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): MARCH 16, 2005
MEDIACOM LLC
MEDIACOM CAPITAL CORPORATION
(Exact name of Registrants as specified in their charters)
NEW YORK 333-57285-01 06-1433421
NEW YORK 333-57285 06-1513997
(State of incorporation) (Commission File Nos.) (IRS Employer
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 Registrant 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 2.04. TRIGGERING EVENTS THAT ACCELERATE OR INCREASE A DIRECT FINANCIAL
OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT.
At the request of Mediacom LLC and Mediacom Capital Corporation (the
"Registrants"), on March 16, 2005, The Bank of New York, as trustee, notified by
mail the registered holders of the Registrants' 8-1/2% Senior Notes due 2008
(the "Notes") that the Registrants had elected to redeem all of the outstanding
Notes. As of March 16, 2005, the aggregate principal amount of the Notes
outstanding was $200,000,000. The Notes were issued pursuant to an Indenture,
dated as of April 1, 1998, between the Registrants and The Bank of New York, as
successor to the Bank of Montreal Trust Company, as trustee. Pursuant to the
redemption notice and the terms of the Indenture, the Notes will be redeemed by
the Registrants on April 15, 2005 at a redemption price equal to 101.417% of the
outstanding principal amount of the Notes plus accrued interest.
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: March 18, 2005
MEDIACOM LLC
By: /S/ MARK E. STEPHAN
-----------------------------
Mark E. Stephan
Executive Vice President and
Chief Financial Officer
Dated: March 18, 2005
MEDIACOM CAPITAL CORPORATION
By: /S/ MARK E. STEPHAN
-----------------------------
Mark E. Stephan
Executive Vice President and
Chief Financial Officer