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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): August 17, 2004
(SBS LOGO)
SPANISH BROADCASTING SYSTEM, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-27823 13-3827791
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2601 SOUTH BAYSHORE DRIVE, PH II, COCONUT GROVE, FLORIDA 33133
(Address of principal executive offices) (Zip Code)
(305) 441-6901
(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On August 17, 2004, a wholly owned subsidiary of Spanish Broadcasting
System, Inc. ("SBS"), Spanish Broadcasting System SouthWest, Inc., entered into
an asset purchase agreement with Styles Media Group, LLC, a Florida limited
liability company, to sell the assets of radio stations KZAB-FM and KZBA-FM,
serving the Los Angeles, California market, for a cash purchase price of $120
million. In connection with this agreement, Styles Media Group, LLC made a $6
million deposit on the purchase price, which is being held in escrow. The
agreement contains customary representations and warranties, and the closing of
the sale is subject to certain conditions including receipt of regulatory
approval from the Federal Communications Commission ("FCC"), completion of the
rebuilding of the technical facility of radio station KZBA-FM, receipt of FCC
license authority covering construction permits for radio stations KZAB-FM and
KZBA-FM, expiration or termination of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, consent of
SBS's lenders and consent of third parties to the assignment of leases. Although
SBS intends to sell the assets of radio stations KZAB-FM and KZBA-FM, there
cannot be any assurance that the sale will be completed.
As of August 17, 2004, Spanish Broadcasting System SouthWest, Inc. also
entered into a time brokerage agreement with Styles Media Group, LLC pursuant to
which Styles Media Group, LLC is permitted to begin broadcasting its programming
on radio stations KZAB-FM and KZBA-FM on September 20, 2004. The time
brokerage agreement will terminate upon the closing under, or termination of,
the asset purchase agreement.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
10.1 - Asset Purchase Agreement, dated as of August 17, 2004, by and among
Styles Media Group, LLC and Spanish Broadcasting System SouthWest,
Inc.
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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 hereunto duly authorized.
SPANISH BROADCASTING SYSTEM, INC.
(REGISTRANT)
August 23, 2004 By: /s/ Joseph A. Garcia
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Joseph A. Garcia
Chief Financial Officer, Executive
Vice President and Secretary
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Exhibit Index
Exhibit No. Description
10.1 - Asset Purchase Agreement, dated as of August 17, 2004, by and among
Styles Media Group, LLC and Spanish Broadcasting System SouthWest, Inc.
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