0000905718-05-000090.txt : 20120607
0000905718-05-000090.hdr.sgml : 20120607
20050325103129
ACCESSION NUMBER: 0000905718-05-000090
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050325
DATE AS OF CHANGE: 20050325
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: TELEWEST GLOBAL INC
CENTRAL INDEX KEY: 0001270400
STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813]
IRS NUMBER: 593778247
FISCAL YEAR END: 1204
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-79951
FILM NUMBER: 05703720
BUSINESS ADDRESS:
STREET 1: C/O CT CORPORATION SYSTEM
STREET 2: 1209 ORANGE STREET
CITY: WILMINGTON
STATE: DE
ZIP: 19801
BUSINESS PHONE: 442072995000
MAIL ADDRESS:
STREET 1: 160 GREAT PORTLAND STREET
CITY: LONDON
STATE: X0
ZIP: W1W 5QA
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: HUFF WILLIAM R
CENTRAL INDEX KEY: 0001125885
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: 67 PARK PLACE
CITY: MORRISTOWN
STATE: NJ
ZIP: 20170
BUSINESS PHONE: 7036396000
MAIL ADDRESS:
STREET 1: 67 PARK PLACE
CITY: MORRISTOWN
STATE: NJ
ZIP: 07960
SC 13D/A
1
telewest13dam2.txt
SC13DAM2
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
TELEWEST GLOBAL, INC.
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
--------------------------------------------------------------------------------
(Title of Class of Securities)
87956T107
--------------------------------------------------------------------------------
(CUSIP Number)
Edward T. Dartley
W.R. Huff Asset Management Co., L.L.C.
67 Park Place
Morristown, New Jersey 07960
(973) 984-1233
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 18, 2005
--------------------------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Cusip No. 87956T107
--------------------------------------------------------------------------------
1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only):
William R. Huff
--------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions):
(a) Not
(b) Applicable
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Source of Funds (See Instructions): Not Applicable
--------------------------------------------------------------------------------
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
or 2(e):
Not Applicable
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of 7. Sole Voting Power: *
---------------------------------------
Shares Beneficially 8. Shared Voting Power: *
---------------------------------------
Owned by
Each Reporting 9. Sole Dispositive Power: *
---------------------------------------
Person With 10. Shared Dispositive Power: *
---------------------------------------
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person: 39,668,133
--------------------------------------------------------------------------------
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions): Not Applicable
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11): 16.2%*
--------------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions): IA, IN
--------------------------------------------------------------------------------
* W.R. Huff Asset Management Co., L.L.C., a Delaware limited liability company
("Huff Asset Management"), and certain other limited partnerships and limited
liability companies affiliated with Huff Asset Management (together with Huff
Asset Management, the "Huff Entities"), for their clients and/or on behalf of
certain separately managed accounts (collectively, the "Accounts"), have been
issued and/or have acquired, in the aggregate, 39,668,133 shares of common
stock, par value $0.01 per share (the "Shares"), of Telewest Global, Inc., a
Delaware corporation (the "Company"). William R. Huff possesses sole power to
vote and direct the disposition of all securities of the Company held by or on
behalf of the Huff Entities and/or the Accounts, subject to the internal
screening and other securities law compliance procedures of the Huff Entities
described below. The Huff Entities have in place appropriate internal screening
procedures and other securities law compliance policies that from time to time
require Mr. Huff to delegate to one or more employees of the Huff Entities
transaction and/or securities disposition authority with respect to certain
entities, including the Company. All such employees serve under the ultimate
direction, control and authority of Mr. Huff. Thus, as of March 18, 2005, for
the purposes of Reg. Section 240.13d-3, William R. Huff is deemed to
beneficially own 39,668,133 Shares, or approximately 16.2% of the Shares deemed
issued and outstanding as of that date. Mr. Huff's interest in the Shares is
limited to his pecuniary interest, if any, in the Huff Entities and/or the
Accounts. See Item 5 for further information.
Item 5. Interest in Securities of the Issuer.
------------------------------------
Based upon information in the Company's Quarterly Report on Form 10-Q,
as filed by the Company with the Securities and Exchange Commission on November
12, 2004, there were 245,000,001 Shares issued and outstanding as of November
10, 2004. As of March 18, 2005, the Huff Entities, for their clients and/or on
behalf of the Accounts, have been issued and/or have acquired, in the aggregate,
39,668,133 Shares. William R. Huff possesses sole power to vote and direct the
disposition of all securities of the Company held by or on behalf of the Huff
Entities and/or the Accounts, subject to the internal screening and other
securities law compliance procedures of the Huff Entities described below. Thus,
as of March 18, 2005, for the purposes of Reg. Section 240.13d-3, William R.
Huff is deemed to beneficially own 39,668,133 Shares, or approximately 16.2% of
the Shares deemed issued and outstanding as of that date. Mr. Huff's interest in
the Shares is limited to his pecuniary interest, if any, in the Huff Entities
and/or the Accounts.
The Huff Entities have in place appropriate internal screening
procedures and other securities law compliance policies that from time to time
require Mr. Huff to delegate to one or more employees of the Huff Entities
transaction and/or securities disposition authority with respect to certain
entities, including the Company. All such employees serve under the ultimate
direction, control and authority of Mr. Huff.
The following table details the transactions during the sixty days on
or prior to March 18, 2005 in Shares, or securities convertible into,
exercisable for or exchangeable for Shares, by Mr. Huff or any other person or
entity controlled by him or any person or entity for which he possesses voting
or investment control over the securities thereof (each of which were effected
in an ordinary brokerage transaction):
(Purchases)
NONE
(Sales)
Date Quantity Price
---- -------- -----
January 18, 2005 4,000 16.5197
January 21, 2005 6,000 16.1222
January 25, 2005 2,000 16.1497
January 27, 2005 1,000 16.4097
February 8, 2005 6,600 16.3832
February 9, 2005 8,000 16.2808
February 10, 2005 20,200 16.0873
February 11, 2005 12,000 16.4566
February 15, 2005 15,000 16.5715
February 16, 2005 4,000 16.6330
February 17, 2005 11,800 16.4798
February 18, 2005 10,000 16.5103
February 22, 2005 10,000 16.5272
February 23, 2005 16,600 16.4639
February 24, 2005 20,000 16.4624
February 25, 2005 9,200 16.5917
February 28, 2005 10,000 16.5658
March 1, 2005 10,000 16.9447
March 3, 2005 17,000 16.7400
March 4, 2005 12,000 16.7663
March 7, 2005 10,000 16.8163
In addition to the transactions detailed in the above table, during
the sixty days on or prior to March 18, 2005, Mr. Huff ceased to possess sole
power to vote and direct the disposition of an aggregate of 2,401,781 Shares.
Signature
---------
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
March 23, 2005
/s/ Bryan E. Bloom
------------------------------------
Bryan E. Bloom as attorney-in-fact
for William R. Huff, on behalf of
W.R. Huff Asset Management Co.,
L.L.C., certain limited partnerships
and limited liability companies
affiliated with W.R. Huff Asset
Management Co., L.L.C. and certain
separately managed accounts.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).