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: January 16, 2001
UPC Polska, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-22877 06-1487156
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification #)
incorporation)
4643 South Ulster Street, Suite 1300, Denver, CO 80237
(Address of Principal Executive Office)
(303) 770-4001
(Registrant's telephone number, including area code)
@Entertainment, Inc.
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
As announced on January 16, 2001, UPC Polska, Inc. (the "Company")
commenced a consent solicitation with respect to its 14 1/2% Senior Discount
Notes due 2008, 14 1/2% Series B Senior Discount Notes due 2008, Series C Senior
Discount Notes, 14 1/2% Senior Discount Notes due 2009 and 14 1/2% Series B
Senior Discount Notes due 2009 (collectively, the "Notes"). The Company is
soliciting the consent of the holders of the Notes in connection with the
transactions ("Transactions") contemplated by the agreement (as amended through
January 16, 2001, the "Agreement"), dated as of June 25, 2000, among
UnitedGlobalCom, Inc. ("United"), United Pan-Europe Communications, N.V.
("UPC"), Liberty Media International, Inc. and Liberty Media Corporation
("Liberty"). Pursuant to the Agreement, a newly formed corporation ("New
United") will acquire all of the capital stock of United, as well as certain
interests in international broadband distribution and programming assets of
Liberty, and a newly-formed subsidiary of New United will acquire all of the
capital stock of UPC, as well as an economic interest in Telewest Communications
plc.
The Company, which is an indirect subsidiary of United and a direct
wholly-owned subsidiary of UPC, is soliciting consents from the holders of the
Notes to allow United to consummate the Transactions using a preferred
structure. If the requisite number of consents is received, the waiver consented
to will be binding on all holders of the Notes, including non-consenting
holders. If the requisite number of consents is not received, United may
consummate the Transactions using a structure that does not require the consent
of the holders of the Notes.
Consents will be solicited on the terms and conditions set forth in a
Consent Solicitation Statement and accompanying Consent Letter to be provided to
the holders of the Notes. The consent solicitation will expire at 5:00 p.m. New
York City time on January 29, 2001, unless extended or earlier terminated in
accordance with the Consent Solicitation Statement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 Press Release, dated January 16, 2001.
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 of the
undersigned thereunto duly authorized.
UPC POLSKA, INC.
DATE: January 26, 2001 By: /s/ Dorothy Hansberry
Dorothy Hansberry
Vice President and General Counsel
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release, dated January 16, 2001.