SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
October 4, 1999
(Date of earliest event reported)
CLASSIC CABLE, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541 74-2750981
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
CLASSIC CABLE HOLDING, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-04 74-2807609
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
PONCA HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-05 76-0337883
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
CLASSIC TELEPHONE, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-06 75-2590205
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
UNIVERSAL CABLE HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-01 75-2077867
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
UNIVERSAL CABLE COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-07 84-0913858
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
UNIVERSAL CABLE OF BEAVER OKLAHOMA, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-08 75-2243788
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
UNIVERSAL CABLE MIDWEST, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-03 75-2205815
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
WT ACQUISITION CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-09 74-2644608
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
W.K. COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in its Charter)
Kansas 333-86541-02 48-1037491
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
TELEVISION ENTERPRISES, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-10 74-1532349
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
BLACK CREEK COMMUNICATIONS, L.P.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-11 74-2881867
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
BLACK CREEK MANAGEMENT, L.L.C.
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-86541-12 74-2881870
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
BUFORD GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-13 75-1988843
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
FRIENDSHIP CABLE OF TEXAS, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-17 75-2237583
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
BUFORD TELEVISION, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-14 75-1020533
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
CORRECTIONAL CABLE TV, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-15 75-2443515
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
CALLCOM 24, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-16 75-2774129
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
BUFORD TELEVISION INC. OF FORT SMITH
(Exact Name of Registrant as Specified in its Charter)
Arkansas 333-86541-18 71-0441918
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
FRIENDSHIP CABLE OF ARKANSAS, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas 333-86541-19 71-0634055
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701
(Address of Principal Offices, including zip code)
(512) 476-9095
Registrant's telephone number, including area code)
Item 4. Change in Registrant's Certifying Accountant
On October 4, 1999, management of Classic Cable, Inc. (the
"Company") dismissed Ernst & Young LLP and engaged PricewaterhouseCoopers
LLP as its independent public accountants to audit its financial statements
and the financial statements of the subsidiaries of the Company formerly
audited by Ernst & Young LLP which have guaranteed the Company's 9-7/8%
Senior Subordinated Notes due 2008 and 9-3/8% Senior Subordinated Notes due
2009.
The Company believes, and has been advised by Ernst & Young LLP
that it concurs with such belief, that, for the years ended December 31,
1997 and December 31, 1998, and for the six-month period ended June 30,
1999, the Company and Ernst & Young LLP did not have any disagreement on
any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreement, if not
resolved to the satisfaction of Ernst & Young LLP would have caused it to
make reference in connection with its report on the Company's financial
statements to the subject matter of the disagreement.
The report of Ernst & Young LLP on the Company's financial
statements for the years ended December 31, 1997 and December 31, 1998 did
not contain an adverse opinion or a disclaimer of opinion, and was not
qualified or modified as to uncertainty, audit scope or accounting
principles. During that period, there were no "reportable events" within
the meaning of Item 304(a)(1)(v) of Regulation S-K promulgated under the
Securities Act of 1933.
The Company has requested that Ernst & Young LLP furnish a letter
addressed to the Securities and Exchange Commission stating whether Ernst &
Young LLP agrees with the above statements. A copy of that letter is
attached as Exhibit 16 to this Form 8-K.
Item 7. Exhibits
16. Letter from Ernst & Young LLP.
SIGNATURE
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.
CLASSIC CABLE, INC.
Dated: November 5, 1999 By: /s/ Mark Rowe
-----------------------------------------
Name: Mark Rowe
Title: Corporate Controller
CLASSIC CABLE HOLDING, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
PONCA HOLDINGS, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
CLASSIC TELEPHONE, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
UNIVERSAL CABLE HOLDINGS, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
UNIVERSAL CABLE COMMUNICATIONS, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
UNIVERSAL CABLE OF BEAVER OKLAHOMA, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
UNIVERSAL CABLE MIDWEST, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
WT ACQUISITION CORPORATION
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
W.K. COMMUNICATIONS, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
TELEVISION ENTERPRISES, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
BLACK CREEK COMMUNICATIONS, L.P.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
BLACK CREEK MANAGEMENT, L.L.C.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
BUFORD GROUP, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
FRIENDSHIP CABLE OF TEXAS, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
BUFORD TELEVISION, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
CORRECTIONAL CABLE TV, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
CALLCOM 24, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
BUFORD TELEVISION INC. OF FORT SMITH
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
FRIENDSHIP CABLE OF ARKANSAS, INC.
Dated: November 5, 1999 By: /s/ J. Merritt Belisle
-----------------------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive Officer
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
16. Letter from Ernst & Young LLP.
EXHIBIT 16
November 5, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K/A dated November 5, 1999, of
Classic Cable, Inc. and are in agreement with the statements contained in
the first three paragraphs on page 2 therein. We have no basis to agree or
disagree with other statements of the registrant contained therein.
Very truly yours,
/s/ Ernst & Young LLP
