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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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Current Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 (1)
Date of Report (Date of earliest event reported): January 7, 2003
ALLBRITTON COMMUNICATIONS COMPANY
(Exact name of registrant as specified in its charter)
Delaware Commission file number: 74-180-3105
(State or other 333-02302 (I.R.S. employer
jurisdiction of identification no.)
incorporation or
organization)
808 Seventeenth Street, N.W.
Suite 300
Washington, D.C. 20006-3910
(Address of principal executive offices)
Registrant's telephone number, including area code: 202-789-2130
(1) Pursuant to Section 15(d) of the Securities and Exchange Act of 1934, the
Company's duty to file reports is automatically suspended as a result of having
fewer than 300 holders of record of each class of its debt securities
outstanding as of October 1, 2002, but the Company agreed under the terms of
certain long-term debt to continue these filings.
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ITEM 5. Other Events and Regulation FD Disclosure
On January 7, 2003, Allbritton Communications Company (the "Company")
accepted for payment an aggregate of $255,576,000 principal amount of its 9 3/4%
Senior Subordinated Debentures due 2007 (the "Debentures") that had been
tendered pursuant to the Company's previously announced tender offer and consent
solicitation for the Debentures (the "Offer").
The Offer included the solicitation of consents to amend the indenture
pursuant to which the Debentures were issued to eliminate or modify
substantially all the restrictive covenants and certain events of default
contained in the indenture. As previously announced, holders of a majority in
principal amount of the Debentures had consented to the amendments to the
indenture. The Company's acceptance for payment of the tendered Debentures
caused the amendments to the indenture described in the Offer to become
effective as of January 7, 2003, and the indenture as modified by such
amendments is binding on holders of Debentures who did not tender pursuant to
the Offer.
The Company made payment for the tendered Debentures from the net proceeds
of its sale of $275,000,000 principal amount of 7 3/4% Senior Subordinated Notes
that were issued on December 20, 2002.
The Company has called for redemption on January 21, 2003 all remaining
outstanding Debentures at a redemption price of $1,039 per $1,000 principal
amount of Debentures, which is the applicable redemption price set forth in the
indenture. This report does not constitute a call for redemption, which has
already been made in accordance with the indenture.
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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.
ALLBRITTON COMMUNICATIONS COMPANY
(Registrant)
January 8, 2003 /s/ Stephen P. Gibson
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Date Name: Stephen P. Gibson
Title: Senior Vice President
and Chief Financial Officer
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