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: June 6, 2001
MEDIACOM COMMUNICATIONS CORPORATION
(Exact names of Registrant as specified in its charter)
Delaware 0-29227 06-1566067
(State or other jurisdiction (Commission File (IRS Employer
of incorporation or Number) Identification No.)
organization)
100 Crystal Run Road
Middletown, New York 10941
(Address of principal executive offices)
Registrant's telephone number: (845) 695-2600
Item 5. Other Events.
On June 6, 2001, Mediacom Communications Corporation, the sole member of
Mediacom Broadband LLC, issued a press release pursuant to Rule 135c of the
Securities Act of 1933 concerning the proposed issuance by Mediacom Broadband
LLC and Mediacom Broadband Corporation of senior notes under Rule 144A. A copy
of such press release is attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements - None
(b) Pro Forma Financial Information - None
(c) Exhibits:
Exhibit No. Description
----------- -----------
99.1 Press Release dated June 6, 2001
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.
Mediacom Communications Corporation
(Registrant)
Date: June 6, 2001 By: /s/ Mark Stephan
------------------
Mark Stephan
Senior Vice President
and Chief Financial Officer
Exhibit 99.1
[LOGO] For Immediate Release
Contact: Mark E. Stephan
Senior Vice President and
Chief Financial Officer
845-695-2640
mstephan@mediacomcc.com
Mediacom Communications Announces
Proposed Offering of Senior Notes due 2013
------------------------------------------
Middletown, NY --- June 6, 2001 --- MEDIACOM COMMUNICATIONS CORPORATION (the
"Company") announced today that its newly-formed, wholly-owned subsidiaries,
Mediacom Broadband LLC and Mediacom Broadband Corporation, intend to offer
$400.0 million in aggregate principal amount of senior notes due 2013 (the
"Senior Notes"). The Company expects to use the net proceeds from this offering
to pay a portion of the aggregate purchase price of its previously announced
acquisitions of certain cable television systems from AT&T Broadband, LLC.
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, 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 the Company anticipates. 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 the
Company files from time to time with the Securities and Exchange Commission. The
Company is under no obligation to (and expressly disclaims any such obligation
to) publicly update or alter its forward-looking statements made in this press
release, whether as a result of new information, future events or otherwise.