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):
August 14, 1997 (August 1, 1997)
GRAY COMMUNICATIONS SYSTEMS, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 0-19576 58-0285030
- -------------------------------- ----------------------------- ------------------------------
(State or other jurisdiction (Commission File Number) (IRS Employer Identification
of incorporation) Number)
126 N. Washington Street,
Albany, GA 31701
---------------------------------------------- ------------------
(Address of principal executive offices) (Zip code)
(912) 888-9390
----------------------------------------------------------------
(Registrant's telephone number, including area code)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
(a) On August 1, 1997, Gray Communications Systems, Inc. (the "Company")
purchased from Raycom-U.S., Inc. substantially all of the assets used in the
operation of television station WITN-TV, Channel 7, the NBC affiliate in the
Greenville-Washington-New Bern, North Carolina market. The consideration paid at
closing was approximately $40.7 million excluding assumed liabilities of
approximately $500,000. The Company funded the costs of this acquisition through
a senior credit facility with KeyBank National Association, NationsBank, N.A.
(South), CIBC, Inc., CoreStates Bank, N.A. and the Bank of New York. The Company
will pay Bull Run Corporation, an affiliate of the Company a fee equal to 1% of
the purchase price for services performed.
The terms of the acquisition, including the consideration paid by the Company
therefore, were determined in arms-length negotiations between the Company and
the Seller.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired.
It is impracticable for the Company to provide the required financial statements
of the business acquired at this time. The required statements will be filed
under separate cover of Form 8K/A as soon as practical, but not later than
October 15, 1997.
(b) Pro Forma Financial Information.
It is impracticable for the Company to provide the required pro forma financial
information at this time. The required statements will be filed under separate
cover of Form 8K/A as soon as practical, but not later than October 15, 1997.
(c) Exhibits.
(10) Asset Purchase Agreement by and among the Company and Raycom-U.S.,
Inc. and WITN-TV, Inc.
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.
Gray Communications Systems, Inc.
By: /s/ William A. Fielder, III
-----------------------------------
William A. Fielder, III
Vice President and Chief Financial Officer
Date: August 14, 1997