FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 14, 1999
Commission file number 0-7831
JOURNAL COMMUNICATIONS, INC.
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(Exact name of registrant as specified in its charter)
WISCONSIN 39-0382060
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P.O. Box 661, 333 West State Street, Milwaukee, Wisconsin 53201
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(Address of principal executive offices) (Zip Code)
(414) 224-2728
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Journal Communications, Inc.
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 14, 1999, Journal Broadcast Corporation ("the JBC"), a wholly owned
subsidiary of Journal Communications, Inc. ("JCI"), acquired all the issued and
outstanding capital stock of Great Empire Broadcasting, Inc. ("GEB"), a Kansas
corporation, pursuant to a Stock Purchase Agreement, dated August 24, 1998 and
as amended on June 14, 1999, by and among GEB, all of the holders of capital
stock of GEB and JBC. The aggregate acquisition price for the capital stock of
GEB and related non-compete agreement was approximately $105.0 million. JCI used
cash from its cash-equivalent portfolio to purchase the capital stock. The
purchase price paid was determined on the basis of arm's length negotiations
between the parties. There is no material relationship between the shareholders
of GEB and JBC or any of its affiliates, directors or officers or any of their
associates.
GEB, through wholly-owned subsidiaries, owns and operates, pursuant to licenses
issued by the Federal Communications Commission ("FCC"), Radio Stations
KFDI(AM), KFDI-FM, and KICT-FM, Wichita, Kansas; KYQQ (FM), Arkansas City,
Kansas; KLLS (FM), Augusta, Kansas; KTTS (AM) and KTTS-FM, Springfield,
Missouri; KLTQ (FM), Sparta, Missouri; WOW (AM) and WOW-FM, Omaha, Nebraska;
KVOO (AM) and KVOO-FM, Tulsa, Oklahoma; and KCKI-FM, Henryetta, Oklahoma. JBC
intends to operate the business of GEB at its present locations and to conduct
the business of GEB in substantially the same manner as it had been conducted
prior to the acquisition.
Journal Communications, Inc.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired
Not applicable
(b) Pro Forma Financial Information
Not applicable
(c) Exhibits
2.1* Stock Purchase Agreement, dated as of August 24, 1998, by and among
GEB, all of the holders of capital stock of GEB and JBC
2.2 First Amendment to the Stock Purchase Agreement dated as of June 14,
1999.
* The schedules and exhibits to the Stock Purchase Agreement are not being filed
herewith because JCI believes that the information in such schedules and
exhibits should not be considered material to an investment decision in JCI or
such information is otherwise adequately disclosed in this Form 8-K. The Stock
Purchase Agreement identifies internally the contents of all omitted schedules
and exhibits. JCI agrees to furnish supplementally (but not to "file") a copy of
any such schedule or exhibit to the Commission upon request.
Journal Communications, Inc.
Signatures
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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.
JOURNAL COMMUNICATIONS, INC.
Registrant
Date: June 29, 1999 /s/ Steven J. Smith
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Steven J. Smith, Chairman and
Chief Executive Officer
Date: June 29, 1999 /s/ Paul M. Bonaiuto
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Paul M. Bonaiuto, Executive Vice
President and Chief Financial Officer