UNITED STATES
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
April 24, 1997 (April 24, 1997)
---------------------------------------------------------------------------
Date of Report (Date of earliest event reported)
NYNEX CABLECOMMS GROUP PLC
---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
England and Wales 0-25638 98-0151138
---------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
NYNEX CABLECOMMS GROUP INC.
---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-25690 98-0151139
---------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
The Tolworth Tower, Ewell Road, Surbiton, Surrey, United Kingdom KT6 7ED
---------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 44-181-873-2000
----------------------
<PAGE>
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
- ------ ------------
Press release of NYNEX CableComms Group PLC and NYNEX CableComms Group
Inc. dated April 24, 1997 is filed herewith as Exhibit 20 and is incorporated
herein by reference.
Item 7. Financial Statements and Exhibits.
- ------ ---------------------------------
(c) Exhibits.
--------
20. Press release of NYNEX CableComms Group PLC and NYNEX
CableComms Group Inc. dated April 24, 1997.
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrants have duly caused this Current Report to be
signed on its behalf by the undersigned thereunto duly authorized.
NYNEX CABLECOMMS GROUP PLC
---------------------------
(Registrant)
By /s/Paul H. Repp
--------------------------------
Paul H. Repp
Chief Legal and Regulatory
Officer and Company Secretary
NYNEX CABLECOMMS GROUP INC.
---------------------------
(Registrant)
By /s/Paul H. Repp
--------------------------------
Paul H. Repp
Chief Legal and Regulatory
Officer and Company Secretary
Date: April 24, 1997
<PAGE>
EXHIBIT INDEX
Sequentially
Exhibit Numbered Page
- ------- -------------
20. Press release of NYNEX CableComms Group PLC
and NYNEX CableComms Group Inc. dated April
24, 1997.
Exhibit 20
Not for release, publication, or distribution in whole or in part in or into
Australia or Japan.
For Immediate Release
Contact: Allen Saunders
Executive Director of
Corporate Communications
0181 873 5241
Joanne Wake
Media Relations Manager
0181 873 5244
NYNEX CableComms Shareholders Approve Amendments and Merger
SURBITON, United Kingdom (April 24, 1997): NYNEX CableComms Group PLC and NYNEX
CableComms Group Inc. ("NYNEX CableComms") announced today that their respective
shareholders have approved certain amendments to the Articles of Association and
Restated Certificate of Incorporation, respectively, to grant the Boards of
Directors of NYNEX CableComms the authority to "de-staple" up to 20% in the
aggregate of the shares comprising NYNEX CableComms Units. In addition, the
shareholders of NYNEX CableComms Group Inc. have also approved the merger of the
company with a subsidiary of Cable & Wireless Communications plc ("CWC") in
which the company will become a wholly-owned subsidiary of CWC. NYNEX CableComms
made the announcement following an extraordinary general meeting and a special
meeting of shareholders held in London today.
These votes were taken in connection with the creation of the
CWC Group, which will combine the telecommunications operations of Mercury
Communications Limited and the cable television and telecommunications
operations of Bell Cablemedia plc (as enlarged by the acquisition of Videotron
Holdings Plc) and NYNEX CableComms.
The directors of NYNEX CableComms Group PLC and NYNEX
CableComms Group Inc. accept responsibility for the information in this press
announcement. To the best of the knowledge and belief of such directors (who
have taken all reasonable care to ensure that such is the case) such information
is in accordance with the facts and does not omit anything likely to affect the
import of such information.
NYNEX CableComms is one of the leading integrated providers of
cable television and telecommunications services in the UK.
