-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CwltABE4JXkWRPUDic08GKrPvIJKEg/XqMOHV0CZD99j3qrq3E7kk787A6AlUzVb 6gj3b/Sb2dy3WoJvuhL3vw== 0000950149-99-001671.txt : 19990916 0000950149-99-001671.hdr.sgml : 19990916 ACCESSION NUMBER: 0000950149-99-001671 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990831 ITEM INFORMATION: FILED AS OF DATE: 19990915 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERMEDIA CAPITAL PARTNERS IV L P CENTRAL INDEX KEY: 0001020817 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 943247750 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-11893 FILM NUMBER: 99712113 BUSINESS ADDRESS: STREET 1: 235 MONTGOMERY STREET STREET 2: SUITE 420 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4156164600 MAIL ADDRESS: STREET 1: 235 MONTGOMERY STREET STREET 2: SUITE 420 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 8-K 1 FORM 8-K 1 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: September 15, 1999 Date of Earliest Event Reported: September 15, 1999 INTERMEDIA CAPITAL PARTNERSHIP IV, L.P. (Exact Name of Registrant as Specified in its Charter) California (State or Other Jurisdiction of Incorporation) 333-11893 94-3247750 (Commission File Number) (I.R.S. Employer Identification No.) 235 Montgomery Street, Suite 420 San Francisco, California 94104 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (415) 616-4600 2 Item 5. OTHER EVENTS. On September 15, 1999, the Registrant and its wholly-owned subsidiary, InterMedia Partners IV Capital Corp. (together, the "Offerors"), extended their tender offer for, and related solicitation of consents (together, the "Offer") from certain holders of, its 11 1/4% Senior Notes due 2006 (the "Notes"). The new expiration time for the Offer is 12:00 midnight, New York City time, on September 29, 1999 unless further extended or abandoned. This Form 8-K is qualified in its entirety by (i) the text of the press release, dated September 15, 1999, informing the holders that a majority of holders had consented to the proposed amendments to the Indenture governing the Notes and informing the holders of the extension and (ii) the Offer to Purchase, dated August 31, 1999, and related materials relating to the tender offer and the consent solicitation, which were filed as an exhibit to a Form 8-K filed on August 31, 1999. Exhibits. EXHIBIT NO. DESCRIPTION 4.1 Indenture between the Offerors and the Bank of New York, as trustee, dated as of July 30, 1996 (1) 4.2 First Supplemental Indenture, dated as of November 11, 1998, to the Indenture (2) 99.1 Press Release, dated September 15, 1999 99.2 Offer to Purchase (and related materials relating to the tender offer and consent solicitation), dated August 31, 1999 (2) ______________________________ (1) Incorporated herein by reference from the Registrant's Form S-4 (Registration Number 333-11893), filed with the Commission on September 12, 1996, as declared effective by the Commission on December 10, 1996. (2) Incorporated herein by reference from the Registrant's Form 8-K, filed with the Commission on August 31, 1999. 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 15, 1999 INTERMEDIA CAPITAL PARTNERS IV, L.P. By: InterMedia Capital Management, LLC, its General Partner By: InterMedia Management, Inc., its Managing Member By: /s/ Robert J. Lewis ---------------------------------------- Robert J. Lewis President EX-99.1 2 PRESS RELEASE DATED SEPTEMBER 15TH, 1999 1 EXHIBIT 99.1 PRESS RELEASE, DATED SEPTEMBER 15, 1999 2 PRESS RELEASE RE: INTERMEDIA RECEIVES REQUISITE CONSENTS IN TENDER FOR ITS 11 1/4% SENIOR NOTES AND EXTENDS OFFER EXPIRATION TIME FOR IMMEDIATE RELEASE CONTACT: Edon Smith September 15, 1999 InterMedia Partners (415) 616-4600 SAN FRANCISCO, California, September 15, 1999 - InterMedia Capital Partners IV, L.P. ("InterMedia") today announced that it and its wholly-owned subsidiary, InterMedia Partners IV Capital Corp. (together with InterMedia, the "Offerors") have received the requisite consents in the tender offer and consent solicitation (the "Offer") relating to their 11 1/4% Senior Notes due 2006 (the "Notes") pursuant to the Offer to Purchase and Consent Solicitation Statement dated August 31, 1999 (the "Statement"). The consent solicitation expired at 12:00 midnight on September 14, 1999 (the "Consent Time"). As of the Consent Time, holders of approximately 99.94% of the original outstanding principal amount of the Notes had tendered their Notes pursuant to the Offer. Payment on tendered securities will be made pursuant to the terms set forth in the Statement. The supplement indenture (as described in the Statement) effecting the proposed amendments will be executed as soon as practicable, however, the proposed amendments to the Indenture will not be operative until the date on which the Offerors accept tendered Notes for payment pursuant to the Offer as described in the Statement. The Offerors have extended the expiration of the Offer from September 28, 1999 to 12:00 midnight, New York City time, on September 29, 1999 (such date and time, as the same may be extended, the "Offer Expiration Time"). TD Securities (USA) Inc. and Banc of America Securities LLC are acting as the Dealer Managers and Solicitation Agents for the Offer. The Depositary for the Offer is The Bank of New York. Additional information concerning the terms of the Offer may be obtained from TD Securities (USA) Inc. at 212-827-7669 (Attention: Ervil G. Spencer) and Banc of America Securities LLC at 888-292-0070 (Attention: Liability Management Group). Copies of the Offer to Purchase and Consent Solicitation Statement and related documents may be obtained by contacting Beacon Hill Partners, Inc., the Information Agent, at 800-755-5001. InterMedia currently operates cable systems serving over 600,000 customers located in the southeastern United States. InterMedia is a leader in the cable industry in the deployment of advanced cable communications services, high-speed internet access and entertainment services. -----END PRIVACY-ENHANCED MESSAGE-----