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): August 26, 2003
United Pan-Europe Communications N.V.
(Exact name of registrant as specified in its charter)
The Netherlands
(State or Other Jurisdiction of Incorporation)
000-25365
(Commission File Number)
98-0191997
(I.R.S. Employer Identification Number)
Boeing Avenue 53
1119 PE, Schiphol Rijk
The Netherlands
(Address and zip code of principal executive offices)
(31) 20-778-9840
(Registrant's telephone number, including area code)
Item 3. Bankruptcy or Receivership.
On August 26, 2003, United Pan-Europe Communications N.V. (the
"Company") announced that on August 26, 2003, the Dutch Supreme Court (Hoge
Raad) (the "Supreme Court") rejected the appeal of the ratification of a
proposed plan of compulsory composition (the "Akkoord"). The Supreme Court was
the final point of appeal in relation to the ratification of the Akkoord.
As previously reported, on December 3, 2002, the Company commenced a
voluntary Chapter 11 case in the United States Bankruptcy Court for the Southern
District of New York (Case No. 02-16020). Simultaneously with the commencement
of the Chapter 11 case, the Company also voluntarily commenced a moratorium of
payments in The Netherlands under Dutch bankruptcy law and filed the Akkoord
with the Amsterdam Court (Rechtbank) (the "District Court") under the Dutch
Faillissementswet. On March 13, 2003, the District Court ratified the Akkoord in
a written decision. The decision of the District Court was appealed. On April
15, 2003, the Dutch Court of Appeals (the "Court of Appeals") confirmed the
judgment by the District Court of March 13, 2003, ratifying the Akkoord and
dismissing all complaints and grounds for appeal. The decision of the Court of
Appeals was appealed to the Supreme Court.
On August 26, 2003, the Company also announced that it is officially
out of the suspension of payments or moratorium procedure in The Netherlands and
will emerge from restructuring and expects to list the newly formed financial
holding company, UGC Europe, Inc. ("UGC Europe"), on the Nasdaq National Market
on September 3, 2003, under the ticker symbol "UGCE." It is expected that former
bondholders of the Company and holders of the Company's American Depositary
Receipts will be able to trade their UGC Europe shares as of September 3, 2003.
The full text of the press release is attached hereto as Exhibit 99.1
and is incorporated in its entirety herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K (this "Report") and the Press Release
contain forward-looking statements (any statement other than those made solely
with respect to historical fact) based upon management's beliefs, as well as
assumptions made by and data currently available to management. This information
has been, or in the future may be, included in reliance on the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on a variety of assumptions that may not be
realized and are subject to significant business, economic, judicial and
competitive risks and uncertainties, many of which are beyond the Company's
control. The Company's actual operations, financial condition, cash flows or
operating results may differ materially from those expressed or implied by any
such forward-looking statements. These forward-looking statements relate to the
Company's future plans, objectives, expectations and intentions. These
forward-looking statements may be identified by the use of words such as
"believes," "expects," "may," "will," "would," "should," "seeks," "pro forma,"
"anticipates" and similar expressions. The Company undertakes no obligation to
update or revise any such forward-looking statements. These forward-looking
statements are subject to a number of risks and uncertainties including, but not
limited to, the following: the ability of the Company to restructure its
outstanding indebtedness on a satisfactory and timely basis; the ability of the
Company to consummate the Plan under the U.S. Bankruptcy Code and the Akkoord
under the Dutch Bankruptcy Code; as well as other factors detailed from time to
time in the Company's filings with the Securities and Exchange Commission. Given
these uncertainties, readers are cautioned not to place undue reliance on the
forward-looking statements contained in this Report or the Press Release.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit Number Description
-------------- -----------
99.1 Press Release of United Pan-Europe Communications
N.V. dated August 26, 2003 announcing the Dutch
Supreme Court's dismissal of the Akkoord appeal
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SIGNATURE
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.
UNITED PAN-EUROPE COMMUNICATIONS N.V.
By: /s/ Anton M. Tuijten
--------------------------------------------
Name: Anton M. Tuijten
Title: Member of the Board of Management
and General Counsel
Date: August 27, 2003
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EXHIBIT INDEX
Exhibit Number Description
- -------------- ------------
99.1 Press Release of United Pan-Europe Communications N.V.
dated August 26, 2003 announcing the Dutch Supreme
Court's dismissal of the Akkoord appeal