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 12, 1997
FRONTIERVISION OPERATING PARTNERS, L.P.
FRONTIERVISION CAPITAL CORPORATION
(Exact names of Registrants as specified in their charters)
Delaware 333-9535 84-1316775
Delaware 333-9535-01 84-1353734
(States or other jurisdiction (Commission File Nos.) (IRS Employer
of incorporation or organization) Identification Numbers)
1777 South Harrison Street,
Suite P-200, Denver, Colorado 80210
(Address of principal executive offices) (Zip Code)
(303) 757-1588
(Registrants' telephone number, including area code)
Item 2. Acquisition or Disposition of Assets
In a press release dated December 23, 1997, FrontierVision Operating Partners,
L.P., a Delaware limited partnership ("FVOP" or the "Company"), a wholly-owned
subsidiary of FrontierVision Holdings, L.P., a Delaware limited partnership
("Holdings"), announced the purchase of cable television systems from an
affiliate of Cox Communications, Inc. A copy of the press release is attached as
Exhibit 99.3.
The source of funds for this acquisition were approximately $204.5 million from
the New Credit Facility.
Item 5. Other Events
In a press release dated December 19, 1997, Holdings and its wholly-owned
subsidiary, FrontierVision Captial Corporation (collectively the "Issuers"),
announced that the registered offer to exchange $237,650,000 aggregate original
principal amount at maturity of the Issuers' unregistered 11-7/8% Senior
Discount Notes due 2007 for $237,650,000 aggregate original principal amount at
maturity of the Issuers' 11 7/8% Senior Discount Notes due 2007 expired at 5:00
p.m. EST on Friday, December 12, 1997. A copy of the press release is attached
as Exhibit 99.2.
FVOP also announced in a press release dated December 23, 1997, that it has
entered into a new senior credit facility. A copy of the press release is
attached as Exhibit 99.3.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Financial Statements and Pro Forma Financial Information.
The information required by this Form 8-K with respect to financial statements,
pro forma financial information and exhibits are not included herein and will be
filed by the Registrants within 60 days from December 23, 1997.
Exhibits.
10.19 Asset Purchase Agreement dated as of October 15, 1997 between Coxcom,
Inc. and FrontierVision Operating Partners, L.P. (incorporated by
reference to the corresponding exhibit to Holding's Form S-4
Registration Statement, File No. 333-36519).
99.2 Press Release announcing consummation of Exchange Offer.
99.3 Press Release announcing closing of $800 million senior credit facility
and acquisition of the Cox Systems.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
FRONTIERVISION OPERATING PARTNERS, L.P.
By: FrontierVision Holdings, L.P., its general partner,
By: FrontierVision Partners, L.P., its general partner,
By: FVP GP, L.P., its general partner
By: FrontierVision Inc., its general partner
By: /s/ JAMES W. McHose
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James W. McHose
Vice President and Treasurer
Date: December 23, 1997 By: /s/ JAMES W. MCHOSE
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James W. McHose
Vice President and Treasurer
FRONTIERVISION CAPITAL CORP.
Date: December 23, 1997 By: /s/ JAMES W. MCHOSE
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James W. McHose
Vice President and Treasurer