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UNITED STATES
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): November 30, 2007
INSIGHT MIDWEST, L.P.
INSIGHT CAPITAL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-33540 13-4079232
Delaware 333-3540-01 13-4079679
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(State or other (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
810 7th Avenue
New York, New York (10019)
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(Address of principal executive offices, including zip code)
(917) 286-2300
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(Registrant's telephone number, including area code)
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(Former name or address, if changed since last report)
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 (see General Instruction A.2. below):
|_| 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))
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Item 2.04. Triggering Events that Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement.
On November 30, 2007, notices of redemption were issued to the holders of the 9
3/4% Senior Notes due 2009 (the "Notes") originally issued by Insight Midwest,
L.P. and Insight Capital, Inc. (the "Issuers"), in accordance with the terms and
conditions of the Notes. In accordance with the redemption notices, the Issuers
will redeem the remaining outstanding $200 million aggregate principal amount of
the Notes at a redemption price of 100.000% of the principal amount, plus
accrued and unpaid interest. The aggregate redemption price, including accrued
and unpaid interest, for the Notes will be approximately $204.9 million and
will be paid on December 31, 2007. The Notes will be redeemed with proceeds
received from the closing of the previously announced division of the Insight
Midwest partnership with Comcast Corporation. On and after December 31, 2007,
interest will cease to accrue on the Notes. Holders must surrender their Notes
to The Bank of New York, as paying agent, to collect the redemption price
applicable to their Notes.
This current report on Form 8-K contains certain forward-looking statements with
respect to the plans and objectives of our company. We believe it is important
to communicate management's expectations. However, there may be events in the
future that we are not able to accurately predict or over which we have no
control. The risk factors listed in our Annual Report on Form 10-K/A for the
year ended December 31, 2006, as well as any other cautionary language in our
quarterly reports on Form 10-Q, provide examples of risks, uncertainties and
events that may cause our actual results to differ materially from the
expectations we describe in our forward-looking statements. You should be aware
that the occurrence of the events described in these risk factors could have a
material adverse effect on our business plans and objectives. We do not
undertake any obligation to publicly update or release any revisions to these
forward-looking statements to reflect events or circumstances after the date
that this report is filed with the SEC or to reflect the occurrence of
unanticipated events, except as required by law.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibit:
99.1 Press release dated November 30, 2007.
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.
INSIGHT MIDWEST, LP
Dated: November 30, 2007 By: /s/ Elliot Brecher
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Elliot Brecher
Senior Vice President and
General Counsel
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.
INSIGHT CAPITAL, INC.
Dated: November 30, 2007 By:/s/ Elliot Brecher
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Elliot Brecher
Senior Vice President and
General Counsel
Exhibit 99.1
[Insight logo]
Contact: John Coughlan|VP, Finance & Treasurer|
Insight Communications|917-286-2227
For Immediate Release
Insight To Redeem Remaining Outstanding Bonds
New York, NY - November 30, 2007 - Insight Communications today issued notices
of redemption for all of Insight Midwest's 9 3/4 % Senior Notes due October 1,
2009 at a redemption price of $1,000 per each $1,000 principal amount of the
notes and all of Insight Communications' 12 1/4 % Senior Discount Notes due
February 15, 2011 at a redemption price of $1,040.83 for each $1,000 principal
amount of the notes. The notes will be redeemed on December 31, 2007 with
proceeds from the close of the previously announced division of the Insight
Midwest partnership with Comcast Corporation.
Insight Communications is the ninth largest cable operator in the United States
with approximately 1.4 million customer relationships in the four contiguous
states of Illinois, Kentucky, Indiana and Ohio. Insight offers bundled,
state-of-the-art video, high-speed Internet and voice telephony services to its
customers.