SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) MARCH 6, 1998
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NTL INCORPORATED
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-22616 52-1822078
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
110 East 59th Street, New York, New York 10022
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including area code (212)906-8440
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
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On March 6, 1998, NTL Incorporated ("NTL") announced that it priced a
concurrent offering of UK Sterling Senior Notes Due 2008 (the "Sterling Senior
Notes"), UK Sterling Deferred Coupon Notes Due 2008 (the "Sterling Deferred
Coupon Notes") and US Dollar Deferred Coupon Notes Due 2008 (the "Dollar
Deferred Coupon Notes", collectively, the "Notes").
A copy of the press release issued by the Company regarding this
announcement is attached hereto as an exhibit and incorporated herein by
reference.
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Item 7. Financial Statements and Exhibits
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Exhibits
99 Press Release issued March 6, 1998.
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SIGNATURES
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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.
NTL INCORPORATED
(Registrant)
By: /s/ Richard J. Lubasch
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Name: Richard J. Lubasch
Title: Senior Vice President-
General Counsel
Dated: March 9, 1998
<PAGE>
EXHIBIT INDEX
Exhibit Page
99 Press Release issued March 6, 1998.
EXHIBIT 99
FOR IMMEDIATE RELEASE
NTL INCORPORATED
PRICES OFFERING
New York, New York (March 6, 1998) - NTL Incorporated (Nasdaq: NTLI;
Easdaq: NTLI.ED) announced today that it priced a concurrent offering of UK
Sterling Senior Notes Due 2008 (the "Sterling Senior Notes"), UK Sterling
Deferred Coupon Notes Due 2008 (the "Sterling Deferred Coupon Notes") and US
Dollar Deferred Coupon Notes Due 2008 (the "Dollar Deferred Coupon Notes",
collectively, the "Notes"). The Company will raise approximately 125 million
pounds sterling of gross proceeds from the issue of the Sterling Senior Notes,
approximately 176 million pounds sterling from the issue of the Sterling
Deferred Notes and approximately $802 million from the offering of the Dollar
Deferred Coupon Notes.
The Sterling Senior Notes will be issued in an aggregate principal amount
of 125 million pounds sterling and will pay cash interest semi-annually at the
rate of 9.50% per annum.
The Sterling Deferred Notes and the Dollar Deferred Coupon Notes will be
issued at 58.62% and 61.724%, respectively, of the aggregate principal amount at
maturity of the Sterling Deferred Coupon Notes and the Dollar Deferred Coupon
Notes. The issue price of the Sterling Deferred Coupon Notes and the Dollar
Deferred Notes represents a yield to maturity of 10.80% and 9.77%, respectively.
The Sterling Deferred Coupon Notes and the Dollar Deferred Notes will accrue
interest until October 1, 2003 and then pay cash interest semi-annually at the
rates of 10.75% and 9.75% per annum, respectively.
The use of proceeds of the offering will be for the construction, working
capital, refinancing indebtedness, acquisitions or other corporate purposes of
the Company.
The Notes will not be registered under the Securities Act of 1933, as
amended (the "Securities Act"), or any state securities laws, and unless so
registered, may not be offered or sold except pursuant to an exemption from, or
in a transaction not subject to, the registration requirements of the Securities
Act and applicable state securities laws.
*****
For further information contact: John F. Gregg, Managing Directors -
Corporate Finance and Development, Michael A. Peterson, Director - Corporate
Development or Richard J. Lubasch, Senior Vice President - General Counsel at
(212)906-8440.
