-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D5oIGwoVQWs0BRmHspEsUbJ+0Gltrn1kTt/v1RaA/hCvx91Kdvl41XvlAuI0zJoF 7ApRNMkF/su04gVAuCQqvQ== 0000906347-99-000019.txt : 19990312 0000906347-99-000019.hdr.sgml : 19990312 ACCESSION NUMBER: 0000906347-99-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990308 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NTL INC /DE/ CENTRAL INDEX KEY: 0000906347 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 521822078 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22616 FILM NUMBER: 99563299 BUSINESS ADDRESS: STREET 1: 110 E 59TH ST STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129068440 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL CABLETEL INC DATE OF NAME CHANGE: 19930601 8-K 1 NTL - FORM 8-K - MARCH 8, 1999 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 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) MARCH 8, 1999 ------------- NTL INCORPORATED - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-22616 52-1822078 - -------------------------------------------------------------------------------- (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 110 East 59th Street, New York, New York 10022 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including area code (212) 906-8440 -------------- ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. - ------ ------------ 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 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 --------------------------------- Name: Richard J. Lubasch Title: Senior Vice President- General Counsel Dated: March 10, 1999 EXHIBIT INDEX Exhibit Page 99 Press release, issued March 8, 1999 EX-99 2 PRESS RELEASE 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. ******* 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 investor_relations@ntli.com. -----END PRIVACY-ENHANCED MESSAGE-----