UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): October 28, 2009
EMMIS COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
INDIANA
(State of incorporation or organization)
0-23264
(Commission file number)
(Commission file number)
35-1542018
(I.R.S. Employer
Identification No.)
(I.R.S. Employer
Identification No.)
ONE EMMIS PLAZA
40 MONUMENT CIRCLE
SUITE 700
INDIANAPOLIS, INDIANA 46204
(Address of principal executive offices)
40 MONUMENT CIRCLE
SUITE 700
INDIANAPOLIS, INDIANA 46204
(Address of principal executive offices)
(317) 266-0100
(Registrants Telephone Number,
Including Area Code)
(Registrants Telephone Number,
Including Area Code)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure
On October 28, 2009, the Nasdaq Stock Market (Nasdaq) informed Emmis Communications Corporation
(the Company) that the closing bid price of the Companys Class A Common Stock (listed on the
Nasdaq Global Select Market under the symbol EMMS) has been above $1.00 per share for at least
ten consecutive trading days and that the Company is now in compliance with Listing Rule 5450
(a)(1) (the Minimum Bid Price Rule).
On October 28, 2009, the Hungarian National Radio and Television Board (the ORTT) announced that
it was awarding to another bidder the national radio license currently held by our majority-owned
subsidiary, Slager Radio Co. PLtd. (Slager). We believe the award of the license to the other
bidder violates, among other things, the ORTTs own national radio license tender rules, the
Hungarian Media Law and European Commission Treaty to which Hungary became a party in 2004, and are
vigorously exploring avenues for having the award set aside, including but not limited to
litigation in Hungary and in the European Union. If the award remains in effect, Slager would be
required to cease to broadcast effective November 19, 2009.
The following table summarizes certain operating results for Slager for the three years ended
February 28, 2009, as well as the six-month periods ended August 31, 2008 and 2009:
Years ended February 28 (29), | Six months ended August 31, | |||||||||||||||||||
2007 | 2008 | 2009 | 2008 | 2009 | ||||||||||||||||
Net revenues |
$ | 18,608 | $ | 20,579 | $ | 23,911 | $ | 12,013 | $ | 6,394 | ||||||||||
Station operating expenses, excluding
depreciation and amortization expense |
11,644 | 12,701 | 13,517 | 6,603 | 4,135 | |||||||||||||||
Depreciation and amortization |
1,547 | 1,822 | 1,548 | 1,018 | 808 | |||||||||||||||
Income before income taxes |
5,280 | 6,123 | 9,321 | 4,438 | 1,488 | |||||||||||||||
Provision for income taxes |
366 | 1,083 | 1,821 | 804 | 400 | |||||||||||||||
Net income attributable to Emmis |
3,626 | 3,341 | 5,118 | 2,401 | 397 | |||||||||||||||
Net income attributable to
noncontrolling interests |
1,288 | 1,699 | 2,382 | 1,233 | 691 |
The following table summarizes the assets and liabilities of Slager as of February 28, 2009 and
August 31, 2009:
February 28, 2009 | August 31, 2009 | |||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 8,985 | $ | 3,760 | ||||
Accounts receivable, net |
3,523 | 4,358 | ||||||
Prepaid expenses |
1,170 | 1,478 | ||||||
Other |
415 | 263 | ||||||
Total current assets |
14,093 | 9,859 | ||||||
Noncurrent assets: |
||||||||
Property and equipment, net |
523 | 480 | ||||||
Intangible assets, net |
1,460 | 629 | ||||||
Other noncurrent assets |
127 | 535 | ||||||
Total noncurrent assets |
2,110 | 1,644 | ||||||
Total assets |
$ | 16,203 | $ | 11,503 | ||||
Current liabilities: |
||||||||
Accounts payable and accrued expenses |
$ | 2,149 | $ | 1,993 | ||||
Current maturities of long-term debt |
1,003 | 1,008 | ||||||
Accrued salaries and commissions |
407 | 866 | ||||||
Deferred revenue |
1,325 | 1,133 | ||||||
Total current liabilities |
$ | 4,884 | $ | 5,000 | ||||
Note: Certain statements included in this report which are not statements of historical fact,
including but not limited to those identified with the words expect, will or look are
intended to be, and are, by this Note, identified as forward-looking statements, as defined in
the Securities and Exchange Act of 1934, as amended. Such statements involve known and unknown
risks, uncertainties and other factors that may cause the actual results, performance or
achievements of the Company to be materially different from any future result, performance or
achievement expressed or implied by such forward-looking statement. Such factors include, among
others:
| general economic and business conditions; | ||
| fluctuations in the demand for advertising and demand for different types of advertising media; | ||
| our ability to service our outstanding debt; | ||
| increased competition in our markets and the broadcasting industry; | ||
| our ability to attract and secure programming, on-air talent, writers and photographers; | ||
| inability to obtain (or to obtain timely) necessary approvals for purchase or sale transactions or to complete the transactions for other reasons generally beyond our control; | ||
| increases in the costs of programming, including on-air talent; | ||
| inability to grow through suitable acquisitions; | ||
| changes in audience measurement systems | ||
| new or changing regulations of the Federal Communications Commission or other governmental agencies; | ||
| competition from new or different technologies; |
||
| war, terrorist acts or political instability; and | ||
| other factors mentioned in documents filed by the Company with the Securities and Exchange Commission. |
The Company does not undertake any obligation to publicly update or revise any forward-looking
statements because of new information, future events or otherwise
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.
EMMIS COMMUNICATIONS CORPORATION |
||||
Date: October 30, 2009 | By: | /s/ J. Scott Enright | ||
J. Scott Enright, Executive Vice President, | ||||
General Counsel and Secretary | ||||