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 8, 1999
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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 8, 1999, NTL Incorporated (NASDAQ: NTLI; EASDAQ: NTLI.ED)
announced that it had completed its acquisition of Diamond Cable Communications
plc ("Diamond"). NTL acquired Diamond for approximately 13 million shares in the
transaction.
In addition, Robert Goad, Chief Executive of Diamond, will be elected to
NTL's Board of Directors and remain a principal of the combined company.
A copy of the press release is attached hereto as an exhibit and
incorporated herein by reference.
Item 7. Financial Statements and Exhibits
Exhibits
99 Press release, issued March 8, 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.
NTL INCORPORATED
(Registrant)
By: /s/ Richard J. Lubasch
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Name: Richard J. Lubasch
Title: Senior Vice President-
General Counsel
Dated: March 10, 1999
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EXHIBIT INDEX
Exhibit Page
99 Press release, issued March 8, 1999
EXHIBIT 99
For Immediate Release
PRESS RELEASE
NTL INCORPORATED ANNOUNCES THE COMPLETION OF ITS ACQUISITION
OF DIAMOND CABLE COMMUNICATIONS PLC
New York, New York (March 8, 1999) - NTL Incorporated (NASDAQ: NTLI; EASDAQ:
NTLI.ED) announced today that it had completed its acquisition of Diamond Cable
Communications plc ("Diamond"). NTL acquired Diamond for approximately 13
million shares in the transaction.
Commenting on the transaction, Barclay Knapp, President and Chief Executive
Officer of NTL, said: "We are delighted to announce the closing of the Diamond
transaction. Diamond plays a key role in the development and growth of the
combined company going forward. In fact, we are already well on our way toward
full integration, including the completed connections of all of Diamond's
switches to the NTL national network, as well as the consolidation of several
senior management roles. We look forward to continuing to work with Diamond's
employees, customers and suppliers to continue on our path to become the premier
new era communications company in the UK."
Robert Goad, Chief Executive of Diamond, will be elected to NTL's Board of
Directors and remain a principal of the combined company.
NTL is a leading alternative telecommunications company in the United Kingdom.
The company offers local business and residential telephony, residential cable
television and Internet services over advanced broadband fiber networks in six
major franchise areas in the UK. Through its national telecoms services
division, the company owns and operates one of only five independent national
telecoms networks in the UK, and offers national business telecoms, national and
international carrier telecommunications services, and satellite and radio
communications services. The company's broadcast services division operates a
national broadcast transmission network of more than 1,200 owned and shared
transmission sites, and offers digital and analog broadcast transmission
services to major television and radio stations nationwide in the UK.
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For further information contact: In the U.S.: John F. Gregg, Managing Director -
Corporate Development; Michael A. Peterson, Director - Corporate Development;
Bret Richter, Director - Corporate Development or Kathy Makrakis, Director -
Investor Relations at (212) 906-8457; in the UK: Alison Smith at 01252-402-662;
or via e-mail at [email protected].
