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FOR IMMEDIATE RELEASE
UNITED PAN-EUROPE COMMUNICATIONS'
SUBSIDIARIES ANNOUNCE REPURCHASE OF THEIR NOTES
AMSTERDAM, THE NETHERLANDS - 3RD NOVEMBER 1999: United Pan-Europe Communications
(UPC) has announced that its wholly-owned subsidiary @Entertainment, Inc.
("@Entertainment") and a wholly-owned subsidiary of @Entertainment, Poland
Communications, Inc. ("PCI") made offers to repurchase (the "Offers") and
repurchased from the holders of the Notes (the "Repurchase of Notes" or
"Repurchase") @Entertainment's 14 1/2% Series B Senior Discount Notes due 2008,
14 1/2% Senior Discount Notes due 2008, Series C Senior Discount Notes due 2008,
14 1/2% Series B Senior Discount Notes due 2009, and 14 1/2% Senior Discount
Notes due 2009 (collectively, the "@Entertainment Notes") and PCI's 9 7/8%
Series B Senior Notes Due 2003 and 9 7/8% Senior Notes Due 2003 (collectively,
the "PCI Notes").
The Offers expired at 12:01 PM, New York City time, on November 2, 1999 (the
"Expiration Date").
The Offers were made pursuant to the terms of the indentures covering each of
the @Entertainment Notes and the PCI Notes (each an "Indenture" and,
collectively, the "Indentures"), which provided that, following a Change of
Control (as defined therein), each holder of @Entertainment Notes and PCI Notes
had the right, at such holder's option, to require @Entertainment and PCI,
respectively to repurchase all or a portion of such holder's @Entertainment
Notes and PCI Notes at the Repurchase Price (a "Change of Control Right").
@Entertainment and PCI believe a Change of Control occurred on August 6, 1999 as
a result of the acquisition by Bison Acquisition Corp., a wholly-owned
subsidiary of United Pan-Europe Communication, of 99% of the outstanding common
stock of @Entertainment (the "Acquisition") and the filing with the Secretary of
State of the State of Delaware the Certificate of Ownership and Merger of Bison
Acquisition Corp. with and into @Entertainment, with @Entertainment continuing
as the surviving corporation (the "Merger").
In accordance with the terms of the Indentures governing the @Entertainment
Notes and the PCI Notes, @Entertainment was required to repurchase the
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@ Entertainment Notes at 101% of their accreted value per $1,000 principal
amount of @Entertainment Notes at maturity on the Expiration Date plus accrued
and unpaid interest and PCI was required to repurchase the PCI Notes at there
purchase price of $1,010 per $1,000 principal amount of the PCI Notes, which is
101% per $1,000 principal amount of the PCI Notes (collectively the "Repurchase
Prices"). As of August 1, 1999, @Entertainment had $376,943,000 aggregate
principal amount at maturity of @Entertainment Notes outstanding and PCI had
$129,668,000 aggregate principal amount at maturity of PCI Notes outstanding.
Pursuant to its repurchase offer, @Entertainment has purchased $49,139,000
aggregate principal amount at maturity of @Entertainment Notes for an aggregate
price of $26, 455, 014, and PCI has purchased $113, 237,000 aggregate principal
amount of PCI Notes for an aggregate price of $114,369,370.
The repurchase of the @ Entertainment Notes and the PCI Notes pursuant to the
Offers will be funded through the use of part of the proceeds from the Company's
recent securities offerings.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy any of the securities referenced herein.
Headquartered in Amsterdam, UPC (AEX "UPC", Nasdaq, "UPCOY") is one of the most
innovative broadband communications companies in Europe and owns and operates
the largest pan-European group of broadband communications networks. UPC
provides cable television, telephony, high speed Internet access and programming
services in twelve countries across Europe and Israel. As of September 30, 1999,
UPC's systems passed approximately 9.0 million homes with more than 5.9 million
basic cable subscribers. In addition, UPC's systems had 147,000 residential
telephony lines and 20,000 business telephony lines, as well as 77,200
residential Internet subscribers and 3,000 business Internet subscribers.
Microsoft has an interest of approximately 7.8% in UPC.
UPC is a consolidated subsidiary of UnitedGlobalComInc. (NASDAQ: "UCOMA").
@Entertainment, Inc. is the leading provider of pay television services in
Poland and is engaged principally in delivering cable television and DTH
satellite television services and developing, packaging and transmitting
high-quality Polish-language programming. @Entertainment offers a package of 24
channels under the trade name "Wizja TV", 22 of which are Polish language
channels. @Entertainment's multi-channel Polish language D-DTH service was the
first D-DTH service available in Poland.
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PCI is the largest cable television operator in Poland with approximately
1,699,400 homes passed and approximately 966,800 total subscribers as of June
30, 1999.
- -END-
FOR FURTHER INFORMATION CONTACT:
UPC
Steve Butler, Managing Director of Capital Markets and Treasurer, UPC
Tel: + 31 20 778 9860
Email: sbutler@upccorp.com
Henrietta Hirst, Director, Group Corporate Communications, UPC
Tel: + 44 171 518 7996
Mobile: + 44 7788 750880
Email: henrietta@upclondon.com
@ENTERTAINMENT/PCI
Mike Smargiassi/Chris Plunkett
Brainerd Communications
Tel: + 1 212-986-5567
Email: smarg@braincomm.com
plunkett@braincomm.com