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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): July 31, 2001
ENTERCOM COMMUNICATIONS CORP.
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(Exact name of registrant as specified in its charter)
PENNSYLVANIA 001-14461 23-1701044
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
401 City Avenue, Suite 409, Bala Cynwyd, Pennsylvania 19004
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (610) 660-5610
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(Former Name or Former Address, if Changed Since Last Report)
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ENTERCOM COMMUNICATIONS CORP. (ETM)
FORM 8-K
ITEM 9. REGULATION FD DISCLOSURE
Entercom Communications Corp. ("Entercom") has included in this filing
selected, unaudited, pro forma financial data for each of the quarters and the
year ended December 31, 2000, and for the quarter ended March 31, 2001. This
data is adjusted on a pro forma basis primarily to reflect the termination of
the Boston Celtics basketball radio rights agreement at the conclusion of the
2000-2001 season. Entercom will no longer carry the Boston Celtics games or
sell the advertising time in these games.
With the recent adoption by the Securities and Exchange Commission of
Regulation FD, Entercom is providing the pro forma data set forth below for
broad dissemination. The Company expects to provide guidance with respect to
future periods as part of its scheduled conference call on August 6, 2001, at
which time it will also update pro forma data for the quarter ended June 30,
2001.
The pro forma data presented below is not necessarily indicative of the results
that actually would have occurred if the transactions indicated above had been
consummated at the beginning of the periods presented, and is not intended to
be a projection of future results.
ENTERCOM COMMUNICATIONS CORP.
PRO FORMA FINANCIALS
(unaudited -- $ in millions)
Q1 2000 Q1 2001
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Net Revenues $71.8 $69.1
Operating Expenses $47.0 $45.4
Broadcast Cash Flow $24.8 $23.6
Q2 2000
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Net Revenues $98.3
Operating Expenses $56.0
Broadcast Cash Flow $42.3
Q3 2000
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Net Revenues $91.7
Operating Expenses $52.6
Broadcast Cash Flow $39.1
Q4 2000
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Net Revenues $91.3
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Operating Expenses $50.6
Broadcast Cash Flow $40.7
Year 2000
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Net Revenues $353.1
Operating Expenses $206.2
Broadcast Cash Flow $146.9
Certain statements included in this 8-K 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, identified as "forward-looking
statements," as defined in the Securities and Exchange Act of 1934, as amended,
and involve known and unknown risks, uncertainties and other factors that may
cause the actual results, performance or achievements of Entercom to be
materially different from any future result, performance or achievement
expressed or implied by such forward-looking statements. Such factors include,
among others, general economic and business conditions; fluctuations in the
demand for advertising; increased competition in the broadcasting industry;
inability to obtain necessary approvals for purchases or sale transactions or to
complete the transactions; inability to grow through suitable acquisitions and
other factors mentioned in other documents filed by Entercom with the Securities
and Exchange Commission.
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.
ENTERCOM COMMUNICATIONS CORP.
By: /s/ Stephen F. Fisher
Stephen F. Fisher
Executive Vice President
Chief Financial Officer
Date: July 31, 2001