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: September 7, 1999
UnitedGlobalCom, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-21974 84-1116217
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification #)
incorporation)
4643 South Ulster Street, Suite 1300, Denver, CO 80237
(Address of Principal Executive Office)
(303) 770-4001
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
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On September 7, 1999, UnitedGlobalCom, Inc. ("United") announced that
Liberty Media Corporation ("Liberty") had agreed to purchase 4.93 million shares
of United's Class B common stock from existing stockholders of United. As part
of this transaction, Liberty has agreed to assign 50% of its interest in the
shares to Microsoft Corporation ("Microsoft"). Liberty, Microsoft and United
Pan-Europe Communications N.V., which is 62.2% owned by United, would form a
joint venture into which they will contribute their respective shares of United.
A copy of the press release is filed as an exhibit.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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(c) Exhibits
99.1 Press Release dated September 7, 1999.
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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 thereunto duly authorized.
UNITEDGLOBALCOM, INC.
DATE: September 17, 1999 By: /S/ Frederick G. Westerman, III
---------------------------------
Frederick G. Westerman, III
Chief Financial Officer
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[LIBERTY MEDIA LOGO]
[MICROSOFT LOGO]
[UNITEDGLOBALCOM LOGO]
[UNITED PAN EUROPE COMMUNICATIONS LOGO]
LIBERTY MEDIA AND MICROSOFT TO BUY 4.9 MILLION
SHARES OF UNITEDGLOBALCOM
Parties to Form European Joint Venture to Own Shares
and Explore Content and Distribution Opportunities
September 7, 1999 - It was announced today that Liberty Media Corporation
("Liberty") has agreed to purchase 4.93 million class B shares of
UnitedGlobalCom, Inc. ("United") from certain existing stockholders, including
4.26 million shares from Apollo Cable Partners, L.P. and the balance from Larry
F. and Larry J. DeGeorge. The total purchase price for the shares will be
approximately $493 million, payable in cash. The parties have also agreed that
Liberty will assign 50% of its interest, as described below, to Microsoft
Corporation ("Microsoft"). Upon completion, John Malone, Chairman of Liberty,
and Gregory B. Maffei, Chief Financial Officer of Microsoft, will join United's
board of directors.
The parties also announced the formation, as part of the transaction, of a 50/50
joint venture between Liberty/Microsoft and United Pan-Europe Communications
N.V. ("UPC"), United's European subsidiary, to own the United shares and to
evaluate content and distribution opportunities together in Europe. At
formation, Liberty will contribute to the joint venture its 4.93 million class B
shares of United, and UPC will contribute its 2.78 million class A shares of
United. In addition to its 50% interest, Liberty will receive approximately $287
million of redeemable preferred interests in the joint venture to balance out
the parties' ownership positions. When formed, the joint venture will own
approximately 14.5% of the total outstanding shares of United on a fully diluted
basis. The joint venture and its members will be bound by voting and standstill
agreements with United and certain of its controlling shareholders.
Commenting on the transaction, Gene Schneider, Chairman and CEO of United, said
"The investment by Liberty and Microsoft is a tremendous vote of confidence in
our company's future and removes the overhang from the pending sale by Apollo,
who have been good partners since before United went public in 1993. We welcome
John and Greg to our board and look forward to working with their companies in
Europe - and potentially other parts of the world."
John Malone, Chairman of Liberty, added "We are very pleased to join United in
its international communications efforts and, particularly, to renew our
partnership with Gene."
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Greg Maffei, Chief Financial Officer of Microsoft, said "We are excited to
extend our partnership with the United family of companies and by the
opportunity to work together to further their broadband efforts."
Mark Schneider, CEO of UPC, said "This is a great transaction for UPC's
shareholders. In addition to the strategic value Liberty and Microsoft can bring
to our media, internet and content opportunities in Europe, this deal
strengthens the bond between UPC and its parent, particularly as we seek to
launch our internet and telecom brands around the world."
Tony Ressler of Apollo stated, "We have thoroughly enjoyed our 6 1/2 year
relationship with Gene and the rest of the United management team and believe
the company has great prospects in the global broadband industry, especially
with partners like Liberty and Microsoft."
# # #
ABOUT UNITED
United (Nasdaq "UCOMA") is the largest global broadband communications provider
of video, voice and data services with operations in over 20 countries
throughout the world. As of June 30, 1999 (and including announced
transactions), United's networks reached 13.3 million homes and businesses and
served 6.5 million video customers. In addition, the company's recently launched
cable telephony and high speed internet access businesses served over 198,000
telephony access lines and 56,000 high-speed broadband data accounts. United's
significant operating subsidiaries include UPC (60% owned), the largest
pan-European broadband communications company, Austar United Communications (75%
owned), a rapidly growing satellite, cable television and telecommunications
provider in Australasia, and VTR Hipercable (100% owned), the largest cable
television and competitive telephony provider in Chile.
ABOUT UPC
Headquartered in Amsterdam, UPC (AEX "UPC", Nasdaq "UPCOY") is one of the most
innovative broadband communications companies in Europe and owns and operates
the largest pan-European group of broadband communication networks. UPC provides
cable television, telephony, high speed Internet access and programming services
in twelve countries across Europe and Israel. As of June 30, 1999, UPC's systems
passed approximately 8.6 million homes with 5.6 million basic cable subscribers.
In addition, UPC had 123,400 telephony access lines and 12,500 business
telephony lines, as well as 50,400 residential Internet subscribers and 2,300
business Internet subscribers. Microsoft has an interest of approximately 7.8%
in UPC.
ABOUT LIBERTY
Liberty Media holds interests in a broad range of video programming,
communications, technology and Internet businesses in the United States, Europe,
South America and Asia. Liberty Media Group Class A and Class B Common Stock are
traded on the New York Stock Exchange under the symbols LMG.A and LMG.B,
respectively.
ABOUT MICROSOFT
Founded in 1975, Microsoft (Nasdaq "MSFT") is the worldwide leader in software
for personal computers. The company offers a wide range of products and services
for business and personal use, each designed with the mission of making it
easier and more enjoyable for people to take advantage of the full power of
personal computing every day.
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FOR FURTHER INFORMATION CONTACT:
UnitedGlobalCom, Inc:
Mike Fries, President
Tel: 303 220-6610
Email: [email protected]
United Pan-Europe Communications, Inc:
Steve Butler, MD Capital Markets and Treasurer
Tel: 31 20 778 9860
Email: [email protected]
Henrietta Hirst, Director of Group Corporate Communications
Tel: 44 171 518 7996
Email: [email protected]
Liberty Media International:
Graham Hollis, Executive VP and CFO
Tel: 720 875 6479
Email: [email protected]
Microsoft Corporation:
Greg Maffei, CFO
Tel: 425 936 5266
Email: [email protected]
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