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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: February 20, 2008 (Date of earliest event reported)
Commission File No.: 0-25969
RADIO ONE, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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52-1166660
(I.R.S. Employer Identification No.) |
5900 Princess Garden Parkway,
7th Floor
Lanham, Maryland 20706
(Address of principal executive offices)
(301) 306-1111
Registrants telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 5.02. |
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Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers. |
On
February 20, 2008, Radio One, Inc. (Radio One) issued a press release announcing that
Mr. Peter Thompson has assumed the role of Chief Financial Officer. A copy of the press release is
attached as Exhibit 99.1 hereto and is incorporated by reference herein.
Mr. Thompson accepted the position under a three year arrangement with an initial annual base
salary of $375,000 with a cash bonus of up to $75,000. The Board also authorized Mr. Thompsons
receipt of 75,000 shares of restricted stock and options for another 75,000 shares, all to be
issued at the discretion of the Chief Executive Officer.
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ITEM 9.01. |
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Financial Statements and Exhibits. |
(c) Exhibits
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Exhibit Number |
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Description |
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99.1
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Press
release dated February 20, 2008: Radio One, Inc.
Announces That Peter D. Thompson Has Been Named Chief
Financial Officer |
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.
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RADIO ONE, INC.
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/s/ Alfred Liggins
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February 20, 2008 |
Alfred Liggins |
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Chief Executive Officer |
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exv99w1
Exhibit 99.1
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February 20, 2008
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Contact:
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Alfred C. Liggins III |
FOR IMMEDIATE RELEASE
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(301) 429-2643 |
Washington, DC |
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Radio
One, Inc. Announces That Peter D. Thompson Has Been Named Chief Financial Officer
Washington, DCRadio One, Inc. (NASDAQ: ROIAK and ROIA) announced today that effective
immediately Peter D. Thompson has assumed the role of Chief Financial Officer, reporting to Alfred
C. Liggins, III.
Alfred C. Liggins, III, Radio Ones CEO stated, I am very pleased to announce that Peter D.
Thompson has taken on the role of Chief Financial Officer, a position vacated on December 31,
2007. Mr. Thompson is very familiar with Radio One having served as a consultant in 2006 with
regard to certain strategic initiatives and most recently joining the senior executive team last
fall as Executive Vice President of Business Development. In that most recent position he focused
on our business diversification strategy, including our Internet initiative and potential
acquisitions and also participated in the 2008 budget process, monitored our covenant compliance
and participated in the year end close process. Thus, while he is officially starting as Chief
Financial Officer today, for several months he has been providing valuable analysis and advice with
respect to the Companys overall financial performance. Mr. Thompson has deep roots in the
entertainment field and relevant experience in public accounting and financial and systems
management. His steady hand and solid experience is a welcome asset to the Company.
Commenting on his new position, Mr. Thompson stated, I very much enjoyed working with the
executive team as a consultant in 2006 and was pleased when the opportunity became available to
join the Company full time. Becoming Chief Financial Officer of Radio One is an honor given the
many strategic and operating accomplishments of the Company over the past decade. I intend to
continue the tradition of excellence and look forward to working with Radio Ones employees,
shareholders and consumers to further solidify our position as the urban media platform.
Mr. Thompson brings over 20 years of financial experience to Radio One, both as a public accountant
and with the 13 years spent at Universal Music in the United Kingdom, five of them as CFO of this
enterprise. As CFO, he managed a team of 120, including the IT department, handled SOX and SEC
compliance issues and spearheaded expense savings and EBITDA growth.
Radio One, Inc. (www.radio-one.com) is one of the nations largest radio broadcasting companies and
the largest radio broadcasting company that primarily targets African-American and urban listeners.
Pro forma for recently announced transactions, Radio One owns and/or operates 54 radio stations
located in 17 urban markets in the United States.
Additionally, Radio One owns Magazine One, Inc.
(d/b/a Giant Magazine) (www.giantmag.com), interests in TV
One, LLC (www.tvoneonline.com), a cable/satellite network programming primarily to
African-Americans and Reach Media, Inc. (www.blackamericaweb.com), owner of the Tom Joyner Morning
Show and other businesses associated with Tom Joyner.