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): February 19, 2002
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CUMULUS MEDIA INC.
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(Exact name of registrant as specified in its charter)
Illinois 000-24525 36-4159663
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(State or other jurisdiction (Commission (IRS employer
of incorporation) File Number) Identification No.)
3535 Piedmont Road, Building 14, Fourteenth Floor, Atlanta, Georgia 31757
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (404) 949-0700
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ITEM 7(c) - Exhibits.
99.1 Relevant Portions of Script for February 19, 2002 Conference
Call.
ITEM 9. REGULATION FD DISCLOSURE
On February 19, 2002, the Registrant held a conference call for
analysts and investors, and which was open to the public, in which Lewis W.
Dickey, Jr., the Chairman, President and Chief Executive Officer, and Martin R.
Gausvik, the Executive Vice President, Chief Financial Officer and Treasurer,
provided information regarding fourth quarter and year-end results for 2001, and
certain pending developments in 2002. A copy of the relevant portions of their
script is attached hereto as Exhibit 99.1.
We are furnishing the information contained in this report, including
the script, pursuant to Regulation FD, promulgated by the Securities and
Exchange Commission ("SEC"). This information is furnished pursuant to Item 9 of
Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the
Securities and Exchange Act of 1934 or otherwise subject to the liabilities of
that section, unless we specifically incorporate it by reference in a document
filed under the Securities Act of 1933 or the Securities and Exchange Act of
1934. By filing this report on Form 8-K and furnishing this information, we make
no admission as to the materiality of any information in this report that is
required to be disclosed solely by reason of Regulation FD or that the
information includes material investor information that is not otherwise
publicly available.
The information contained in this report, including the information
contained in the relevant portions of the script, is summary information that is
intended to be considered in the context of our SEC filings and other public
announcements that we may make, by press release or otherwise, from time to
time. We disclaim any current intention to revise or update the information
contained in this report, although we may do so from time to time as our
management believes is warranted. Any such updating may be made through the
filing of other reports or documents with the SEC, through press releases or
through other public disclosure.
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 hereunto duly authorized.
CUMULUS MEDIA INC.
By: /s/ Daniel O'Donnell
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Name: Daniel O'Donnell
Title: Vice President, Finance
Date: February 19, 2002
EXHIBIT INDEX
EXHIBIT NUMBER EXHIBIT
99.1 Relevant Portions of Script for February 19, 2002
Conference Call.