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BELO CORP Form 8-K: Current report, 2009

BELO CORP Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2009-12-18: Form 8-K; Period of report 2009-12-16; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2009-11-16: Form 8-K; Period of report 2009-11-16; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events; Details 1.01.
  • 2009-11-03: Form 8-K; Period of report 2009-11-03; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2009-11-03: Form 8-K; Period of report 2009-11-03; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2009-12-188-K2009-12-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 16, 2009, Belo Corp. announced that Dennis A. Williamson, Belo Corp.’s executive vice president/Chief Financial Officer, will retire from the Company effective March 5, 2010.c93882e8vk.htm
2009-11-168-K2009-11-161.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events1.01 On November 16, 2009, Belo Corp. (the “Company”) entered into an Amendment and Restatement Agreement to its Amended and Restated Five-Year Competitive Advance and Revolving Credit Facility Agreement, dated as of February 26, 2009 (the “Credit Facility”), with JPMorgan Chase Bank, N.A., J.P. Morgan Securities Inc., Banc of America Securities LLC, Bank of America, N.A. and other lenders (the “Credit Facility Amendment”).
2.03 The information in Item 1.01 of this Form 8-K is hereby incorporated by reference to this Item 2.03.
8.01 On November 16, 2009, the Company closed the public offering of $275,000,000 aggregate principal amount of its 8.00% Senior Notes due 2016 (the “Notes”), pursuant to an Underwriting Agreement dated November 10, 2009, among the Company, the Guarantors of the Notes (the “Guarantors”) and J.P. Morgan Securities Inc., as the representative of the underwriters named in Schedule I thereto (collectively, the “Underwriters”).
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2009-11-038-K2009-11-037.01 Regulation FD Disclosure7.01 On November 3, 2009, the Company issued a press release announcing the proposed offering of $250 to $275 million in senior notes due 2016.c91861e8vk.htm
2009-11-038-K2009-11-032.02 Results of Operations and Financial Condition2.02 On November 3, 2009, Belo Corp. announced its consolidated financial results for the quarter ended September 30, 2009.c91827e8vk.htm
2009-10-228-K2009-10-228.01 Other Events8.01 Belo Corp. (the Company) is filing this Current Report on Form 8-K for the purpose of incorporating the contents of this report in the Registration Statement on Form S-3, filed on September 22, 2009, pursuant to which the Company may offer debt securities (Debt Securities).d69698e8vk.htm
2009-09-158-K2009-09-141.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.c90250e8vk.htm
2009-09-158-K2009-09-148.01 Other Events8.01 This Current Report on Form 8-K is being filed to update the historical consolidated financial statements included in Belo Corp.’s (Belo or the Company) Amendment No. 1 to its Annual Report on Form 10-K/A for the year ended December 31, 2008 (the 2008 Form 10-K/A) to reflect changes to the Company’s calculation of earnings per share as required by the adoption of Financial Accounting Standards Board (FASB) Staff Position EITF 03-6-1, “Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities” (FSP EITF 03-6-1).d69093e8vk.htm
2009-09-108-K2009-09-038.01 Other Events8.01 On September 3, 2009, the Company’s Board of Directors and its Compensation Committee approved an amendment to the Belo Savings Plan to make technical changes resulting from changes in law, including the Pension Protection Act of 2006 and final regulations issued under Section 415 of the Internal Revenue Code of 1986.c90098e8vk.htm
2009-08-138-K2009-08-138.01 Other Events8.01 On August 13, 2009, the Company’s non-executive Chairman, Robert W. Decherd, adopted a personal trading plan under Securities and Exchange Commission Rule 10b5-1.c89336e8vk.htm
2009-08-048-K2009-07-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective August 3, 2009, McHenry T. Tichenor, Jr. was elected as a director of Belo Corp. He will serve on each of the Company’s three standing committees – the Audit Committee, the Compensation Committee and the Nominating and Corporate Governance Committee.c88470e8vk.htm
2009-07-318-K2009-07-272.02 Results of Operations and Financial Condition; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review2.02 On July 31, 2009, Belo Corp. announced its consolidated financial results for the quarter ended June 30, 2009.
4.02 (a) During the Company’s quarterly review of goodwill and other intangible assets under Statement of Financial Accounting Standards No. 142 “Goodwill and Other Intangible Assets” (“FAS 142”), a misapplication of GAAP was detected in how the Company calculates the carrying value of its FCC licenses for purposes of assessing impairments.
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2009-05-148-K2009-05-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 12, 2009, the Compensation Committee approved amendments to the Company’s two pension transition benefit plans, the Belo Pension Transition Supplement Plan and the Belo Pension Transition Supplement Restoration Plan, to permit the suspension of Company contributions under these plans in respect of participants’ 2009 compensation.d67749e8vk.htm
2009-05-078-K2009-05-068.01 Other Events8.01 On May 6, 2009, the Company’s non-executive Chairman, Robert W. Decherd, adopted a personal trading plan under Securities and Exchange Commission Rule 10b5-1.d67628e8vk.htm
2009-04-308-K2009-04-302.02 Results of Operations and Financial Condition2.02 On April 30, 2009, Belo Corp. announced its consolidated financial results for the quarter ended March 31, 2009.d67475e8vk.htm
2009-03-118-K2009-03-091.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
5.02 Effective for payroll periods beginning on or after April 12, 2009, all employees of the Company or a subsidiary who participate in the Company’s executive compensation plan, management compensation plan, or sales management compensation plan, will have his or her annual base salary reduced by five percent (5%).
5.03 Effective March 9, 2009, the Company amended and restated its Bylaws.
8.01 On March 11, 2009, the Company issued a press release announcing cost-saving measures, including a Company-wide staff reduction of approximately 150 positions, the suspension of Belo Corp.’s Belo Savings Plan (401(k) plan) employer matching contributions, as described in Item 1.01 above, and a five percent (5%) salary reduction for all employees who participate in one of the Company’s three management compensation programs, as described in Item 5.02 above.
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2009-03-058-K2009-03-035.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 In September 2007, the Company adopted a Change in Control Severance Plan (the “Severance Plan”) that provides for severance benefits for its executive officers and other designated participants in the event of a change in control of the Company and a termination of employment under specified circumstances.
8.01 On March 3, 2009, the Company issued a press release announcing the declaration of a cash dividend of $0.075 for each outstanding share of Series A common stock and Series B common stock to be paid on June 5, 2009 to shareholders of record on May 15, 2009.
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2009-02-058-K2009-02-052.02 Results of Operations and Financial Condition2.02 On February 5, 2009, Belo Corp. announced its consolidated financial results for the quarter and year ended December 31, 2008.d66181e8vk.htm