UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 29, 2006 MEDIACOM BROADBAND LLC MEDIACOM BROADBAND CORPORATION (Exact name of Registrant as specified in its charter) Delaware 333-72440 06-1615412 Delaware 333-72440-01 06-1630167 (State of incorporation (Commission File Nos.) (IRS Employer or organization) Identification Nos.) 100 Crystal Run Road Middletown, New York 10941 (Address of principal executive offices) Registrants' telephone number: (845) 695-2600 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrants under any of the following provisions: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events On September 29, 2006, Mediacom Broadband LLC and Mediacom Broadband Corporation issued a press release pursuant to Rule 135c of the Securities Act of 1933 concerning their agreement to sell $300 million principal amount of 8-1/2% senior notes under Rule 144A. A copy of the press release is being filed as Exhibit 99.1 to this report and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired - None (b) Pro Forma Financial Information - None (c) Shell Company Transactions - None (d) Exhibits: Exhibit No. Description ---------- ----------- 99.1 Press release issued by the Registrants on September 29, 2006
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 hereunto duly authorized. Dated: September 29, 2006 Mediacom Broadband LLC By: /s/ Mark E. Stephan ------------------------------------- Mark E. Stephan Executive Vice President and Chief Financial Officer Mediacom Broadband Corporation By: /s/ Mark E. Stephan ------------------------------------- Mark E. Stephan Executive Vice President and Chief Financial Officer
Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: INVESTOR RELATIONS Matt Derdeyn Group Vice President, Corporate Finance and Treasurer (845) 695-2612 Mediacom Broadband LLC Announces Agreement to Sell $300 Million Principal Amount of Senior Notes due 2015 Middletown, NY -- September 29, 2006 -- Mediacom Broadband LLC and Mediacom Broadband Corporation, wholly-owned subsidiaries of Mediacom Communications Corporation (NASDAQ: MCCC), announced today that they have agreed to sell $300 million principal amount of 8-1/2% senior notes due 2015 (the "Senior Notes"). Mediacom Broadband LLC and Mediacom Broadband Corporation initially announced that they intended to offer $200 million principal amount of Senior Notes but increased the size of the offering in order to meet excess demand. Mediacom Broadband LLC will use the net proceeds of the offering to reduce borrowings (but not commitments) outstanding under the revolving credit portion of its subsidiary credit facility. The Senior Notes will be offered to qualified institutional buyers under Rule 144A and to persons outside the United States under Regulation S. The Senior Notes will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, the Senior Notes nor shall there be any sale of the Senior Notes in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Any statements in this press release that are not historical facts are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from historical results or those Mediacom Broadband LLC and Mediacom Broadband Corporation anticipate. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see the reports and documents Mediacom Broadband LLC and Mediacom Broadband Corporation file from time to time with the Securities and Exchange Commission. Statements included in this press release are based upon information known to Mediacom Broadband LLC and Mediacom Broadband Corporation as of the date of this press release, and Mediacom Broadband LLC and Mediacom Broadband Corporation assume no obligation to (and expressly disclaim any such obligation to) publicly update or alter their forward-looking statements made in this press release, whether as a result of new information, future events or otherwise, except as otherwise required by applicable federal securities laws.