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): June 27, 1997
CD RADIO INC.
------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
State of Delaware 0-24710 52-1700207
------------------------------------------------------------------------------
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
Sixth Floor, 1001 - 22nd St., N.W., Washington, D.C. 20037
- ------------------------------------------------------------------------------
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (202) 296-6192
Not applicable
------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
2
Item 5. OTHER EVENTS.
Pursuant to a Summary Term Sheet/Commitment dated June 15, 1997,
attached hereto as Exhibit 99.1 and incorporated herein by reference, the
Registrant received commitments from certain holders of its 5% Delayed
Convertible Stock to purchase approximately $50 million of a new class of
convertible preferred stock for cash or in exchange for shares of the 5% Delayed
Convertible Stock. On June 27, 1997, the Registrant issued the press release
attached hereto as Exhibit 99.2 and incorporated herein by reference.
Item 7. EXHIBITS
Exhibit Number
(Referenced to Item 601
of Regulation S-K) Description of Exhibit
- ----------------------- ----------------------
99.1 Summary Term Sheet/Commitment dated June
15, 1997 among CD Radio Inc. and Everest
Capital International, Ltd., Everest Capital
Fund, L.P. and Ravich Revocable Trust of
1989.
99.2 Registrant's Press Release, dated as of June
27, 1997.
3
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.
Date: July 1, 1997
CD RADIO INC.
By: /S/ DAVID MARGOLESE
------------------------
David Margolese
Chief Executive Officer
4
EXHIBIT INDEX
Pursuant to Item 601 of Regulation S-K
EXHIBIT NO. DESCRIPTION OF EXHIBIT
----------- ----------------------
99.1 Summary Term Sheet/Commitment dated
June 15, 1997 among CD Radio Inc. and
Everest Capital International, Ltd.,
Everest Capital Fund, L.P. and Ravich
Revocable Trust of 1989
99.2 Registrant's Press Release, dated as of
June 27, 1997.