-----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, MyMKWWkMYzzIcDYTmk9JfB0t06XFB5mpxlPQ5pxM26A2+ZmEcAVaTy9IqWuLpEvT mHq7FMmYYvlaFI/C6ZZcmw== 0000950149-99-001752.txt : 19991018 0000950149-99-001752.hdr.sgml : 19991018 ACCESSION NUMBER: 0000950149-99-001752 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991001 ITEM INFORMATION: FILED AS OF DATE: 19991001 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: 99721752 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: October 1, 1999 Date of Earliest Event Reported: September 30, 1999 INTERMEDIA CAPITAL PARTNERS 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 30, 1999, the Registrant and its wholly-owned subsidiary InterMedia Partners IV Capital Corp. (together, the "Offerors") extended their tender offer (the "Tender") for their 11 1/4% Senior Notes due 2006 (the "Notes"). The new expiration time for the Tender Offer is 12:00 noon, New York City time, on October 1, 1999, unless further extended or abandoned. On October 1, 1999, the Offerors announced (i) the expiration of the Tender Offer and (ii) the aggregate principal amount of Notes tendered and accepted in the Tender Offer. This Form 8-K is qualified in tis entirety by (i) the text of the press release, dated October 1, 1999, announcing the expiration and results of the Tender Offer; (ii) the text of the press release, dated September 30, 1999, informing the holders of the new expiration time; (iii) the text of the press release, dated September 28, 1999, announcing the pricing of the Notes; (iv) the text of the press release, dated September 24, 1999, informing the holders of the new expiration time and the new price determination date; (v) the text of the press release, dated September 15, 1999, informing the holders that the requisite consents had been received from holders of the Notes (pursuant to the consent solicitation which relates to the Tender Offer) approving the proposed amendments, to the Indenture governing the Notes and informing the holders of the first extension of the Tender Offer; and (vi) the Offer to Purchase, dated August 31, 1999, and related materials relating to the Tender Offer and consent solicitation, which were filed as an exhibit to the Registrant's 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)
- ------------ (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) Incorporated herein by reference from the Registrant's Form 8-K, filed with the Commission on September 15, 1999. 3
Exhibit No. Description ----------- ----------- 99.1 Press Release, dated September 15, 1999(3) 99.2 Offer to Purchase (and related materials relating to the Tender Offer and consent solicitation), dated August 31, 1999(2) 99.3 Press Release, dated September 24, 1999(4) 99.4 Press Release, dated September 28, 1999(5) 99.5 Press Release, dated September 30, 1999 99.6 Press Release, dated October 1, 1999
- ------------ (3) Incorporated herein by reference from the Registrant's Form 8-K, filed with the Commission on September 15, 1999. (4) Incorporated herein by reference from the Registrant's Form 8-K, filed with the Commission on September 25, 1999. (5) Incorporated herein by reference from the Registrant's Form 8-K, filed with the Commission on September 29, 1999. 4 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: October 1, 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 5 EXHIBIT INDEX -------------
Exhibit No. Description ----------- ----------- 99.5 Press Release, dated September 30, 1999 99.6 Press Release, dated October 1, 1999
- ------------ EX-99.5 2 PRESS RELEASE DATED SEPTEMBER 30, 1999 1 EXHIBIT 99.5 PRESS RELEASE RE: EXTENSION OF TENDER OFFER EXPIRATION TIME FOR IMMEDIATE RELEASE CONTACT: Edon Smith September 30, 1999 InterMedia Partners (415) 616-4600 SAN FRANCISCO, California, September 30, 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 extended the expiration of the tender offer (the "Offer") for their 11 1/4% Senior Notes due 2006 (the "Notes"), to facilitate closing of certain transactions with Charter Communications, Inc., which was scheduled to expire tonight at 12:00 midnight, New York City time, to 12:00 noon, New York City time, on Friday, October 1, 1999 (the "Offer Expiration Time"). On September 29, 1999, the Offerors announced the pricing of each $1,000 principal amount of Notes to be tendered and accepted in the Offer, assuming a payment date of October 1, 1999. The Offerors anticipate making payments with respect to the Offer and the related consent solicitation promptly after the Offer Expiration Time, but in any event within two business days after 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 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. ### EX-99.6 3 PRESS RELEASE DATED OCTOBER 1, 1999 1 EXHIBIT 99.6 PRESS RELEASE RE: EXPIRATION OF TENDER OFFER FOR IMMEDIATE RELEASE CONTACT: Edon Smith October 1, 1999 InterMedia Partners (415) 616-4600 SAN FRANCISCO, California, October 1, 1999 - InterMedia Capital Partners IV, L.P. ("InterMedia") and InterMedia Partners IV Capital Corp. (together with InterMedia, the "Offerors") today announced that their tender offer (the "Offer") for their 11-1/4% Senior Notes due 2006 (the "Notes") expired at 12:00 noon, New York City time, on October 1, 1999 (the "Offer Expiration Time"). Notes in the aggregate principal amount of $204,393,000 were tendered in the Offer and have been accepted by the Offerors. On September 29, 1999, the Offerors announced the pricing of each $1,000 principal amount of Notes tendered and accepted in the Offer, assuming a payment date of October 1, 1999. The Offerors anticipate making payments with respect to the Offer and the related consent solicitation promptly after the Offer Expiration Time, but in any event within two business days after 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. ### -----END PRIVACY-ENHANCED MESSAGE-----