SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
February 2, 2000
(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 5. Other Events
OFFERING OF $175 MILLION IN SENIOR SUBORDINATED NOTES
On February 2, 2000, Classic Communications, Inc., the parent
of Classic Cable, Inc. (the "Company") issued a press release announcing
that the Company commenced a private offering to qualified institutional
buyers of $175 million in Senior Subordinated Notes due 2010. The terms of
the offering have not been finalized. The securities being offered in the
private offering will not be and have not been registered under the
Securities Act of 1933 and may not be offered or sold in the United States
without registration or an applicable exemption from registration
requirements. The Company intends to use the proceeds of the offering to
fund a portion of the acquisition of Star Cable Associates, currently
expected to close before the end of February 2000, and to repay a portion
of indebtedness under its senior credit facility.
A copy of the press release is attached as Exhibit 99 to this Form 8-K.
Item 7. Exhibits
99. Press Release, dated February 2, 2000.
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: February 8, 2000 By: /s/ Mark Rowe
------------------------
Name: Mark Rowe
Title: Corporate Controller
CLASSIC CABLE HOLDING, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------
Name: J. Merritt Belisle
Title:Chairman and Chief Executive
Officer
PONCA HOLDINGS, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief
Executive Officer
CLASSIC TELEPHONE, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title:Chairman and Chief Executive
Officer
UNIVERSAL CABLE HOLDINGS, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title:Chairman and Chief Executive
Officer
UNIVERSAL CABLE COMMUNICATIONS, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
UNIVERSAL CABLE OF BEAVER OKLAHOMA, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
UNIVERSAL CABLE MIDWEST, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
WT ACQUISITION CORPORATION
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
W.K. COMMUNICATIONS, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
TELEVISION ENTERPRISES, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
BLACK CREEK COMMUNICATIONS, L.P.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
BLACK CREEK MANAGEMENT, L.L.C.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
BUFORD GROUP, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
FRIENDSHIP CABLE OF TEXAS, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
BUFORD TELEVISION, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
CORRECTIONAL CABLE TV, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
CALLCOM 24, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
BUFORD TELEVISION INC. OF FORT SMITH
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
FRIENDSHIP CABLE OF ARKANSAS, INC.
Dated: February 8, 2000 By: /s/ J. Merritt Belisle
----------------------------
Name: J. Merritt Belisle
Title: Chairman and Chief Executive
Officer
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
99. Press Release, dated February 2, 2000.
EXHIBIT 99.
CLASSIC CABLE, INC. TO OFFER $175 MILLION IN SENIOR SUBORDINATED NOTES
AUSTIN, Texas, Feb. 2 /PRNewswire/ -- Classic Communications, Inc.
(Nasdaq:CLSC), announced today that its wholly-owned subsidiary, Classic
Cable, Inc., has commenced a private offering to qualified institutional
buyers of $175 million in Senior Subordinated Notes due 2010. The terms of
the offering have not been finalized. The securities being offered in the
private offering will not be and have not been registered under the
Securities Act of 1933 and may not be offered or sold in the United States
without registration or an applicable exemption from registration
requirements. Classic intends to use the proceeds of the offering to fund a
portion of the acquisition of Star Cable Associates (Star), currently
expected to close before the end of February 2000, and to repay a portion
of indebtedness under its senior credit facility.
Classic Communications, Inc., based in Austin, Texas, has approximately
414,000 subscribers, proforma for the Star acquisition, in non-metropolitan
markets in Texas, Kansas, Oklahoma, Nebraska, Missouri, Arkansas,
Louisiana, Colorado, and New Mexico. Classic trades on the Nasdaq under the
trading symbol "CLSC."
This release contains statements that constitute forward-looking statements
within the meaning of section 27A of the Securities Act of 1933 and Section
21 of the Securities Exchange Act of 1934 and are subject to the safe
harbor provisions of those sections and the Private Securities Litigation
Reform Act of 1995. Investors are cautioned that any such forward-looking
statements are not guarantees of future performance and involve risk
uncertainties including those described in our filings with the SEC, and
that the actual results or developments may differ materially from those in
the forward-looking statements as a result of various factors. The Company
has based these forward-looking statements on information currently
available and disclaim any intention or obligation to update or revise any
forward-looking statement.
SOURCE Classic Communications, Inc.
CONTACT: Bryan D. Noteboom of Classic Communications, Inc., 512-476-9095,
[email protected]; or Ryan Barr, [email protected] , or Ann
Travers, 212-986-6667, [email protected], both of Brainerd
Communicators, Inc., for Classic Communications, Inc.
