-----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, OopXJOMxNscXXaASmbpE2WdjwqpuYwp6C6KykwbQaDgHQo3eNcRxC7LYm3LsXwjO l63IxQETp56D2Dgp+NSqSg== 0001010192-98-000052.txt : 19980916 0001010192-98-000052.hdr.sgml : 19980916 ACCESSION NUMBER: 0001010192-98-000052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980915 ITEM INFORMATION: FILED AS OF DATE: 19980915 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FALCON HOLDING GROUP LP CENTRAL INDEX KEY: 0000900346 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 954408577 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-60776 FILM NUMBER: 98709520 BUSINESS ADDRESS: STREET 1: 10900 WILSHIRE BLVD STREET 2: 15TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90024 BUSINESS PHONE: 3108249990 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FALCON FUNDING CORP CENTRAL INDEX KEY: 0001060530 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 954681480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-55755-01 FILM NUMBER: 98709521 BUSINESS ADDRESS: STREET 1: 10900 WILSHIRE BLVD STREET 2: 15TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90024 BUSINESS PHONE: 3108249990 MAIL ADDRESS: STREET 1: 10900 WILSHIRE BLVD CITY: LOS ANGELES STATE: CA ZIP: 90024 8-K 1 8-K 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) September 14, 1998 FALCON HOLDING GROUP, L.P. FALCON FUNDING CORPORATION -------------------------------------------------------------- (Exact Name of Registrants as Specified in Their Charters) DELAWARE CALIFORNIA -------------------------------------------------------------- (State or Other Jurisdiction of Incorporation or Organization) 333-55755 95-4408577 333-55755-01 95-4681480 -------- ---------- (Commission File Numbers) (I.R.S. Employer Identification Numbers) 10900 WILSHIRE BOULEVARD -15TH FLOOR LOS ANGELES, CALIFORNIA 90024 - --------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (310) 824-9990 -------------------------------------------------------------- (Registrants' telephone number, including area code) Not Applicable -------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. In a press release dated September 14, 1998, Falcon Holding Group, L.P. ("FHGLP") and Falcon Funding Corporation ("FFC", and together with FHGLP, the "Issuers") announced consummation of their registered offer to exchange Series B 8.375% Senior Debentures due 2010 of the Issuers and Series B 9.285% Senior Discount Debentures due 2010 of the Issuers for all outstanding Series A 8.375% Senior Debentures due 2010 of the Issuers and all outstanding Series A 9.285% Senior Discount Debentures due 2010 of the Issuers, respectively. A copy of the September 14 press release is being filed as exhibit 99.1 to this report. In a press release dated September 15, 1998, FHGLP announced that is was redeeming all remaining outstanding 11% Senior Subordinated Notes due 2003 (the "Notes") of FHGLP in accordance with the indenture governing the Notes. A copy of the September 15 press release is being filed as exhibit 99.2 to this report. Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits. (a) Financial Statements of Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. 99.1 Press Release dated September 14, 1998 99.2 Press Release dated September 15, 1998 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FALCON HOLDING GROUP, L.P. By: Falcon Holding Group, Inc., General Partner Dated: September 15, 1998 By: /s/ MICHAEL K. MENEREY ------------------------------- Name: Michael K. Menerey Title: Secretary and Chief Financial Officer FALCON FUNDING CORPORATION Dated: September 15, 1998 By: /s/ MICHAEL K. MENEREY ------------------------------- Name: Michael K. Menerey Title: Secretary and Chief Financial Officer EXHIBIT INDEX 99.1 Press Release dated September 14, 1998. 