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) April 20, 1998
FALCON HOLDING GROUP, L.P.
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(Exact name of Registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation or organization)
33-60776 95-4408577
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(Commission File Number) (I.R.S. Employer
Identification Number)
10900 WILSHIRE BOULEVARD -15TH FLOOR
LOS ANGELES, CALIFORNIA 90024
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(Address of principal (Zip Code)
executive offices)
(310) 824-9990
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
2
Item 5. Other Events
On April 20, 1998, the Registrant commenced a fixed spread cash tender
offer (the "Tender Offer") for all $282.2 million outstanding aggregate
principal amount of its 11% Senior Subordinated Notes due 2003 (the "Notes"). In
conjunction with the Tender Offer, the Registrant also solicited consents (the
"Consent Solicitation") from the holders of the Notes to effect certain
amendments to the indenture governing the Notes. The Registrant announced the
commencement of the Tender Offer and the Consent Solicitation in a press release
on April 20, 1998. The April 20 press release is filed herewith as Exhibit 99.1.
On May 4, 1998, the Registrant set the price per Note to be paid in the
Tender Offer. In addition, as of May 4, the Registrant had received sufficient
consents in the Consent Solicitation to approve the amendments to the indenture
governing the Notes. The press release announcing the Tender Offer price per
Note is filed herewith as Exhibit 99.2.
The Tender Offer expired on May 18, 1998, and the Registrant repurchased
$247.8 million aggregate principal amount of the Notes pursuant to the Tender
Offer on May 19, 1998. The press release announcing the closing of the Tender
Offer is filed herewith as Exhibit 99.3.
The remaining $34.4 million aggregate principal amount of Notes outstanding
will be redeemed by the Registrant prior to October 15, 1998 in accordance with
the indenture governing the Notes. Under such indenture, the Registrant has the
right to redeem all or a portion of the Notes on or after September 15, 1998 at
105.5% of the outstanding principal amount, plus accrued interest to the
redemption date.
Item 7. Financial Statements and Exhibits
Exhibit 99.1 Press Release dated April 20, 1998
Exhibit 99.2 Press Release dated May 4, 1998
Exhibit 99.3 Press Release dated May 19, 1998
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 hereunto duly authorized.
FALCON HOLDING GROUP, L.P.
By: Falcon Holding Group, Inc.,
General Partner
Dated: June 5, 1998 By: /s/ MICHAEL K. MENEREY
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Name: Michael K. Menerey
Title: Secretary and Chief
Financial Officer
EXHIBIT INDEX
Exhibit No. Description
Exhibit 99.1 Press Release dated April 20, 1998
Exhibit 99.2 Press Release dated May 4, 1998
Exhibit 99.3 Press Release dated May 19, 1998