SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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August 9, 1999
(Date of earliest event reported)
COMCAST CABLE COMMUNICATIONS, INC.
(Exact name of registrant as specified in charter)
Delaware 333-30745 23-2175755
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
1201 Market Street, Suite 2201, Wilmington, Delaware 19801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (302) 594-8700
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ITEM 5. Other Events.
On August 9, 1999, Comcast Corporation ("Comcast"), the parent
of Comcast Cable Communications, Inc. (the "Company"), announced that it plans
to commence an offer to exchange (the "Exchange Offer") 1.4 shares of its Class
A Special Common Stock for each share of Class A Common Stock or Common Stock of
Jones Intercable, Inc., ("Jones Intercable"), for up to 79% of the combined
number of shares of Jones Intercable Class A Common Stock or Common Stock
outstanding (subject to certain terms and conditions to be contained in the
offer documents). Based on the closing market prices of Comcast Class A Special
Common Stock, Jones Intercable Class A Common Stock and Jones Intercable Common
Stock as of August 6, 1999, the Exchange Offer would value each share of Jones
Intercable Class A Common Stock at $50.31, a 9.1% premium over its closing price
and each share of Jones Intercable Common Stock at $50.31, a 12.7% premium over
its closing price. Comcast expects to commence the Exchange Offer as soon as
reasonably practicable after a registration statement on Form S-4 relating to
its Class A Special Common Stock to be offered in the Exchange Offer is filed
with and declared effective by the Securities and Exchange Commission, pursuant
to applicable securities laws. Comcast intends to contribute the shares of Jones
Intercable Class A Common Stock and Jones Intercable Common Stock received in
the Exchange Offer to the Company.
A copy of Comcast's press release dated August 9, 1999 is
filed herewith as Exhibit 99.1 and is incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits.
(c) Exhibits:
99.1 Press Release dated August 9, 1999 from Comcast
Corporation.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this Report to be signed on its behalf by the
undersigned, hereunto duly authorized.
COMCAST CABLE COMMUNICATIONS, INC.
By: /s/ C. Stephen Backstrom
President
Date: August 9, 1999
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EXHIBIT INDEX
Exhibit No. Exhibit
99.1 Press Release dated August 9, 1999 from Comcast Corporation.
COMCAST CORPORATION
NEWS RELEASE
COMCAST CORPORATION ANNOUNCES PARTIAL EXCHANGE OFFER FOR
JONES INTERCABLE, INC.
PHILADELPHIA, Aug. 9 /PRNewswire/ -- Comcast Corporation (Nasdaq: CMCSK - news,
CMCSA - news) today announced that it plans to commence an offer to exchange 1.4
shares of its Class A Special Common Stock (Nasdaq: CMCSK news) for each share
of Class A Common Stock (Nasdaq: JOINA - news) or Common Stock (Nasdaq: JOIN -
news) of Jones Intercable, Inc. (Nasdaq: JOIN - news, JOINA - news), for up to
79% of the combined number of shares of Jones Intercable Class A Common Stock
and Common Stock outstanding (subject to certain terms and conditions to be
contained in the offer documents). Based on the closing market prices of CMCSK,
JOINA and JOIN as of August 6, 1999, the exchange offer would value each share
of JOINA at $50.31, a 9.1% premium over its closing price and each share of JOIN
at $50.31, a 12.7% premium over its closing price.
This press release is neither an offer to purchase nor a solicitation of an
offer to sell securities. The exchange offer will be made only by means of a
prospectus and will not commence until the shares of Comcast Class A Special
Common Stock to be offered in the exchange offer are registered with the
Securities and Exchange Commission pursuant to an effective Registration
Statement.