99.2 Press Release dated September 15, 1998. EX-99.1 2 PRESS RELEASE EXHIBIT 99.1 CONTACT: Dan T. Do Director of Investor Relations (626) 844-1700 FALCON HOLDING GROUP, L.P. AND FALCON FUNDING CORPORATION CONSUMMATE EXCHANGE OFFER Los Angeles, CA - September 14, 1998 - Falcon Holding Group, L.P. and Falcon Funding Corporation (the "Issuers") today announced that the Issuers' registered exchange offer of (i) $375,000,000 aggregate original principal amount of the Issuers' 8.375% Series B Senior Debentures due 2010 (CUSIP No. 30606P AC3) (the "Exchange Senior Debentures") for $375,000,000 aggregate original principal amount of the Issuers' 8.375% Series A Senior Debentures due 2010 (CUSIP Nos. 30606P AA7, 30606P AB5 and U30589 AA0) (the "Old Senior Debentures"), and (ii) $435,250,000 aggregate original principal amount at maturity of the Issuers' 9.285% Series B Senior Discount Debentures due 2010 (CUSIP No. 30606P AF6) (the " Exchange Senior Discount Debentures") for $435,250,000 aggregate original principal amount at maturity of the Issuers' 9.285% Series A Senior Discount Debentures due 2010 (CUSIP Nos. 30606P AD1 and U30589 AB8) (the "Old Senior Discount Debentures") expired at 5:00 p.m., New York City time, on Thursday, September 10, 1998 in accordance with its terms. The Issuers have accepted the tender of all $375,000,000 aggregate original principal amount of the Old Senior Debentures and all $435,250,000 aggregate original principal amount at maturity of the Old Senior Discount Debentures which were tendered. In addition, the Issuers have instructed the trustee, United States Trust Company of New York, with respect to the 8.375% Series B Senior Debentures due 2010 and the 9.285% Series B Senior Discount Debentures due 2010, to prepare and authenticate $375,000,000 in aggregate principal amount of the Exchange Senior Debentures and $435,250,000 in aggregate principal amount at maturity of the Exchange Senior Discount Debentures. Falcon Holding Group, L.P. (the "Partnership") owned and managed cable television systems in 26 states. The Partnership owns cable television systems (the "Owned Systems") in 23 states, principally in California, Oregon, Missouri, Georgia, Texas, North Carolina and Alabama. As of June 30, 1998, the Owned Systems passed approximately 1,020,000 homes and served approximately 636,000 basic subscribers and 164,000 premium service units. The Partnership also holds varying equity interests in and manages certain other cable television systems (the "Affiliated Systems") in 14 states, including South Carolina, Kentucky, Illinois, Washington and Tennessee. As of June 30, 1998, the Affiliated Systems passed approximately 257,000 homes and served approximately 171,000 basic subscribers and 49,000 premium service units. EX-99.2 3 PRESS RELEASE EXHIBIT 99.2 CONTACT: Dan T. Do Director of Investor Relations (626) 844-1700 FALCON HOLDING GROUP, L.P. TO REDEEM ALL REMAINING OUTSTANDING 11% SENIOR SUBORDINATED NOTES DUE 2003 Los Angeles, CA - September 15, 1998 - Falcon Holding Group, L.P. (the "Partnership") today announced that it will redeem all of its remaining outstanding 11% Senior Subordinated Notes due 2003 (CUSIP Nos. 306064 AB2 and 306064 AA4)(the "Notes"). The aggregate outstanding principal amount of the Notes is approximately $34.4 million. The indenture governing the Notes provides that the Partnership may redeem all or a portion of the Notes on or after September 15, 1998 at 105.5% of the outstanding principal amount, plus accrued interest to the redemption date (the "Redemption Price"). The Partnership has set September 15, 1998 as the redemption date and deposited money sufficient to pay the aggregate Redemption Price with United States Trust Company of New York as paying agent (the "Paying Agent"). Interest on the Notes will cease to accrue on and after the redemption date. Payment of the Redemption Price will be made upon surrender of the Notes, duly endorsed to the Partnership, accompanied by a properly completed letter of transmittal to the Paying Agent. The letter of transmittal and the accompanying notice of redemption (together, the "Redemption Notice") were sent to holders of the Notes on or about August 11, 1998. Copies of the Redemption Notice can be obtained from the Paying Agent by calling 1-800-548-6565. The Partnership owns and manages cable television systems in 26 states. The Partnership owns cable television systems (the "Owned Systems") in 23 states, principally in California, Oregon, Missouri, Georgia, Texas, North Carolina and Alabama. As of June 30, 1998, the Owned Systems passed approximately 1,020,000 homes and served approximately 636,000 basic subscribers and 164,000 premium service units. The Partnership also holds varying equity interests in and manages certain other cable television systems (the "Affiliated Systems") in 14 states, including South Carolina, Kentucky, Illinois, Washington and Tennessee. As of June 30, 1998, the Affiliated Systems passed approximately 257,000 homes and served approximately 171,000 basic subscribers and 49,000 premium service units. -----END PRIVACY-ENHANCED MESSAGE-----