-----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, V9afZVoa1V0ad935yAGyEbQ9O54zGwgXL/7i+hjBvB8C87ZblQS1Ct3PAlqakLLB /+7+NG1EoKKyWQnJp6oaLg== 0001156973-03-001867.txt : 20031212 0001156973-03-001867.hdr.sgml : 20031212 20031212123713 ACCESSION NUMBER: 0001156973-03-001867 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20031212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NTL INC CENTRAL INDEX KEY: 0000906347 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 521822078 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-109194 FILM NUMBER: 031051203 BUSINESS ADDRESS: STREET 1: 110 E 59TH ST STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129068440 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: NTL COMMUNICATIONS CORP DATE OF NAME CHANGE: 19990401 FORMER COMPANY: FORMER CONFORMED NAME: NTL INC /DE/ DATE OF NAME CHANGE: 19970326 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL CABLETEL INC DATE OF NAME CHANGE: 19930601 424B3 1 u46927e424b3.htm 424B3 e424b3
 

PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED NOVEMBER 3, 2003

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-109194

NTL Incorporated

[LOGO]

Rights Offering for 35,750,000 Shares of Common Stock

     We distributed to holders of our common stock transferable rights to purchase 35,853,465 shares of our common stock at $40.00 in cash per share. This included 35,750,000 rights issued with respect to shares outstanding on the declaration date of the rights dividend and an additional 103,465 rights distributed in connection with shares of common stock issued with respect to the exercise of 147,333 stock options during the period between the declaration date and the record date of the rights offering. Of the 35,853,465 total shares issued in the rights offering, 35,629,465 were issued pursuant to the basic subscription privilege and 224,000 were issued pursuant to the over-subscription privilege. The underwriters listed below agreed to purchase and to offer to the public all of the shares of common stock that were not issued pursuant to the exercise of rights prior to the expiration of the rights offering, as described in the prospectus relating to the rights offering. All 35,853,465 shares were issued pursuant to the exercise of rights prior to the expiration of the rights offering. As a result, no shares were purchased by any underwriters for offer to the public.

     During the rights offering subscription period:

  •   No securities were bought by the underwriters in stabilizing transactions.

  •   The underwriters purchased 1,193,598 rights in the open market and exercised the basic subscription privilege for all of these rights. No shares were subscribed for by the underwriters pursuant to the over-subscription privilege. The underwriters also purchased 889 shares in the open market at prices ranging from $62.36 to $64.03.

  •   The underwriters sold 1,194,487 shares at prices ranging from $55.61 to $64.40.

         
Deutsche Bank Securities   Goldman, Sachs & Co.   JPMorgan

     
Banc of America Securities LLC   Credit Suisse First Boston
 
Morgan Stanley   UBS Investment Bank

The date of this prospectus supplement is December 12, 2003

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