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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): October 18, 1995;
(October 5, 1995)
CONTINENTAL CABLEVISION, INC.
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(Exact name of registrant as specified in its charter)
Delaware 33-57471 04-2370836
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
The Pilot House
Lewis Wharf
Boston, Massachusetts 02110
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(Address of Principal Executive Office, including zip code)
(617) 742-9500
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(Registrant's telephone number, including area code)
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Item 2:
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On October 5, 1995, the transactions contemplated by the Amended and Restated
Agreement and Plan of Merger dated as of August 1, 1995 (the "Agreement") by and
among Providence Journal Company, The Providence Journal Company, King
Broadcasting Company, King Holding Corp. and Continental Cablevision, Inc. (the
"Registrant") were consummated. The Registrant's press release (dated as of
October 5, 1995) regarding the consummation of the transactions contemplated by
the Agreement is attached herewith as Exhibit A and is hereby incorporated by
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reference.
No other information is provided herewith regarding the Agreement because the
Registrant has "previously reported" (as defined in Rule 12b-2) substantially
the same information about the Agreement, including the related financial
information, as that required by Form 8-K in its Joint Proxy Statement-
Prospectus dated August 31, 1995 included as part of its Registration Statement
(Registration No. 33-57471).
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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.
CONTINENTAL CABLEVISION, INC.
(Registrant)
By:/s/ P. Eric Krauss
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P. Eric Krauss
Vice President and Treasurer
Date: October 18, 1995
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EXHIBIT A
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CONTINENTAL CABLEVISION
The Pilot House, Lewis Wharf
Boston, Massachusetts 02110
Telephone: (617) 742-9500
News Release
FOR IMMEDIATE RELEASE
CONTINENTAL TOPS 4 MILLION SUBSCRIBERS WITH
PURCHASE OF PROVIDENCE JOURNAL CABLE SYSTEMS
Boston, MA, October 5, 1995 -- Continental Cablevision, Inc. today
completed its acquisition of cable systems owned by the Providence Journal
Company.
The merger adds nearly 800,000 subscribers to Continental's customer base,
raising the 32-year-old cable company over the 4-million-subscriber mark and
reestablishing it as the nation's third largest cable television operator. As a
result of the transaction, Continental has become a publicly reporting company.
The acquisition extends Continental's reach to 20 states and strengthens
the company's network clusters in California, Florida, the Midwest, and New
England.
"The Providence Journal Company's cable systems are a great fit with our
existing structure," said Amos B. Hostetter, Jr., founder and chairman of
Continental. "Of all the companies in the cable industry, their operations are
closest to ours in geography, management philosophy, technology and commitment
to customer service."
Prior to the merger with Continental, Providence Journal Cable was the 15th
largest cable multiple system operator (MSO) in the nation, with systems in
California, Florida, Idaho, Massachusetts, Minnesota, New York, Rhode Island,
and Washington State. Beginning today, all of its systems -- which have
operated under the names of Colony, Colony Cablevision, Copley/Colony, and King
Videocable -- will be owned and managed by Continental.
"Our philosophy has been to build community-based businesses where
operating decisions are made as close to the customer as possible," noted Bill
Schleyer, Continental President and Chief Operating Officer. "Even as we grow,
we're striving to maintain that approach, which is critical to success in an
increasingly competitive environment."
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While Continental's status changes from privately-held to "publicly
reporting", the company's shares are not yet publicly listed. Providence
Journal shareholders are prohibited from trading their newly received
Continental shares for a period of one year from the closing, due to a "lock-up"
provision negotiated by the Providence Journal Company prior to the merger.
Continental shares will become publicly listed and traded when the lockup
expires, or earlier at Continental's election.
In addition to its 4.1 million U.S. cable subscribers, Continental
maintains ownership interests in a variety of programming services, as well as
participation in partnerships providing "alternate access" for voice and data
services, and direct-to-home satellite services. It also is active in overseas
telecommunications markets, with ownership interests in companies providing
cable service in Argentina and Singapore, and a full range of telecommunications
services in Australia.
Continental was founded by Amos Hostetter and H.I. Grousebeck in 1963 and
first offered cable television service in Tiffin and Fostoria, Ohio.
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For More Information, Contact:
Rob Stoddard, Director of Corporate Communications
(617) 854-3138
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THE "NEW" CONTINENTAL CABLEVISION INC.
Effective October 5, 1995
National Rank 3rd Largest Cable Television Operator
Total Revenues (1994) $1.6 Billion*
Subscribers 4.1 Million*
Homes Passed 7.1 Million*
States Served 20
. New England Region Connecticut, Maine, Massachusetts
New Hampshire, New York, Rhode Island
. Southeast Region Florida, Georgia, Virginia
. Midwest Region Michigan, Ohio
. Central Region Illinois, Iowa, Minnesota, Missouri, Wisconsin
. Western Region California, Idaho, Nevada, Washington
International Operations
. Argentina 50 percent owner, Fintelco S.A.
. Australia 46.5 percent owner, Optus Vision
. Singapore 25 percent owner, Singapore CableVision
. Japan memorandum of understanding to pursue
joint venture with Tomen Corp.
Other Current Lines of Business
. Alternate Access 20 percent owner, Teleport Communications Group;
80 percent owner, Continental Fiber Technologies;
66 percent owner, Alternate Access of Virginia
. Direct-to-Home Satellite 10.4 percent owner, PRIMESTAR Partners
. Programming investments in Turner Broadcasting; Home
Shopping Network; E! Entertainment Television;
New England Cable News; Viewers Choice; The Golf
Channel; The Food Channel; The Sunshine Network;
Music Choice; Outdoor Life; Speedvision
. Other Investments 13 percent owner, Zing Systems, L.P.;
12.5 percent owner, National Cable
Communications, L.P.
* Pending additional 1995 acquisitions of cable systems in Michigan.
