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As filed with the Securities and Exchange Commission on October 10, 1997
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13E-4/A
(Amendment No. 3)
ISSUER TENDER OFFER STATEMENT
(PURSUANT TO SECTION 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934)
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TELE-COMMUNICATIONS, INC.
(Name of Issuer)
TELE-COMMUNICATIONS, INC.
(Name of Person(s) Filing Statement)
Tele-Communications, Inc. Series A Liberty Media Group Common Stock and
Tele-Communications, Inc. Series B Liberty Media Group Common Stock
(Title of Class of Securities)
87924V507 (Series A)
87924V606 (Series B)
(CUSIP Number of Class of Securities)
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Stephen M. Brett, Esq.
Tele-Communications, Inc.
Terrace Tower II
5619 DTC Parkway
Englewood, Colorado 80111-3000
(303) 267-5500
(Name, Address, Including Zip Code, and Telephone Number,
Including Area Code, of Person Authorized to Receive
Notices and Communications on Behalf
of the Person(s) Filing Statement)
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Copy to:
Elizabeth M. Markowski, Esq.
Baker & Botts, L.L.P.
599 Lexington Avenue
New York, New York 10022-6030
(212) 705-5000
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INTRODUCTORY STATEMENT
This Amendment No. 3 ("Amendment No. 3") constitutes the final amendment to
the Issuer Tender Offer Statement on Schedule 13E-4 (together with all
amendments thereto, the "Schedule 13E-4") filed by Tele-Communications, Inc., a
Delaware corporation (the "Company"), with the Securities and Exchange
Commission on August 19, 1997, as amended by Amendment No. 1 filed on September
5, 1997 and Amendment No. 2 filed on September 18, 1997, in connection with the
offer by the Company to purchase shares of its Tele-Communications, Inc. Series
A Liberty Media Group Common Stock, par value $1.00 per share (the "Series A
Liberty Media Group Common Stock"), and its Tele-Communications, Inc. Series B
Liberty Media Group Common Stock, par value $1.00 per share (the "Series B
Liberty Media Group Common Stock" and, together with the Series A Liberty Media
Group Common Stock, the "Liberty Media Group Common Stock"), upon the terms and
subject to the conditions set forth in the Company's Offer to Purchase, dated
August 19, 1997, and in the related Letter of Transmittal (which together
constitute the "Offer"), copies of which are filed as Exhibits (a)(1) and (a)(2)
respectively, to the Schedule 13E-4.
The Offer expired in accordance with its terms at 5:00 p.m., New York City
time, on October 2, 1997 (the "Expiration Date"), and all shares of Liberty
Media Group Common Stock theretofore validly tendered were accepted for payment.
On October 3, 1997, the Company made payment for the 12,188,221 shares of Series
A Liberty Media Group Common Stock and 54,716 shares of Series B Liberty Media
Group Common Stock physically delivered on the Expiration Date. On October 9,
1997, the Company made payment for an additional 2,255,102 shares of Series A
Liberty Media Group Common Stock tendered pursuant to the guaranteed delivery
procedures. In total, the Company accepted for payment 14,443,323 shares of
Series A Liberty Media Group Common Stock and 54,716 shares of Series B Liberty
Media Group Common Stock validly tendered in the Offer in exchange for an
aggregate consideration of $434,941,170.
2
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SIGNATURE
After due inquiry and to the best of the Company's knowledge and belief,
the undersigned certifies that the information set forth in this Schedule
13E-4/A (Amendment No. 3) is true, complete and correct.
Dated: October 10, 1997 TELE-COMMUNICATIONS, INC.
By: /s/ Stephen M. Brett
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Name: Stephen M. Brett
Title: Executive Vice President
and Secretary
