer dated
as of January 23, 1997. (Incorporated herein by reference to Exhibit
2 to the Company's Form 10-Q for the period ended March 31, 1997.)
(2a) Letter agreement dated June 2, 1997, from First Media Television,
L.P. to Meredith Corporation, amending the Agreement.
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(4) Credit Agreement dated July 1, 1997, among Meredith Corporation
and a group of banks with Wachovia Bank, N.A., as agent
(99) Press release dated July 1, 1997 issued by Meredith Corporation.
SIGNATURE
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.
MEREDITH CORPORATION
Registrant
(Larry D. Hartsook)
Larry D. Hartsook
Vice President - Finance
(Principal Financial and
Accounting Officer)
Date: July 10, 1997
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Exhibit Index
Exhibit #
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(2) Asset Purchase Agreement (the "Agreement") by and
between First Media Television, L.P., as seller and
Meredith Corporation as Buyer dated as of January 23,
1997. (Incorporated herein by reference to Exhibit
2 to the Company's Form 10-Q for the period ended
March 31, 1997.)
(2a) Letter agreement dated June 2, 1997, from First Media
Television, L.P. to Meredith Corporation, amending
the Agreement.*
(4) Credit Agreement dated July 1, 1997, among Meredith
Corporation and a group of banks with Wachovia Bank,
N.A., as agent.*
(99) Press release dated July 1, 1997 issued by
Meredith Corporation.
*Supplementary schedules to this Letter agreement amending the
Agreement as listed on Exhibit A, and supplementary schedules
and exhibits to the Credit Agreement are not included in this
Form 8-K filing. Copies of any of the schedules and exhibits
to this Letter agreement amending the Agreement and to the
Credit Agreement will be furnished supplementary to the
Commission upon request.