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) DECEMBER 13, 1999 ----------------- NTL (TRIANGLE) LLC - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-24792 13-4086747 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation File Number) Identification No.) 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 2. Acquisition or Disposition of Assets. ------------------------------------ In an inter-group restructuring on December 13, 1999, NTL (Triangle) LLC acquired the entire issued and outstanding participations of Canarias Target S.L. from its parent, NTL Communications Corp. for 535.180 million Irish punts in cash, paid in an equivalent amount of British Pounds Sterling ((UK Pound) 423,583,731; approximately US$687.6 million). The funds used to consummate the purchase of Canarias Target S.L. were a substantial portion of the proceeds that NTL (Triangle) LLC received for the sale of its 50% interest in Cable London plc to Telewest Communications plc which transaction was completed on November 23, 1999. The purchase price paid by NTL (Triangle) LLC is the same amount that NTL Communications Corp. paid for Cablelink Limited in May 1999, following a competitive tendering process. Cableink Limited is the only asset of Canarias Target S.L. and is Ireland's largest cable television provider. NTL (Triangle) LLC intends to continue to devote the assets owned by Cablelink Limited to their previous purpose. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------- Exhibits 10.1 Deed of Transfer, dated December 13, 1999 Financial statements of the business acquired and pro forma financial information will be filed within 75 days of December 13, 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 (TRIANGLE) LLC (Registrant) By: NTL Group Limited, its Sole Member By: /s/ Robert Mackenzie ------------------------- Name: Robert Mackenzie Title: Secretary Dated: December 28, 1999 EXHIBIT INDEX ------------- Exhibit Page ------- ---- 10.1 Deed of Transfer, dated December 13, 1999