George B. Storer was trying to find a better way to advertise his petroleum products business when he bought radio station WSPD in Toledo, Ohio, in 1928.
Storer's company isn't in the oil business any more. Today, Storer Communications Inc. is a media giant, with seven TV stations and the nation's fifth-largest collection of cable TV systems.
It is also a company in the midst of a turbulent takeover fight that could serve as a test case for the federal government and Wall Street in other pending broadcast deals such as those facing ABC and CBS.
Storer sold his oil and steel business in the early 1930s and, based on the success of his first radio station, began using the company's revenues to buy and sell more radio stations -- 18 over the next 47 years.
For the following decades, Storer was in the forefront of the communications business. Television stations came next. Between 1948 and 1974, Storer built and bought seven TV stations. In the early 1960s, Storer ventured into the cable business, with the purchase of a system in Ventura County, Calif.
In the early 1960s, Storer also bought Northeast Airlines from millionaire Howard Hughesand sold it in 1972 to Delta Air Lines Inc.
Storer died in 1975, at the age of 76. Since then, the company has gone through a dramatic change of direction under Peter Storer, who succeeded his father as chairman.
With the growing interest in cable TV, Storer Communications sold its radio division and used the money from the sale to plunge headlong into an aggressive cable TV franchising and acquisition program. The broadcasting company now has 1.5 million cable TV subscribers in 18 states.
But the cable venture has been costly. Storer lost $39.6 million in 1983 and $16.7 million in 1984, losses analysts say were caused by its cable expansion. It posted a profit in the final quarter last year, but lost $5.7 million in the first three months of 1985.
The first quarter was not over, however, before a group of dissident shareholders proposed taking over the company and selling it piecemeal, which the group said would give shareholders the maximum value of their stock.
Yesterday, the media company announced a plan to take the company private through a leveraged buyout led by Kohlberg, Kravis, Roberts & Co. in an effort to thwart the dissidents.
The leveraged buyout and hostile takeover bid comes just when Storer is beginning to turn the corner after several financially dismal years.
Analysts blame the company's financial difficulties on its rapid cable system expansion. As one of the largest cable television operators in the country, Storer is just completing a five-year, $1 billion construction program to build cable TV systems that will serve more than 500 communities.
So far, however, Storer's cable systems have generated little profit, and they are largely responsible for the firm's $733 million in long-term debt.
"Storer participated very aggressively in the cable television boom of the late 1970s and early 1980s," said Barbara D. Russell, an analyst with Prudential Bache. "In so doing, they found themselves building terrifically expensive, elaborate systems that were incredibly unprofitable. That pushed Storer over the edge."
"In the late 1970s and early 1980s, they committed themselves to a major expansion program in cable," added Alan Kassan, an analyst with First Manhattan Co. "The money they poured in exceeded their traditional cash flow from their television broadcasting business. Consequently, they built up a very high debt level. The interest carrying cost on that debt plus the depreciation on assets put into the cable businesses resulted in very high accounting losses."
"There were risks in our rapid expansion in a capital-intensive industry," said Andy Holdgate, Storer spokesman. "But we felt they were necessary risks to take to become one of the largest cable television operators in the country."
For the past two years, Storer has been consolidating its cable television systems in an effort to shed inefficient operations. It also has sold anumber of cable systems, and expects to bring in $180 million through sales of cable systems this year.
Storer operations currently under contract for sale include the company's cable systems serving northern Prince George's County. Two smaller operations in Fort Belvoir and Leesburg and the company's systems in the northwest suburbs of Minneapolis are also under contract for sale.
Last June, Storer and Times-Mirror Co. agreed to an exchange of systems which, if completed, would be the largest swap in cable history. In exchange for its sytems in Phoenix, Paradise Valley and Mesa, Ariz., and Laguna Beach, Calif., Storer would receive systems now owned by Times-Mirror in Louisville, Ky., North Little Rock and Jacksonville, Ark., and Point Pleasant Beach, N.J., as well as an undetermined amount of cash.
Company officials said the trade, which is nearing completion, would improve Storer's operating efficiency "to a significant degree."
As Storer completes its consolidation program, it braces for a showdown with the dissident shareholder group, the Committee for Full Value of Storer Communications Inc. Peter Storer has called on shareholders to reject the slate of directors that the dissidents, who own about 5 percent of the company, have nominated to oversee the selloff. He said their liquidation proposal is "ill-considered, inopportune and unrealistic."