-----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, GUSONBrHpuRNFHHWMU8AtBP7vUPS1lviDriUku3Z9CWe7iFx/5vE2DGrR1xn51mT yEs9VpWwJNGoqrn/5AvSBg== 0000025305-04-000086.txt : 20041207 0000025305-04-000086.hdr.sgml : 20041207 20041207183304 ACCESSION NUMBER: 0000025305-04-000086 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041203 FILED AS OF DATE: 20041207 DATE AS OF CHANGE: 20041207 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COX COMMUNICATIONS INC /DE/ CENTRAL INDEX KEY: 0000025305 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 582112281 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1400 LAKE HEARN DR NE CITY: ATLANTA STATE: GA ZIP: 30319 BUSINESS PHONE: 4048435000 MAIL ADDRESS: STREET 1: 1400 LAKE HEARN DRIVE CITY: ATLANTA STATE: GA ZIP: 30319 FORMER COMPANY: FORMER CONFORMED NAME: COX COMMUNICATIONS INC/DE DATE OF NAME CHANGE: 19941123 FORMER COMPANY: FORMER CONFORMED NAME: COX CABLE COMMUNICATIONS INC DATE OF NAME CHANGE: 19940614 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COX ENTERPRISES INC ET AL CENTRAL INDEX KEY: 0000779426 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06590 FILM NUMBER: 041189340 BUSINESS ADDRESS: STREET 1: 1400 LAKE HEARN DRIVE CITY: ATLANTA STATE: GA ZIP: 30319 BUSINESS PHONE: 4048435000 MAIL ADDRESS: STREET 1: 1400 LAKE HEARN DRIVE STREET 2: 1400 LAKE HEARN DRIVE CITY: ATLANTA STATE: GA ZIP: 30319 4 1 cox238.xml X0202 4 2004-12-03 0 0000025305 COX COMMUNICATIONS INC /DE/ COX 0000779426 COX ENTERPRISES INC ET AL 6205 PEACHTREE DUNWOODY ROAD ATLANTA GA 30328- 0 0 1 0 Class A Common Stock 2004-12-03 4 P 0 189685302 34.75 A 555376478.00 I See Note On December 3, 2004, in accordance with the terms of an Agreement and Plan of Merger, dated as of October 19, 2004 (the "Merger Agreement"), by and among Cox Enterprises, Inc. ("CEI"), Cox Holdings, Inc. ("CHI"), CEI-M Corporation and Cox Communications, Inc. ("CCI"), CHI accepted for purchase the 189,685,302 shares of Class A common stock of CCI validly tendered of subject to notices of guaranteed delivery in accordance with the terms and conditions of the joint tender offer by CCI and CHI to purchase all of the outstanding Class A common stock of CCI not beneficially owned by CEI (the "Tender Offer"). Each of Cox Enterprises, Inc. and its wholly owned subsidiary Cox Holdings, Inc. may be deemed to be a beneficial owner of all the securities reported herein. For more information regarding the Merger Agreement and the Tender Offer, see the Offer to Purchase, dated November 3, 2004, as amended, filed as Exhibit (a)(1)(A) to Cox Communications' and Cox Holdings' Tender Offer Statement on Schedule TO. The amount of shares accepted for payment by CHI was based on preliminary estimates provided by Wachovia Bank, N.A., the depositary for the Tender Offer (the "Depositary"), and included an estimated 14,706,307 shares tendered pursuant to guaranteed delivery procedures. The Depositary's preliminary estimates may change prior to consummation of the Tender Offer, which is expected to occur on December 8, 2004, and all shares guaranteed for delivery may not be delivered. In accordance with the terms and subject to the conditions of the Tender Offer, Cox Holdings will pay for all shares validly tendered and delivered upon consummation of the Tender Offer. By: Andrew A. Merdek, Corporate Secretary 2004-12-07 -----END PRIVACY-ENHANCED MESSAGE-----