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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) February 28, 1997
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Garden State Newspapers, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 22-2675173
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1560 Broadway, Suite 1450, Denver, CO 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 837-0886
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No Change
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(Former name or former address, if changed since last report.)
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Item 2. Acquisition or Disposition of Assets
On February 28, 1997, Garden State Newspapers, Inc. (the "Registrant"),
acquired from Thomson Newspapers, Inc., substantially all the assets used in
the publication of the Sentinel & Enterprise, The Daily News and The Daily Non-
Pareil, daily newspapers distributed primarily in Fitzburg and Leominster,
Massachusetts; Lebanon, Pennsylvania; and Council Bluffs, Iowa, respectively,
and five weekly newspapers distributed in and around these same cities, for
approximately $51.4 million in cash. The daily newspapers combined had daily
and Sunday circulation of approximately 58,000 and 60,000 at September 30,
1996.
Proceeds from the sale of the Potomac News and borrowings under the Company's
existing bank revolvers was used to acquire the newspapers described above.
The descriptions of the purchase transaction set forth herein are qualified in
their entirety by the provisions of the purchase agreement, which is attached
hereto as an exhibit.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
(a) Financial Statements of Businesses Acquired
Because it is impracticable at this time to file the financial
statements required under this Item, such information is not
included in this report. The required financial statements
will be filed at the earliest practicable date and, in any
event, no later than May 14, 1997.
(b) Unaudited Pro Forma Financial Information
Because it is impracticable at this time to file the pro forma
financial information required under this Item, the required
information will be filed at the earliest practicable date
and, in any event, no later than May 14, 1997.
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(c) Exhibits
Item No. Description
2.1 Asset Purchase Agreement by and among Thomson
Newspapers, Inc., Seller, and Garden State
Newspapers, Inc., Purchaser, relating to the
Sentinel & Enterprise and various related
publications published in Fitchburg,
Massachusetts; The Daily News and various
related publications published in Lebanon,
Pennsylvania; and The Daily Non-Pareil and
various related publications published in
Council Bluffs, Iowa, dated February 27,
1997.
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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.
GARDEN STATE NEWSPAPERS, INC.
Date: March 5, 1997 By: /s/ Joseph J. Lodovic, IV
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Joseph J. Lodovic, IV
Executive Vice President,
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description
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2.1 Asset Purchase Agreement by and among Thomson Newspapers,
Inc., Seller, and Garden State Newspapers, Inc., Purchaser,
relating to the Sentinel & Enterprise and various related
publications published in Fitchburg, Massachusetts; The
Daily News and various related publications published in
Lebanon, Pennsylvania; and The Daily Non-Pareil and various
related publications published in Council Bluffs, Iowa,
dated February 27, 1997.