<PAGE>
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): February 3, 1998
JONES INTERCABLE, INC.
----------------------
(Exact name of registrant as specified in its charter)
Colorado 1-9953 84-0613514
----------------------- ------ ------------------
(State of Organization) (Commission File No.) (IRS Employer
Identification No.)
P.O. Box 3309, Englewood, Colorado 80155-3309 (303) 792-3111
- --------------------------------------------------- -------------------------
(Address of principal executive office and Zip Code (Registrant's telephone
no. including area code)
<PAGE>
Item 5. Other Events
------------
On or about February 3, 1998, BCI Telecom Holding, Inc. ("BTH"), one
of the Registrant's largest shareholders, filed an action in the United States
District Court for the District of Colorado against the Registrant, Jones
International, Ltd. ("International"), Jones Internet Channel, Inc. ("JICI") and
Glenn R. Jones. Mr. Jones is the Chairman and Chief Executive Officer of the
Registrant. International is owned by Mr. Jones and is also one of the
Registrant's largest stockholders. International owns all the stock of JICI.
BTH, the Registrant, International and Mr. Jones are parties to a Shareholders
Agreement dated as of December 20, 1994 (the "Shareholders Agreement"). In its
complaint, BTH alleges that the defendants have violated the Shareholders
Agreement and certain duties allegedly owed to BTH, and conspired with each
other to do so. More specifically, BTH claims that under the Shareholders
Agreement, the offering of the service known as the Internet Channel to
Registrant's subscribers, and any affiliation agreement between Registrant and
JICI for the provision of the Internet Channel service, could not proceed
without approval of a specific group of directors, including the three directors
designated by BTH. BTH also maintains, in connection with the relationship and
proposed affiliate agreement between Registrant and JICI, that the defendants
have breached a provision of the Shareholders Agreement defining the "Core
Business" of Registrant. In addition to damages, BTH seeks an injunction
prohibiting Registrant from making the Internet Channel available to additional
subscribers and from entering into an affiliate agreement with JICI for the
Internet Channel, as well as other equitable relief. A hearing on the motion of
the Plaintiff for a preliminary injunction has been set for March 23, 1998.
2
<PAGE>
Item 7. Financial Statements and Exhibits
---------------------------------
a. Not required.
b. Not required.
c. None.
3
<PAGE>
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 hereunto duly authorized.
JONES INTERCABLE, INC.,
a Colorado corporation
/s/ Elizabeth M. Steele
Dated: February 18, 1998 By: ________________________
Elizabeth M. Steele
Vice President, General
Counsel and Secretary
4
