COX RADIO INC (CXR) SPO
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|Company Name||COX RADIO INC|
|Company Address||C/O COX ENTERPRISES INC
6205 PEACHTREE DUNWOODY ROAD
ATLANTA, GA 30328
|CEO||Robert F. Neil|
|Employees (as of 12/31/1999)||1796|
|State of Inc||DE|
|Fiscal Year End||12/31|
|Exchange||New York Stock Exchange|
|Shares Over Alloted||--|
|Shareholder Shares Offered||--|
|Lockup Period (days)||180|
|Quiet Period Expiration||7/18/2000|
We expect to receive net proceeds from the sale of our Class A common stock of approximately $344.5 million ($381.2 million if the underwriters' over- allotment option is exercised in full), after deducting the underwriting discounts and commissions and offering expenses. We intend to use these proceeds to partially finance pending acquisitions, to repay outstanding indebtedness and for general corporate purposes. We subsequently expect to borrow additional amounts necessary to complete our pending acquisitions.
The radio broadcasting industry is a highly competitive business. Our radio stations compete against other radio stations and other media (including new media technologies that are being developed or introduced) for audience share and advertising revenue. Factors that are material to a station's competitive position include management experience, the station's audience share rank in its market, transmitter power, assigned frequency, audience characteristics, local program acceptance and the number and characteristics of other stations in the market area. Recent changes in the law and in FCC rules and policies have increased the number of radio stations a broadcaster may own in a given market and permit, within limits, joint arrangements with other stations in a market relating to programming, advertising sales and station operations. No assurance can be given that any of our stations will be able to maintain or increase their current audience ratings and advertising revenue share.
Cox Radio is one of the largest radio broadcasting companies in the U.S. We are focused primarily on maximizing the revenues and broadcast cash flow of our radio stations by operating and developing clusters of stations in demographically attractive and rapidly growing markets. As a result of
our management, programming and sales efforts, our radio stations are characterized by strong ratings and above average power ratios, which are the ratios of advertising revenues to ratings. In addition, we have a track record of acquiring, repositioning and improving the operating performance of previously underperforming stations. Our senior operating management is comprised of five individuals with an average of over 27 years of experience in the radio broadcasting industry. We believe that our experienced senior management team is well positioned to manage larger radio station clusters and take advantage of new opportunities arising in the U.S. radio broadcasting industry. Our stations are diversified in terms of format, target audience, geographic location and stage of development. We believe that a number of our stations have significant growth opportunities or turnaround potential and can therefore be characterized as developing stations. We believe these stations can achieve significant broadcast cash flow growth by employing our operating strategy. We believe that our portfolio of stations in different stages of development enables us to maximize our growth potential. We operate our stations in clusters to: - enhance net revenue growth by increasing the appeal of our radio stations to advertisers and enabling our stations to compete more effectively with other forms of advertising; and - achieve operating efficiencies by consolidating broadcast facilities, eliminating duplicative positions in management and production and reducing overhead expenses. In addition, we have demonstrated an ability to acquire underperforming stations with turnaround potential and develop them into ratings and revenue leaders. We have achieved this through our management philosophy which emphasizes: - market research and targeted programming; - a customer-focused selling strategy; and - marketing and promotional activities. This management philosophy is designed and coordinated by our experienced senior operating management and implemented on a local level by our station managers. We invest significant resources to identify and train local managers who are given: - responsibility for day-to-day operations of our stations; and - flexibility to develop policies that will improve station performance and establish long-term relationships with advertisers and listeners. During the last several years, we have implemented our clustering strategy through the acquisition of radio stations in several existing markets and by building new clusters through acquisitions in select new markets. We intend to continue to make acquisitions in the markets in which we operate. We may also make opportunistic acquisitions in additional markets where we believe that we can cost-effectively achieve a leading position in terms of audience and revenue share. In evaluating acquisition opportunities in these additional markets, we intend to focus primarily on demographically attractive markets, such as those in the Sunbelt, and markets ranked between 10 and 70 in terms of radio advertising revenues. We believe that such markets offer the greatest potential for growth relative to the cost of entry. We also believe that we will have the financial resources and management expertise to continue to pursue our acquisition strategy.
|Auditor||Deloitte & Touche LLP|
|Company Counsel||Dow, Lohnes & Albertson, PLLC, of Washington, D.C|
|Lead Underwriter||Credit Suisse First Boston Corp|
|Lead Underwriter||Morgan Stanley Dean Witter|
|Transfer Agent||First Chicago Trust Co., Inc|
|Underwriter||ALLEN & COMPANY INCORPORATED|
|Underwriter||Banc of America Securities LLC|
|Underwriter||Salomon Smith Barney Inc|
|Underwriter Counsel||Cravath, Swaine and Moore|
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