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: August 23, 2001
(Date of earliest event reported)
Media General, Inc.
(Exact name of registrant as specified in its charter)
Virginia 001-6383 54-0850433
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
333 East Franklin Street
Richmond, Virginia 23219
(804) 649-6000
(Address including zip code, and telephone number, including area code,
of registrant's principal executive offices)
(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS
On August 23, 2001, Media General, Inc. (the Company) entered into an
underwriting agreement (the Underwriting Agreement) with Banc of America
Securities LLC, as Representative of the underwriters named in the Underwriting
Agreement (the "Underwriters"), and a related Terms Agreement with the
Underwriters for the sale of $200,000,000 aggregate principal amount of the
Company's 6.95% Notes Due September 1, 2006. Such Notes, which are designated
the 6.95% Notes Due September 1, 2006 and will be guaranteed by subsidiaries of
the Company, are a portion of the $1.2 billion aggregate principal amount of
securities that were registered by the Company pursuant to a registration
statement on Form S-3 under Rule 415 under the Securities Act of 1933, as
amended, which registration statement was declared effective on August 21, 2001
(File No. 333-67612). Copies of the Underwriting Agreement and the Terms
Agreement including exhibits thereto are filed as Exhibits 1.1 and 1.2 to this
Form 8-K.
A form of the Company's August 1, 2001 Indenture, and the form in
which the 6.95% Notes Due September 1, 2006 will be issued, are filed as
Exhibits 4.1 and 4.2 respectively to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibits
1.1 Underwriting Agreement, dated August 23, 2001, among the Company, the
initial guarantors named therein and Banc of America Securities LLC
(filed herewith).
1.2 Terms Agreement, dated August 23, 2001, among the Company, the
initial guarantors named therein and Banc of America Securities LLC,
individually and as Representative of the Underwriters named therein
(filed herewith).
4.1 Form of Indenture, dated as of August 1, 2001, among the Company, the
initial guarantors named therein and SunTrust Bank, as Trustee (filed
herewith).
4.2 Form of 6.95% Notes Due September 1, 2006 (filed herewith).
SIGNATURE
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.
MEDIA GENERAL, INC.
Registrant
/s/ John A. Schauss
--------------------------
Name: John A. Schauss
Title: Treasurer
Date: August 27, 2001
EXHIBIT LIST
1.1 Underwriting Agreement, dated August 23, 2001, among the Company, the
initial guarantors named therein and Banc of America Securities LLC
(filed herewith).
1.2 Terms Agreement, dated August 23, 2001, among the Company, the initial
guarantors named therein and Banc of America Securities LLC,
individually and as Representative of the Underwriters named therein
(filed herewith).
4.1 Form of Indenture, dated as of August 1, 2001, among the Company, the
initial guarantors named therein and SunTrust Bank, as Trustee (filed
herewith).
4.2 Form of 6.95% Notes Due September 1, 2006 (filed herewith).