-----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, DWX6hg8+5xpD3JmQlgF3sNqD9wRfHbSEuUYItK5KIm4x+ZI1On/P1YIB9bIl8rDh TGwi0SUIWSi3/r2KCG7tBA== 0000895345-04-000508.txt : 20040715 0000895345-04-000508.hdr.sgml : 20040715 20040715133724 ACCESSION NUMBER: 0000895345-04-000508 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040715 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TELEWEST GLOBAL INC CENTRAL INDEX KEY: 0001270400 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-110815 FILM NUMBER: 04915412 BUSINESS ADDRESS: STREET 1: C/O CT CORPORATION SYSTEM STREET 2: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 442072995096 8-K 1 tp8k3.txt UNITED STATES 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 (Date of earliest event reported): July 15, 2004 TELEWEST GLOBAL, INC. (Exact name of registrant as specified in its charter) Delaware 333-110815 59-3778247 (State of (Commission File Number) (IRS Employer incorporation) Identification No.) 160 Great Portland Street London W1W 5QA, United Kingdom ------------------------------------------ (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: +44-20-7299-5000 ITEM 5. OTHER EVENTS On July 15, 2004, Telewest Communications plc ("Telewest") issued a press release announcing that its financial restructuring has become effective. As a result, all outstanding notes and debentures of Telewest and its Jersey-based finance subsidiary have been cancelled, reducing the total outstanding indebtedness of the business by approximately (pound)3.8 billion, or more than 65%, to approximately (pound)2.0 billion. A copy of that press release is attached hereto as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description - ----------- ----------- 99.1 Press release of Telewest Communications plc regarding the effectiveness of its financial restructuring, dated July 15, 2004. 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 thereunto duly authorized. TELEWEST GLOBAL, INC. Dated: July 15, 2004 By: /s/ Stephen Cook -------------------------- - --------------------- Name: Stephen Cook Title: Group Strategy Director and General Counsel EXHIBIT INDEX ------------- Exhibit - ------- 99.1 Press release of Telewest Communications plc regarding the effectiveness of its financial restructuring, dated July 15, 2004. EX-99.1 2 tp8k3ex99_1.txt TELEWEST COMMUNICATIONS PLC ANNOUNCES COMPLETION OF ITS FINANCIAL RESTRUCTURING; COMMON STOCK OF TELEWEST GLOBAL, INC. TO COMMENCE TRADING ON THE NASDAQ NATIONAL MARKET ON 19 JULY 2004 15 July 2004 London - Telewest Communications plc ("Telewest") today announces that its financial restructuring has become effective. As a result, all outstanding notes and debentures of Telewest and its Jersey-based finance subsidiary have been cancelled, reducing the total outstanding indebtedness of the business by approximately (pound)3.8 billion, or more than 65%, to approximately (pound)2.0 billion. As part of the financial restructuring, Telewest transferred substantially all of its assets and liabilities to a subsidiary of Telewest Global, Inc. ("Telewest Global"), a holding company incorporated in the state of Delaware and formed for the purpose of holding the businesses that have historically comprised Telewest. Trading in Telewest Global's common stock on the Nasdaq National Market will commence on 19 July 2004 under the symbol "TLWT". As part of the financial restructuring, 241,325,000 shares, or 98.5%, of Telewest Global's common stock will be distributed to the holders of Telewest's and its Jersey-based finance subsidiary's notes and debentures and certain other scheme creditors, and 3,675,000 shares, or 1.5%, of Telewest Global's common stock will be distributed to Telewest's existing shareholders. Details of the distribution of these shares will be announced tomorrow, 16 July 2004 after 5:00 p.m. (London) when Telewest's and its finance subsidiary's schemes of arrangement are closed to claims for which no notice has been received. Telewest today also successfully completed the amendment of its senior secured credit facility. The amended facility provides for fully committed facilities of (pound)2.03 billion. Cob Stenham, Chairman of Telewest, commented: "Completion of our financial restructuring puts to end a long and complex process for Telewest and allows us to focus our full resources on strengthening our position as a leading broadband communications and media group in the United Kingdom." Telewest Global's board of directors will include seven directors not historically associated with the Telewest business: Barry R. Elson (Acting Chief Executive Officer), William Connors, John H. Duerden, Marnie S. Gordon, Donald S. La Vigne, Michael McGuiness and Steven R. Skinner. Cob Stenham, Chairman of the Board of Telewest, will serve as Chairman of Telewest Global. "This is a dynamic and experienced group of directors. Their expertise will be extremely valuable to the Telewest business, and I am looking forward to working with them", said Stenham. Telewest ADRs ceased trading on the Nasdaq National Market at 4.30 p.m. (New York time) on 13 July 2004 and dealings in Telewest shares and debt securities on the London Stock Exchange ceased at 4.30 p.m. (UK time) on 14 July 2004. The listing of Telewest's shares and debt securities on the Official List of the UK Listing Authority was cancelled with effect from 8.00 a.m. on 15 July 2004. ENQUIRIES: TELEWEST 020 7299 5000 Mary O'Reilly, head of media 020 7299 5888 Richard Williams, head of investor relations 020 7299 5479 CITIGATE DEWE ROGERSON 020 7638 9571 Anthony Carlisle 07973 611888 Telewest Global, the newly-restructured broadband communications and media group, currently operates a network covering approximately 4.9 million homes in the UK and provides multi-channel television, telephone and internet services to approximately 1.74 million UK households, and voice and data telecommunications services to around 67,000 business customers. Its content division, Flextech, is the BBC's partner in UKTV. Together they are the largest supplier of basic channels to the UK pay-TV market. For further information go to www.telewest.co.uk/media. -----END PRIVACY-ENHANCED MESSAGE-----