SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 26, 2002
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Penton Media, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-14337 36-2875386
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1300 East Ninth Street, Cleveland, Ohio 44114
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (216) 696-7000
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ITEM 5. OTHER EVENTS.
On July 26, 2002, the Board of Directors of Penton Media, Inc. ("Penton")
approved Amendment No. 2, dated as of July 31, 2002 (the "Amendment"), to the
Rights Agreement, dated as of June 9, 2002, as amended (the "Rights Agreement"),
by and between Penton and National City Bank, as successor Rights Agent. The
Amendment changed the expiration date of the rights issued under the Rights
Agreement to be the close of business of the day of Penton's annual meeting of
the stockholders for 2003 unless the Rights Agreement is approved by the
stockholders at such annual meeting.
The foregoing description of the Amendment is qualified in its entirety by
reference to the full text of the Amendment, a copy of which has been filed as
an exhibit hereto and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibits Description
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4.1 Amendment No. 1, dated as of July 31, 2002, to the Rights
Agreement, by and between Penton and National City Bank, as
successor Rights Agent.
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.
Penton Media, Inc.
By: /s/ Preston L. Vice
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Name: Preston L. Vice
Title: Senior Vice President and
Secretary
Date: August 1, 2002
Exhibit Index
Exhibits Description
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4.1 Amendment No. 1, dated as of July 31, 2002, to the Rights
Agreement, by and between Penton and National City Bank,
as successor Rights Agent, is incorporated by reference to
Exhibit 4.1 of Penton's Registration Statement on
Form 8-A/A filed on July 31, 2002.